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): April 19, 2002
--------------
TRANSPORTATION LOGISTICS INT'L, INC.
----------------------------------------------------
(Exact name of Registrant as Specified in its Charter)
Colorado 0-25319 84-1191355
- ------------------------------ --------- --------------------
(State of Incorporation) (Commission File (IRS Employer
Number) Identification No.)
136 Freeway Drive, East Orange, NJ 07018
----------------------------------------
(Address of principal executive offices)
(973) 266-7020
-----------------------------
Registrant's Telephone Number
Item 5. Sale of Transportation Logistics Int'l (UK) Ltd.
On April 19, 2002 the Registrant sold all of the capital stock of its
subsidiary, Transportation Logistics Int'l (UK) Ltd. ("TLI/UK"). The
purchasers were James Thorpe, David Paul Parsons, Lisa Marie Thorpe and
Valerie Ann Usher. Messrs. Thorpe and Parsons and Ms. Thorpe had transferred
TLI/UK to the Registrant in 1999 in exchange for shares of the Registrant's
common stock. Messrs. Thorpe and Parsons and Ms. Usher are employees of
TLI/UK. In addition, Mr. Thorpe had been a member of the Board of Directors
and President of the Registrant from 1999 until April 19, 2002, when his
resignation from those positions became effective.
The purchase price given by the purchasers consisted of (a) $35,000 to be
paid between November 2002 and April 2003 and (b) 940,867 shares of the
Registrant's common stock, which were surrendered by Mr. Thorpe. The purchase
price was determined to be the fair market value of TLI/UK by negotiations
between the Registrant and the purchasers. In addition, the parties exchanged
general releases of claims and liabilities.
As part of the transaction, TLI/UK and the purchasers agreed that if
within the next two years they participate in the Translogistics Network or
in any similar cooperative global network of logistics providers, then 50% of
the profits they derive from the network during the next five years will be
paid to the Registrant.
EXHIBITS
Pro Forma Financial Statements - to be filed by amendment.
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.
TRANSPORTATION LOGISTICS INT'L, INC.
Dated: April 22, 2002 By:/s/ Michael Margolies
------------------------
Michael Margolies
Chief Executive Officer