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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 31, 2001
eResource Capital Group, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-8662 23-2265039
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
3353 Peachtree Road, N.E., Suite 130, Atlanta, Georgia 30326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (404) 760-2570
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Item 2. Acquisition or Disposition of Assets.
On August 31, 2001 (the "Closing"), eResource Capital Group, Inc. (the
"Company"), a Delaware corporation and sole stockholder of West Side Investors,
Inc., a Georgia corporation ("West"), sold to Brikor, Inc., a New York
corporation ("Brikor"), all the outstanding capital stock (the "Stock") of West
pursuant to that certain Stock Purchase Agreement between Brikor and the Company
dated May 15, 2001 (the "Purchase Agreement"). Immediately prior to Closing,
West owned all the outstanding ownership interests in each of P&W Stonebridge,
LLC, a Georgia limited liability company, and P&W Headland, LLC, a Georgia
limited liability company, which own, respectively, the Stonebridge Village
Shopping Center located in Dekalb County, Georgia and the Headland-Delowe
Shopping Center located in Atlanta, Georgia.
Pursuant to the Purchase Agreement, Brikor purchased the Stock for an
aggregate purchase price of $375,000, consisting of a cash payment of $312,500
and a non-interest bearing promissory note (the "Note") in the amount of $62,500
executed by Brikor in favor of the Company. The Note provides that the principal
amount thereunder is due and payable on October 1, 2001. Also pursuant to the
Purchase Agreement, effective at Closing, each of the officers and directors of
West resigned their respective positions with West.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) - (b) Financial Statements and Pro Forma Information.
Pursuant to Item 7(a) of Form 8-K, historic financial
statements are not required to be filed with this
Report. All required pro forma financial information
will be filed by amendment to this Report not later
than sixty (60) days after the due date of this
Report.
(c) Exhibits.
2.1 The Stock Purchase Agreement between the
Company and Brikor dated May 15, 2001.
99.1 Non-Interest Bearing Promissory Note
executed by Brikor in favor of the Company
dated August 31, 2001.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
eRESOURCE CAPITAL GROUP, INC.
By: /s/ William L. Wortman
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William L. Wortman
Vice-President, Treasurer
and Chief Financial Officer
Dated: September 17, 2001
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EXHIBIT INDEX
Exhibits.
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2.1 The Stock Purchase Agreement between Brikor and the Company dated May
15, 2001.
99.1 Non-Interest Bearing Promissory Note executed by Brikor in favor of the
Company dated August 31, 2001.