SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): June 14, 2002
Catalina Lighting, Inc.
(Exact name of registrant as specified in its charter)
Florida 1-9917 59-1548266
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
18191 N.W. 68th Avenue
Miami, Florida 33015
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (305) 558-4777
Item 5. Other Events.
On June 14, 2002, Catalina Lighting, Inc., a Florida corporation (the
"Company"), executed stock purchase agreements (the "Purchase Agreements") with
each of Sun Catalina Holdings, LLC, a Delaware limited liability company ("Sun
Catalina"), and SunTrust Banks, Inc., a Georgia corporation ("SunTrust"),
whereby Sun Catalina and SunTrust purchased shares of common stock, par value
$.01 per share ("Common Stock"), of the Company at a price of $5.41 per share.
Sun Catalina purchased 924,572 shares of Common Stock for an aggregate purchase
price of $5,001,937, payable in full by the cancellation of the principal and
accrued interest under the Secured Junior Subordinated Note Due 2006 of the
Company held by Sun Catalina. SunTrust purchased 184,843 shares of Common Stock
for an aggregate purchase price of $1,000,000, payable in full by the
cancellation of a portion of the principal and accrued interest under the
Secured Senior Subordinated Note Due 2006 of the Company held by SunTrust. In
connection with the consummation of these transactions, the Company, Sun
Catalina, SunTrust and SunTrust Bank, a Georgia banking corporation, amended
their registration rights agreement to include within the definition of
"Registrable Securities" thereunder the shares purchased by Sun Catalina and
SunTrust pursuant to the Purchase Agreements.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
99.1 Stock Purchase Agreement, dated as of June
14, 2002, by and between the registrant and
Sun Catalina Holdings, LLC
99.2 Stock Purchase Agreement, dated as of June
14, 2002, by and between the registrant and
SunTrust Banks, Inc.
99.3 Amendment No. 1 to Registration Rights
Agreement, dated as of June 14, 2002, by
and among the registrant, Sun Catalina
Holdings, LLC, SunTrust Banks, Inc. and
SunTrust Bank
2
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.
CATALINA LIGHTING, INC.
Date: June 19, 2002 By: /s/ Eric Bescoby
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Eric Bescoby
Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Stock Purchase Agreement, dated as of June
14, 2002, by and between the registrant and
Sun Catalina Holdings, LLC
99.2 Stock Purchase Agreement, dated as of June
14, 2002, by and between the registrant and
SunTrust Banks, Inc.
99.3 Amendment No. 1 to Registration Rights
Agreement, dated as of June 14, 2002, by
and among the registrant, Sun Catalina
Holdings, LLC, SunTrust Banks, Inc. and
SunTrust Bank