INDUSTRIAL SERVICES OF AMERICA, INC. (NASDAQ:IDSA) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01ENTRY INTO a Material Definitive Agreement.
On June 23,2017, Industrial Services of America, Inc. (the
“Company”) entered into two agreements (referred to as the
Handler Agreement and the Crane Agreement) with KR, LLC (“KR”),
each for the purchase of equipment to be used in the operation of
the Companys business.
Under theHandlerAgreement, the Company purchased a hydraulic
scrap handler from KR for a purchase price of $90,000, with a
$9,000 down payment and a 24-month promissory note
(“HandlerNote”) in the face principal amount of the remaining
$81,000. The Handler Note is interest free and provides for
payments in equal monthly installments of $3,375. Under the
Handler Note, payments are to commence on July 1, 2017. Upon a
default, the Handler Note will bear interest at 1% per annum.
Under theCraneAgreement, the Company purchased a 2011 Komatsu
crane from KR for a purchase price of $60,000, with a $12,000
down payment and a 24-month promissory note (“CraneNote”) in
the face principal amount of the remaining $48,000. The Crane
Note is interest free and provides for payments in equal monthly
installments of $2,000. Under the Crane Note, payments are to
commence on July 1, 2017. Upon a default, the Crane Note will
bear interest at 1% per annum.
The Crane Note and the Handler Note are each secured by a
security interest in the subject equipment and any proceeds the
Company derives from the equipment.
KR is wholly-owned by Kletter Holdings LLC, the sole member of
which was Harry Kletter, our founder and former Chief Executive
Officer. After Mr. Kletter’s passing in January 2014, our
Chairman of the Board and interim Chief Executive Officer, Orson
Oliver, assumed the roles of executor of Mr. Kletters estate and
President of Kletter Holdings LLC. Mr. Kletters estate, KR and
the Harry Kletter Family Limited Partnership, collectively,
beneficially owned in excess of 20% of the Company’s issued and
outstanding stock.
The Company is involved in various other transactions with KR,
all as more fully described in the section of the Companys Annual
Report on Form 10-K for the year ended December 31, 2016 titled,
Certain Relationships and Related Transactions. The 2016 Form
10-K was filed with the Securities and Exchange Commission on
March 31, 2017.
The foregoing descriptions of the Crane Agreement and the
Handler Agreementdo not purport to be complete and are qualified
in their entirety by reference to the full text of those
agreements, copies of which are filed as Exhibits 10.1 and 10.2,
respectively, to this Current Report on Form8-K and are
incorporated herein by reference.
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CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF- |
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BALANCE SHEET ARRANGEMENT OF A REGISTRANT |
The information set forth in Item 1.01 above is hereby
incorporated into this Item 2.03.
FINANCIAL STATEMENTS AND
EXHIBITS.
(d) Exhibits
Exhibit No. Description
10.1 934 Crane Purchase Agreement dated June 23, 2017, by and
between the Company and KR.
10.2 Komatsu Purchase Agreement dated June 23, 2017, by and
between the Company and KR.
INDUSTRIAL SERVICES OF AMERICA INC ExhibitEX-10.1 2 EX-10.1_1.htm EXHIBIT 10.1 Exhibit 10.1 934 Crane Purchase Agreement This purchase agreement (“Agreement”) is entered into as of June 23,…To view the full exhibit click here About INDUSTRIAL SERVICES OF AMERICA, INC. (NASDAQ:IDSA)
Industrial Services of America, Inc. buys, processes and markets ferrous and non-ferrous metals, and other recyclable commodities. The Company operates through Recycling Segment. The Company’s Recycling Segment collects, purchases, processes, and sells ferrous and non-ferrous scrap metal to steel mini-mills, integrated steel makers, foundries and refineries. It buys, dismantles and sells used auto parts. It purchases ferrous and non-ferrous scrap metal from industrial and commercial generators of steel, iron, aluminum, copper, stainless steel and other metals, and from scrap dealers and retail customers who deliver these materials to its facilities. It processes scrap metal through sorting, cutting and baling. Its non-ferrous scrap recycling operations consist of collecting, sorting and processing various grades of copper, aluminum, stainless steel and brass. Its used automobile yard purchases automobiles so that retail customers can locate and remove used parts for purchase.
