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
April 1, 2002
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Date of Report (date of earliest event reported)
Logistics Management Resources, Inc.
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Exact Name of Registrant as Specified in its Charter
Colorado 33-9640-LA 68-0133692
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State or other Jurisdiction Commission File IRS Employer
of Incorporation Number Identification
Number
10602 Timberwood Circle, Louisville, Kentucky 40203
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Address of Principal Executive Office, Including Zip Code
(503) 339-4000
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Registrant's Telephone Number, Including Area Code
ITEM 2. ACQUISITION OF ASSETS
On April 1, 2002, the Company completed the acquisition of
Interstate University, Inc ("Interstate"). Located in Evansville, Indiana,
Interstate is engaged in the business of educating and training individuals
to drive commercial trucks. The acquisition was affected through the
purchase of ninety-nine percent (99%) of Interstate's issued and outstanding
common stock (the "Shares") from Midwest Merger Management, LLC, a Kentucky
limited liability company ("Midwest"). Consideration for the purchase price
of $200,000 was given in the form of a promissory note, payable over five
years, commencing on the first anniversary date of the closing, with
interest at the rate of 4% per annum, secured by a pledge of the Shares.
Midwest also has the right, upon default of the Company, to return all
payments made toward the purchase, with interest, and retain the Shares. As
additional consideration, Interstate will receive earnout payments equal to
10% of Interstate's net income through December 31, 2006. Also, Midwest
retains ownership of preferred stock which carry no economic rights, but
control the election of Interstate's Board of Directors.
Midwest is partially owned by Shari Huff, its President, whose
husband, Anthony Huff, own 3,250,000 shares of the Company's common stock
and is the Trustee of The Huff Grandchildren Trust, which owns 200,000
shares of the Company's Series C Preferred Stock , with voting rights
equivalent to 20,000,000 shares of common stock.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(c) Exhibits The following exhibits are filed herewith;
EXHIBIT
NUMBER DESCRIPTION LOCATION
10.1 Stock Purchase Agreement Filed herewith electronically
10.2 Stock Pledge Agreement Filed herewith electronically
10.3 Promissory Note Filed herewith electronically
10.4 Option Agreement Filed herewith electronically
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.
Dated: April 12, 2002
Logistics Management Resources, Inc.
By: /s/ Dan Pixler
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Dan Pixler, President