Form 8-K

UNITED STATES

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) June 29, 2006

 


Universal Truckload Services, Inc.

(Exact name of registrant as specified in its charter)

 


 

Michigan   120510   38-3640097

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

11355 Stephens Road, Warren, Michigan

(Address of principal executive offices)

48089

(Zip Code)

(586) 920-0100

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

 


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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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

On June 29, 2006, Universal Am-Can, Ltd., or UACL, a subsidiary of Universal Truckload Services, Inc., amended the consulting agreement between UACL and Angelo A. Fonzi, a director of Universal Truckload Services, Inc. A copy of the amendment is attached as Exhibit 10.1 to this Form 8-K.

Under the terms of the amendment, UACL and Mr. Fonzi agreed to extend Mr. Fonzi’s compensation rate of $10,000 per month and add an allowance of $493 per month for automobile related expenses, each for an additional twenty four months, from August 2006 through July 2008. Under the terms of the consulting agreement between UACL and Mr. Fonzi, as amended on September 28, 2005, Mr. Fonzi’s compensation rate would have decreased to $5,000 per month beginning in August 2006.

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.  

Description

10.1   Amendment No. 2, dated June 29, 2006, to Consulting Agreement dated August 12, 2004, as amended, between Universal Am-Can, Ltd. and Angelo A. Fonzi.


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, thereunto duly authorized.

 

    UNIVERSAL TRUCKLOAD SERVICES, INC.
Date: June 30, 2006    

/s/ Robert E. Sigler

    Robert E. Sigler
    Vice President, Chief Financial Officer, Secretary and Treasurer


EXHIBIT INDEX

 

Exhibit
Number
 

Description

10.1*+   Amendment No. 2, dated June 29, 2006, to Consulting Agreement dated August 12, 2004, as amended, between Universal Am-Can, Ltd. and Angelo A. Fonzi.

* Filed herewith.
+ Indicates a management contract, compensatory plan or arrangement
Amendment No. 2, dated June 29, 2006, to Consulting Agreement

Exhibit 10.1

AMENDMENT NO. 2 TO CONSULTING AGREEMENT

This Amendment No. 2 (the “Amendment”) to the Consulting Agreement dated August 12, 2004, as amended (the “Agreement”), by and between Universal Am-Can, Ltd., a Delaware corporation (“Buyer”) and Angelo A. Fonzi (“Consultant”), is made as of the 29th day of June, 2006.

WHEREAS, Buyer and Consultant have agreed to revise the compensation arrangement in the Agreement to extend the $10,000 compensation rate and add an automobile related expense allowance of $493.00 per month through the duration of the current term of the Agreement, but otherwise to leave all other terms of the Agreement unchanged;

NOW THEREFORE, in consideration of the covenants herein contained, the parties agree that Sections 2B and 2C of the Agreement shall be deleted in its entirety and in lieu thereof the following inserted:

“B. In consideration of such services, Buyer shall pay to Consultant the sum of Ten Thousand Dollars ($10,000) per month, such payments to commence on the Effective Date of the Purchase Agreement between Consultant and the predecessor to Buyer (the “Purchase Agreement”) and to continue throughout the term of this Agreement, as the term is defined in Section 1 hereto; payment for any portion of a month to be prorated in accordance with this Section.”

“C. During the term of this Agreement, Consultant shall be entitled to use of the 2003 leased Mercedes, currently used by Consultant, the rental for which shall be paid by Buyer, including reimbursement for fuel, insurance and all other automobile expenses, until the earlier of the expiration of the term


hereof or the term of such lease. Upon expiration of the lease for the 2003 Mercedes, and for a twenty-eight (28) month period beginning April, 2006 through July, 2008, Consultant shall receive a Four Hundred Dollar ($400) per month automobile allowance and Four Hundred Ninety Three Dollars ($493) per month as reimbursement for fuel, insurance and all other automobile expenses.”

All other terms and provisions of the Agreement shall remain unchanged and in full force and effect.

[Signature Page Follows]


IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first above written.

 

UNIVERSAL AM-CAN, LTD.,
a Delaware corporation
By:  

/s/ Mark Limback

  Mark Limback
  President
CONSULTANT:

/s/ Angelo A. Fonzi

Angelo A. Fonzi
Consultant