UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 2, 2005 (May 27, 2005)
EMERGENT GROUP INC.
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Nevada 0-21475 93-1215401
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
932 Grand Central Avenue, Glendale, CA 91201
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 240-8250
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Not Applicable
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(Former name or former address, if changed since last report.)
Item 1.01. Entry Into a Material Definitive Agreement
On May 25, 2005, Emergent Group Inc. and it's wholly owned subsidiary PRI
Medical Technologies, Inc. (collectively referred to herein as EGI) entered into
a two-year agreement with Access Capital, Inc. to provide a revolving credit
line and term note of up to $1,000,000 secured by EGI's accounts receivable and
certain fixed assets (collectively referred to as the "Credit Facility"). Access
Capital demanded and received limited guarantees from Bruce J. Haber - Chief
Executive Officer and a director, Mark Waldron - a director, Louis Buther -
President and William M. McKay - Chief Financial Officer.
In connection with Messrs. Haber, Waldron, Buther and McKay providing
limited guarantees to Access Capital, EGI in consideration of said limited
guarantees, EGI issued an aggregate of 260,000 shares to the guarantors,
including 89,500 shares to Mr. Haber, 59,500 shares to Mr. Waldron, 64,000
shares to Mr. Buther and 47,000 shares to Mr. McKay. The guarantors have each
entered into an agreement with EGI to return the shares that they received in
consideration of their limited guarantee in the event the guarantor on his own
volition breaches (other than a breach that is cured within the terms of the
limited guarantee agreement) or terminates his own respective limited guarantee,
prior to the payment in full of EGI's obligations to Access Capital or the
voluntary release from the limited guarantees by Access Capital.
On May 27, 2005, EGI drew down sufficient monies under the Credit Facility
to payoff all indebtedness owed to USBank under EGI's bank line of credit and
term loan, which was due and payable on or before May 31, 2005.
In May 2005, EGI agreed with Messrs. Haber and Buther to extend their
respective employment agreements until June 30, 2006. Further, each amended
agreement states that on or before June 1 of each year following June 30, 2005,
EGI must offer to extend the respective employment agreements of Messrs. Haber
and Buther for a period of one additional year on terms no less favorable than
the existing terms of their current respective employment agreements unless they
have been released by the applicable institutional lender(s) from all personal
guarantees of EGI's loans or EGI has retired all outstanding indebtedness owed
to such lender(s).
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10.1 Accounts Receivable Purchase Agreement executed May 25,
2005 by and among Access Capital, EGI and EGI's
wholly-owned subsidiary, PRI Medical Technologies, Inc.
10.2 May 2005 Letter Agreement by and among EGI and the
limited guarantors, Bruce J. Haber, Mark Waldron,
William M. McKay and Louis Buther.
10.3 May 2005 Amendment to Employment Contract of Bruce Haber
10.4 May 2005 Amendment to Employment Contract of Louis
Buther.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EMERGENT GROUP INC.
By: /s/ Bruce J. Haber
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Bruce J. Haber,
Chief Executive Officer
Date: June 2, 2005