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): January 11, 2008.
CARGO CONNECTION LOGISTICS HOLDING, INC.
(Exact name of registrant as specified in its charter)
FLORIDA 0-28233 65-0510294
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
600 BAYVIEW AVENUE, INWOOD, NEW YORK 11096
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (516) 239-7000
NOT APPLICABLE
(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 (see General Instruction A.2. below):
[ ] 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))
Item 1.01 Entry Into a Material Definitive Agreement.
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As of January 11, 2008, Cargo Connection Logistics - International, Inc., an
Illinois corporation ("International") and a wholly-owned subsidiary of Cargo
Connection Logistics Holding, Inc., a Florida corporation (the "Company"),
entered into a Commercial Lease Agreement (the "Lease") with MP Cargo ORD
Property LLC, a Delaware limited liability company (the "Landlord"), for
International's commercial use of the premises located at 491 Supreme Drive,
Bensenville, Illinois (the "Premises"). The Lease is for a term of ten (10)
years (the "Term") and calls for an annual rent in the amount of $600,000 for
the first two years, with bi-annual increases thereafter throughout the Term,
which annual rent is paid on a monthly basis. As an inducement for the Landlord
to enter into the Lease and concurrently therewith: (i) the Company issued a
Guaranty of Lease dated as of January 11, 2008 (the "Corporate Guaranty); and
(ii) Jesse Dobrinsky, the Chief Executive Officer of the Company, issued a
Personal Guaranty of Lease dated as of January 11, 2008 (the "Dobrinsky Personal
Guaranty" and, together with the Corporate Guaranty, the "Guarantees"), in each
case in favor of the Landlord, guaranteeing all of International's obligations
under the Lease.
Item 1.02 Termination of a Material Definitive Agreement.
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In connection with the execution of the Lease, on January 11, 2008,
International entered into a Sublease Termination Agreement with Underwing
International, LLC ("Underwing"), (the "Termination Agreement"), terminating a
sublease agreement between it and Underwing, dated as of May 1, 2007, pursuant
to which Underwing (as the prior tenant of the Premises) sub-leased the Premises
to International. The Termination Agreement, which terminated Underwing's status
as International's sub-lessor of the Premises, allowed International to enter
into the Lease directly with the Landlord. The Landlord and Underwing
contemporaneously terminated the Commercial Lease Agreement dated January 31,
2005 between Underwing and the Landlord. Underwing is a Delaware limited
liability company, the owners of which are Jesse Dobrinsky, the President of the
Company, Scott Goodman, the Chief Financial Officer of the Company, John L.
Udell, a vice president of the Company and another employee of the Company.
Item 9.01 Exhibits
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Exhibit
Number Description
- ------ -----------
10.01 Lease Agreement dated as of January 11, 2008 between Cargo Connection
Logistics Holding Inc. and MD Cargo ORD Property LLC.
10.02 Guaranty Agreement issued by Cargo Connection Logistics Holding as of
January 11, 2008 in favor of MD Cargo ORD Property LLC.
10.03 Termination of Sublease Agreement dated as of January 11, 2008
between Cargo Connection Logistics - International, Inc. and
Underwing International, LLC.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: January 15, 2008 CARGO CONNECTION LOGISTICS HOLDING, INC.
By: /s/ Scott Goodman
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Scott Goodman
Chief Financial Officer
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