UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) March 30, 2006
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Amistar Corporation
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(Exact name of registrant as specified in its charter)
California 95-2747332
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation)
0-13403
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(Commission File Number)
237 Via Vera Cruz, San Marcos, California, 92078-2698
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(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code (760)471-1700
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Not Applicable
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION
1. On March 30, 2006, the Company and Mr. Marshall (a Director with the
Company), along with certain members of Management, entered into a
$1,500,000 revolving line of credit agreement to provide working
capital for the Company. The revolving credit line is secured by the
Company's accounts receivable and instruments, has customary default
provisions, a term of 24 months, at an interest rate of prime plus 2%,
payable quarterly. The Loan and Security Agreement is attached hereto
as Exhibit 9.01 and is incorporated herein by this reference.
2. On March 30, 2006, the Company entered into an agreement with Mr.
Marshall (a Directory of the Company), covering the sale of 62,500
shares of its common stock ("the Stock") for a cash price of $4.00 per
share ($250,000 in total) and also entered into an agreement with
Cotchett, Pitre, Simon and McCarthy ("CPSM") covering the issuance of
62,500 shares of its common stock (collectively with the shares sold to
Mr. Marshall the "Shares") in satisfaction of $250,000 of the Company's
obligation to CPSM for legal services. The Shares were issued without
registration under the Securities Act of 1933, as amended ("the Act")
in reliance on the exemption provided by Regulation D. In connection
with these transactions, the Company entered in a Registration Rights
Agreement under which it agreed, at its expense, to file and maintain
the effectiveness of a registration statement under the Act covering
the resale from time to time of the Shares and to provide customary
indemnification to the investors.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) EXHIBITS
10.15 Loan and Security Agreement dated March 30, 2006
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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.
AMISTAR CORPORATION
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(Registrant)
Date: April 3, 2006 /s/ Gregory D. Leiser
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(Signature)
Gregory D. Leiser
Vice President Finance and
Chief Financial Officer
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