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: October 4, 2007
(Date of earliest event reported)
EarthFirst Technologies, Incorporated
(Exact name of registrant as specified in its charter)
Florida 0-23897 59-3462501
- --------------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
2515 E. Hanna Avenue, Tampa, Florida 33610
- ------------------------------------ -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (813) 238-5010
--------------
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:
[ ] 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-4c under the Exchange
Act (17 CFR 240.13e-4c)
Item 1.01 Entry into a Material Definitive Agreement
On October 4, 2007 the Company entered into an Amendment and Forbearance
Agreement ("Agreement") with Laurus Master Fund Ltd. ("Laurus"). Laurus is owed
a balance of approximately $6.7 Million under the term and revolving provisions
of its existing financing with the Company.
The Agreement, among other things, extends the term of the Laurus financing
arrangement through December 31, 2008 and defines the principal and interest
obligations of the Company through loan maturity.
Certain material terms of the Agreement are as follows:
- By November 15, 2007 the Company is required to pay down the principal
balance owed Laurus by $250,000 by the sale of certain of the
Company's Electric Machinery Enterprise subsidiary ("EME") assets.
- By November 30, 2007 the Company has agreed to refinance the real
estate in Haines City, owned by a subsidiary and from such refinancing
pay down the Laurus principal balance by an additional $1,800,000.
- By January 20, 2008 the Company has agreed to reduce the Laurus
principal balance by an additional $1,000,000.
- The Company has agreed to retain a consulting firm agreeable to both
parties to assist with strategic planning and be involved in
day-to-day operations and cash management of EME.
- Past due contract rate interest will be paid , in part, on execution
of the agreement with the balance of past due interest being paid by
October 20, 2007. Interest at the contract rate will be paid monthly.
Past due default rate interest will be satisfied on a non-cash basis
by issuance of warrants.
- Laurus maintains its security interest in all assets of EFTI and EME,
excluding certain assets such as the stock of the Company's Solar
Diesel subsidiary.
Reference is made to the attached exhibit for a full description of the
terms of this Agreement.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10 Amendment and Forbearance Agreement dated as of September
19, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
EarthFirst Technologies, Incorporated
By: /s/ Frank W. Barker
-----------------------------------
Frank W. Barker
Chief Financial Officer
Dated: October 9, 2007