SOURCE: Cargo Connection Logistics Holding, Inc.

May 19, 2008 14:36 ET

Cargo Connection Logistics Holding, Inc. Announces $4.5 Million Debt Relief in Connection With Disposition of Primary Business

Three Subsidiaries Remain With Slimmed-Down Company

INWOOD, NY--(Marketwire - May 19, 2008) - Cargo Connection Logistics Holding, Inc. (OTCBB: CRGO) (BERLIN: CD6) (FRANKFURT: CD6) (FRANKFURT: 217026) announced that it has achieved significant relief from its secured debt in connection with a foreclosure by the secured creditor. In April, the Company's largest secured creditor, YA Global Advisors, had assigned its interest to Pacer Logistics, LLC, a subsidiary of Pacer Health Corporation. On April 29, 2008, Pacer Logistics informed the Company that it intended to foreclose on certain of the Company's assets. On May 13, 2008, the Company and Pacer Logistics entered into a Strict Foreclosure and Transfer Agreement, pursuant to which the Company acknowledged that it is in default of certain obligations, in the aggregate amount of $3,670,389 to Pacer, as assignee of all right, title and interest of YA Global Investments, LP ("YA Global"), including as assignee of Montgomery Equity Partners Ltd. ("Montgomery"), with respect to the Cargo Companies' obligations (collectively the "Outstanding Obligations") under the:

--  Secured Convertible Debenture, dated December 28, 2005, issued to
    Montgomery in the principal amount of $1,750,000;
--  Investor Rights Registration Agreement, dated December 28, 2005, by
    and between the Company and Montgomery.
--  Secured Convertible Debenture, dated February 13, 2006, issued to
    Montgomery in the principal amount of $600,000;
--  Security Agreements, dated December 28, 2005, whereby the Company and
    certain of its subsidiaries secured obligations to Montgomery in the amount
    of $2,350,000; and
--  Secured Convertible Debenture, dated November 17, 2007, issued to YA
    Global, in the principal amount of $46,500 (the "YA Global Debenture").
    

The Outstanding Obligations are secured by certain assets of the Cargo Companies. Pursuant to the Strict Foreclosure Agreement and a related assumption agreement, all of the Outstanding Obligations have been extinguished, and Pacer foreclosed on substantially all the operating assets of the Company and Cargo Connection and assumed certain liabilities of the Company, Cargo Connection and Cargo International, including:

--  all obligations to Wells Fargo Bank, National Association;
--  the obligations to HSBC Bank in connection with the HSBC Loan,
    including in connection with all collateral provided in connection
    therewith; and
--  the obligations to U.S. Small Business Administration pursuant to a
    loan.
    

As a result of this foreclosure, the Company's operations will be severely curtailed, and now will consist only of:

--  Cargo Connection Logistics - International, Inc. and its assets;
--  Nuclear Material Detection Technologies, Inc. and its assets;
--  Independent Transportation Group, LLC. and its assets; and
--  the stock of Cargo Connection Logistics Corp., without its former
    assets.
    

Scott Goodman, the Company's Chief Financial Officer, commented that "ever since the Company's acquisition of Cargo Connection Logistics Holding, Inc. three years ago, we have strived to refinance or otherwise satisfy the legacy financing of the Company. Pacer Logistics' decision to foreclose on the assets of Cargo Connection Logistics Corp. has fully satisfied the Company's debt, and has also allowed the Company to dispose of an additional $1,000,000 of debt, thus allowing the Company to be relieved of more than $4.5 million of debt. This has dramatically improved our balance sheet, as well as a huge overhang on our stock. "

Goodman continued his comments to state that "the Company remains a fully reporting public company and that our stock will continue to trade on the Over the Counter Bulletin Board, and our continuing business consists of:

-- Cargo Connection Logistics - International, Inc. (Cargo International), our Chicago-based international cargo business

-- Independent Transportation Group, LLC (ITG), a joint venture with EmplifyHR Services, Inc., a Florida corporation, in which the Company owns a majority interest

-- Nuclear Material Detection Technologies, Inc. (NMDT), our development stage radiation detection product business; and

-- Cargo Connection Logistics Corp., without its legacy assets."

