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
Date of Report (Date of earliest event reported): August 13, 2003 (August 11, 2003)
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AIRNET SYSTEMS, INC. |
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(Exact name of registrant as specified in its charter) |
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Ohio |
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1-13025 |
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31-1458309 |
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(State or other
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(Commission File
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(IRS Employer
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3939 International Gateway, Columbus, Ohio 43219 |
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(Address of principal executive offices) (Zip Code) |
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(614) 237-9777 |
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(Registrants telephone number, including area code) |
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Not Applicable |
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(Former name or former
address,
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Item 7. Financial Statements and Exhibits .
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(a) and (b) |
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Not applicable. |
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(c) |
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Exhibits : |
The following exhibit is included pursuant to Item 5. Other Events and Regulation FD Disclosure of Form 8-K:
99.1 News Release issued by AirNet Systems, Inc. on August 13, 2003
Item 5. Other Events and Regulation FD Disclosure .
On August 11, 2003, AirNet Systems, Inc. (the Company) completed the sale of substantially all of the assets of its Mercury Business Services unit to Mercury Business Services, Inc., a Delaware corporation owned by a group that includes the original owners of the Mercury business.
The final price of the transaction was approximately $1.1 million. Mercury Business Services, Inc. paid approximately $455,000 of the purchase price through the issuance of a ninety day promissory note secured by the assets being sold and guaranteed by each of the shareholders of Mercury Business Services, Inc. Under the terms of the Asset Purchase Agreement, approximately $536,000 of the purchase price was paid with AirNet common shares owned by the shareholders of Mercury Business Services, Inc., including 56,000 common shares tendered to AirNet prior to closing at $4.30 per share (the closing price of the AirNet shares on the NYSE on July 25, 2003) and 68,494 common shares tendered to AirNet on the closing date at $4.31 per share (the average closing price of the AirNet shares on the NYSE on August 4-6, 2003). The balance of the purchase price was paid in cash.
The foregoing description of the transaction does not purport to be complete and is qualified in its entirety by reference to the complete text of the Asset Purchase Agreement, which was filed as Exhibit 2.1 to the Companys Form 8-K filed on July 15, 2003.
The Company issued a press release dated August 13, 2003, which is filed as Exhibit 99.1 hereto and incorporated herein by reference, announcing the closing of the transaction.
[Remainder of page intentionally left blank; signature on following page.]
SIGNATURE
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.
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AIRNET SYSTEMS, INC. |
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Dated: August 13, 2003 |
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/s/ William R. Sumser |
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William R. Sumser |
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Chief Financial Officer |
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INDEX TO EXHIBITS
Current Report on Form 8-K
Dated August 13, 2003
AirNet Systems, Inc.
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Exhibit No. |
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Description |
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99.1 |
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News Release issued by AirNet Systems, Inc. on August 13, 2003 |
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
For Additional Information Contact:
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AirNet Systems Inc. |
InvestQuest, Inc. |
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Bill Sumser |
Robert Lentz |
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(614) 237-2057 |
(614) 876-1900 |
AirNet Systems, Inc. Completes Sale of Mercury Business Services Unit
COLUMBUS, Ohio August 13, 2003 AirNet Systems, Inc. (NYSE: ANS) announced today that on August 11, 2003, it completed the sale of substantially all of the assets of its Mercury Business Services unit to Mercury Business Services, Inc., a Delaware corporation owned by a group that includes the original owners of the Mercury business.
The final price of the transaction was approximately $1.1 million. Mercury Business Services, Inc. paid approximately $455,000 of the purchase price through the issuance of a ninety day promissory note secured by the assets being sold and guaranteed by each of the shareholders of Mercury Business Services, Inc. Under the terms of the Asset Purchase Agreement, approximately $536,000 of the purchase price was paid with AirNet common shares owned by the shareholders of Mercury Business Services, Inc., including 56,000 common shares tendered to AirNet prior to closing at $4.30 per share (the closing price of the AirNet shares on the NYSE on July 25, 2003) and 68,494 common shares tendered to AirNet on the closing date at $4.31 per share (the average closing price of the AirNet shares on the NYSE on August 4-6, 2003). The balance of the purchase price was paid in cash.
About AirNet Systems, Inc.
AirNet Systems Inc. is a premiere provider of aviation services including time-critical delivery and private passenger charter. AirNet operates AirNet Express, an integrated national air transportation network providing expedited air transportation to banks, medical customers and other time-critical small package shippers in more than 100 cities nationwide. AirNet is committed to safety, security and customer service ¾ these are the hallmarks of AirNets success over the last 28 years. The AirNet airline operates more than 120 aircraft, including 36 Learjets, located strategically throughout the United States, flying over half a million miles per week. AirNets fleet departs most cities several hours after other major package delivery companies. To find out more, visit AirNets web site at www.airnet.com.
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