Radiant Logistics, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Radiant Logistics, Inc. on February 21, 2006, reporting events that occurred on February 17, 2006. The company is incorporated in Delaware and is based in Bellevue, Washington.
Key Financial Metrics
The filing details a private placement transaction rather than periodic financial results. Key metrics from the transaction include:
- Gross Proceeds: $645,341
- Shares Issued: 1,466,697 shares of common stock
- Price Per Share: $0.44
- Underwriting Costs: None (no discounts or commissions paid)
The filing text does not provide clear values for revenue, profit, operating cash flow, margins, total debt, or liquidity positions as of the reporting date.
Material Changes
The primary material change is the increase in outstanding common stock and cash assets resulting from the private placement. The transaction was conducted under Section 4(2) of the Securities Act and Rule 506, exempting it from registration requirements. The shares issued are classified as "restricted securities" subject to resale limitations.
Outlook, Risks, and Contingencies
The filing includes a standard Safe Harbor Statement regarding forward-looking statements. Management notes that future projections regarding financial position, strategy, and revenues are subject to risks and uncertainties. The Securities Purchase Agreement includes "piggyback" registration rights, obligating the company to include these shares in future registration statements if filed. No specific operational guidance or new risk factors beyond standard disclosures were provided in this report.
Investor Verification Checklist
- Verify the dilution impact of the 1,466,697 new shares on existing shareholders.
- Confirm the identity of the accredited investors participating in the private placement.
- Review the full text of the Securities Purchase Agreement (Exhibit 10.1) for specific covenants and restrictions.
- Check subsequent filings to determine if the company has filed a registration statement to enable the resale of these restricted shares.