As a result of the foreclosure by Pacer on substantially all of assets of Cargo Connection, the Company expects its future revenues to decline significantly. As a result, despite related decrease in debt and operating expenses, the Company expects to generate losses from operations unless and until the Cargo International operations and other operations begin to generate positive cash flows in amounts exceeding the Company's overhead as a public company.

The Company believes it is beginning to see the results of two handling agreements it has obtained for Cargo International's Illinois facility that became effective during the second quarter of 2007. The Company's Cargo International operation has begun to generate revenues, but in light of the foreclosure it will need to continue to increase the revenue stream from its operations for the Company to remain viable.

In order to maintain operating stability or growth over next year, management believes that the Company will still have to manage many conditions, other than the loss of the Cargo Connection business, which are outside of its control, such as a general decrease in demand for consumer products within the domestic economy, which decreases demand for shipping, along with higher energy costs, including fuel for the transportation-related equipment and the energy required to operate our facilities.

We intend to seek out and to expand our existing business and to acquire additional businesses, which we believe with our much improved balance sheet will make the Company more attractive to the investment community.

About Cargo Connection Logistics Holding, Inc.

The Company, through its subsidiary Cargo Connection Logistics - International, Inc., is in the world trade logistics business. The Company headquarters is in Inwood, NY, and it also has an office in Chicago, IL.

The Company through its majority owned subsidiary ITG, believes that it will attract independent contractors and other carriers to perform work on behalf of the Company, and thus to assist the Company through increasing the size and scope of its driver fleet, while offering agents comprehensive packages for medical insurance, profit sharing plans, as well as other benefits for themselves as well as their driver pool.

The Company, through its subsidiary NMDT, holds a license to a patented portable nuclear material detecting technology and is in the process of developing, with the licensor, a market-ready nuclear radiation detection device, called RadRope™, which inspectors at transportation hubs can utilize to rapidly detect the presence of nuclear material in sealed containers without the use of harmful x-rays, to service the logistics, transportation and general cargo industries.

Future-Looking Statements Safe Harbor

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain of the statements contained herein, which are not historical facts, are forward-looking statements with respect to events, the occurrence of which involve risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various factors. Information concerning potential factors that could affect the Company is detailed from time to time in the Company's reports filed with the Securities and Exchange Commission, including, without limitation:

--  the Company's operations will be severely curtailed as a result of the
    foreclosure by Pacer on substantially all the assets of Cargo Connection
--  the ability to operate in compliance with the terms of its financing
    facilities (particularly the financial covenants), leases and other
    agreements
--  the ability to maintain adequate liquidity and produce sufficient cash
    flow to meet the Company's needs
--  the ability to attract and retain qualified management and other
    personnel
--  the number and magnitude of customers, particularly in our Cargo
    International operations
--  changes in the competitive environment in which the Company operates
--  changes in, or the failure to comply with, government and regulatory
    policies
--  the ability to obtain regulatory approvals and to maintain approvals
    previously granted
--  uncertainty relating to economic conditions generally and particularly
    affecting the markets in which the Company operates
--  changes in the Company's business strategy, development plans or cost
    savings plans
--  the Company's ability to complete the development of, market and sell
    the RadRope™ product
--  the Company requires additional financing in order to complete the
    acquisition of Fleet Global Services, Inc., a Florida corporation, and may
    not be able to obtain such financing
--  the Company's letter of intent with Fleet has expired, and it is
    unlikely that the Company would be able to complete that acquisition even
    if financing could be obtained
--  the ability to complete acquisitions or divestitures and to integrate
    any business or operation acquired
--  the ability to enter into strategic alliances or other business
    relationships
--  the ability to overcome significant operating losses
--  the ability to reduce costs, particularly in our Cargo International
    operations
--  the ability to develop products and services and to penetrate existing
    and new markets
--  the Company is delinquent in filing certain tax returns
--  technological and other developments and changes in the industry
    

Contact Information

  • Contact:
    Peter Nasca
    Peter Nasca Associates, Inc.
    954-473-0677 Ft. Lauderdale
    312-527-1044 Chicago