-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PYA7Yq2MrcrsndiDNjWGv9GVzaxtTwzsE7/j31uwLQw2wG3oKB9SdPoklko4+IFV pCH6cq+ivZl+/5l8cNu1Kg== 0000039273-06-000053.txt : 20060927 0000039273-06-000053.hdr.sgml : 20060927 20060927121956 ACCESSION NUMBER: 0000039273-06-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060926 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060927 DATE AS OF CHANGE: 20060927 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FROZEN FOOD EXPRESS INDUSTRIES INC CENTRAL INDEX KEY: 0000039273 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 751301831 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10006 FILM NUMBER: 061110537 BUSINESS ADDRESS: STREET 1: 1145 EMPIRE CENTRAL PLACE CITY: DALLAS STATE: TX ZIP: 75247 BUSINESS PHONE: 2146308090 8-K 1 form8k_terminaterelatedparty.htm FFEX FORM 8K FFEX ANNOUNCES TERMINATION OF RELATED PARTY LEASE AGREEMENTS FFEX Form 8K FFEX Announces Termination of Related Party Lease Agreements
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)
September 26, 2006
 


FROZEN FOOD EXPRESS INDUSTRIES, INC.
(Exact Name of Registrant as Specified in its Charter)

 

Texas
(State or Other Jurisdiction of Incorporation)
 1-10006
COMMISSION FILE NUMBER
75-1301831
(IRS Employer Identification No.)
 
1145 Empire Central Place
Dallas, Texas 75247-4309
(Address of Principal Executive Offices)
 
 
 
(214) 630-8090
(Registrant's telephone number, including area code)
 
 
 
 
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:
r
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
r
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
r
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
r
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
 
The Company has agreed to terminate all existing equipment lease arrangements with entities affiliated with its Chief Executive Officer, Stoney M. ("Mit") Stubbs, Jr., Chief Operating Officer, S. Russell Stubbs and members of their immediate family.  The terminations will be effective as of September 30, 2006.  The terms and conditions of the agreement are summarized in a press release, dated September 26, 2006, which is furnished herewith as Exhibit 99.1.
 
 ITEM 1.02.   
Termination of a Material Definitve Agreement
 
As discussed at Item 1.01, the Company will terminate all existing equipment lease arrangements with entities affiliated with its Chief Executive Officer, Stoney M. ("Mit") Stubbs, Jr., Chief Operating Officer, S. Russell Stubbs and members of their immediate family.  The terminations will be effective as of September 30, 2006.  The terms and conditions of the agreement are summarized in a press release, dated September 26, 2006, which is furnished herewith as Exhibit 99.1.
 
 ITEM 9.01.
 Financial Statements and Exhibits
(c) EXHIBITS
 
 
The following exhibits are furnished pursuant to Item 9.01 of Form 8-K. 
 
                       
99.1
Press Release, dated September 26, 2006, regarding the termination of related party lease agreements.
 
 
 
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.
 
 
FROZEN FOOD EXPRESS INDUSTRIES, INC.
 
 
 
 
 
 
 
 
 
 
Dated: September 27, 2006
 
By:
 
/s/ Thomas G. Yetter
 
 
 
Thomas G. Yetter
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
 
 

 

 




 
EXHIBIT INDEX
 
 
 
 
 
Exhibit No.
Exhibit Title                              
 Page
99.1
Press Release, dated September 26, 2006, regarding the termination of related party lease agreements.
3

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 PRESS RELEASE DATED SEPTEMBER 26, 2006. Exhibit 99.1 Press Release dated September 26, 2006.
EXHIBIT 99.1
 

For Immediate Release
Company Contacts:
Stoney M. (“Mit”) Stubbs, Jr., CEO
Thomas G. Yetter, CFO
Email: ir@ffex.net
(214) 630-8090   
 
Frozen Food Express Industries, Inc.
Announces Termination of Related Party Lease Agreements
 
Dallas, Texas - September 26, 2006--Frozen Food Express Industries, Inc. (Nasdaq: FFEX) announced today that upon the recommendation of the Company's Audit Committee and Board of Directors, it will terminate all existing equipment lease arrangements with entities affiliated with its Chief Executive Officer, Stoney M. ("Mit") Stubbs, Jr., Chief Operating Officer S. Russell Stubbs and members of their immediate family (the "Lessors"). The terminations will be effective as of September 30, 2006.
 
Many of the leases are, by their terms, not subject to cancellation. As a result, the company has agreed to pay a cancellation fee to the Lessors in connection with the termination of those leases. In connection with the termination, the Company will purchase from the Lessors 73 tractors at fair market value ("FMV") as determined by an independent third party and approved by the Company's Audit Committee.
 
The purchase price for all 73 tractors is expected to be approximately $3.5 million. In addition, the Company has agreed to pay the Lessors an early lease termination fee of approximately $275,000, which the Audit Committee has determined to be (i) reasonable relative to termination fees that would likely be assessed under similar leases with unrelated parties; (ii) more favorable to the Company than allowing the leases to continue until their normal termination dates; and (iii) more favorable to the Company than terminating the leases and replacing the tractors. Furthermore, the Company believes that the cancellation of the leases now with certainty is in the best interests of the Company.
 
As required by Generally Accepted Accounting Principles, the Lessors have been accounted for by the Company as variable interest entities which are consolidated with the Company in its consolidated financial statements. Once the transactions are concluded, the consolidation of the related party lessors will no longer be required.
 
The Company also rents on a month to month basis 82 trailers from Lessors. Those leases will also be terminated effective September 30, 2006. The Company is not required to purchase the trailers, but should any such purchase occur, it will also be at fair market value as determined by independent and unrelated third parties.

About FFEX
Frozen Food Express Industries, Inc. is the largest publicly-owned, temperature-controlled carrier of perishable goods (primarily food products, health care supplies and confectionery items) on the North American continent. Its services extend from Canada, throughout the 48 contiguous United States, into Mexico. The refrigerated trucking company is the only one serving this market that is full-service -- providing full-truckload, less-than-truckload and dedicated fleet transportation of refrigerated and frozen products. Its refrigerated less-than-truckload operation is also the largest on the North American continent. The company also provides full-truckload transportation of non-temperature-sensitive goods through its non-refrigerated trucking fleet, American Eagle Lines. Additional information about Frozen Food Express Industries, Inc. can be found at the company's web site, http://www.ffex.net .
 
Forward-Looking Statements
This report contains information and forward-looking statements that are based on management's current beliefs and expectations and assumptions which are based upon information currently available. Forward-looking statements include statements relating to plans, strategies, objectives, expectations, intentions, and adequacy of resources, and may be identified by words such as "will", "could", "should", "believe", "expect", "intend", "plan", "schedule", "estimate", "project", and similar expressions. These statements are based on current expectations and are subject to uncertainty and change.
 
Although management believes that the expectations reflected in such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. Should one or more of the risks or uncertainties underlying such expectations not materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. These risks and uncertainties are detailed from time to time in reports filed by FFEX with the Securities and Exchange Commission, including Forms 8-K, 10-Q, and 10-K.
 

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