UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
CANNON EXPRESS, INC.
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
137694
(CUSIP Number)
Mr. Bruce Jones
President
CFOex, Inc.
401 Henley Street, Suite 300 - Mezzanine
Knoxville, Tennessee 37902
(866) 462-3639
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 23, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [ ]
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SCHEDULE 13D
CUSIP No. 137694
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(1) NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (ENTITIES ONLY)
CFOex, Inc.
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
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(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [X]
Not applicable
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
State of Tennessee
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NUMBER OF (7) SOLE VOTING POWER
SHARES 150,000
BENEFICIALLY ------------ ------------------------------------------------------------
OWNED BY EACH (8) SHARED VOTING POWER
REPORTING PERSON None
WITH ------------ ------------------------------------------------------------
(9) SOLE DISPOSITIVE POWER
150,000
------------ ------------------------------------------------------------
(10) SHARED DISPOSITIVE POWER
None
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
150,000
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(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
Not applicable
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.47%
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(14) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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SCHEDULE 13D
CUSIP No. 137694
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(1) NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bruce Jones
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
----------- ------------------------------------------------------------------------------------------
(3) SEC USE ONLY
----------- ------------------------------------------------------------------------------------------
(4) SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
----------- ------------------------------------------------------------------------------------------
(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [X]
Not applicable
----------- ------------------------------------------------------------------------------------------
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
State of Tennessee
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NUMBER OF (7) SOLE VOTING POWER
SHARES 600,000
BENEFICIALLY ------------ --------------------------------------------------------------
OWNED BY EACH (8) SHARED VOTING POWER
REPORTING PERSON None
WITH ------------ --------------------------------------------------------------
(9) SOLE DISPOSITIVE POWER
600,000
------------ --------------------------------------------------------------
(10) SHARED DISPOSITIVE POWER
None
-------------- ---------------------------------------------------------------------------------------
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
600,000
-------------- ---------------------------------------------------------------------------------------
(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
Not applicable
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.11%
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(14) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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ITEM 1. SECURITY AND ISSUER
This statement relates to the common stock $.01 par value ("Common
Stock") of Cannon Express, Inc. (the "Issuer" or "Cannon"). The CUSIP number of
Cannon's single class of Common Stock is 137694. The executive offices of the
Issuer were located at 1457 Robinson, P.O. Box 364, Springdale, Arkansas 72765.
ITEM 2. IDENTITY AND BACKGROUND
(a) Name: CFOex, Inc.
(b) Business address: 401 Henley Street, Suite 300 - Mezzanine,
Knoxville, TN 37902
(c) Present Occupation: Financial Advisory Services
(d) CFOex, Inc. has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) CFOex, Inc. was not, during the last five years, a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction, or subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Citizenship: CFOex, Inc. is organized under the laws of the
State of Tennessee.
The executive officer and director of CFOex, Inc. is Bruce Jones.
(a) Name: Bruce Jones
(b) Business address: 401 Henley Street, Suite 300 - Mezzanine,
Knoxville, TN 37902
(c) Present Occupation: President and Chairman of the Board of
CFOex, Inc.
(d) Bruce Jones has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) Bruce Jones was not, during the last five years, a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction, or subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Citizenship: United States citizen
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The options to acquire 1,500,000 shares of Cannon Express, Inc.
were acquired as partial consideration for the services of Mr. Jones in
assisting Cannon Express in its efforts to improve its current financial
position.
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ITEM 4. PURPOSE OF TRANSACTION
The acquisition of the options to acquire the shares is part of
the consideration from Cannon to CFOex, Inc. for services provided and to be
provided by Mr. Jones. These services include retaining Mr. Jones and others
from CFOex, Inc. as Cannon's crisis management team. Mr. Jones is working as CEO
for Cannon to reduce cash consumption rates, to improve Cannon's liquidity, to
develop and implement one and two-year financial plans, restructure Cannon's
capital structure, and to conduct other actions designed to improve Cannon's
liquidity and capital structure. Under the terms of the Option Agreements dated
August 17, 2002 for a total of 1,500,000 shares and filed as Exhibits 3 through
6 on Schedule 13-D filed on November 21, 2002. On April 23, 2003, CFOex, Inc.
assigned 450,000 stock options each to its employees, Bruce Jones, Calvin
Turner, and James Schnoes.
The options are not all immediately exercisable. Mr. Jones
received 150,000 options with an exercise price of $.53, which are immediately
exercisable. Mr. Jones received 150,000 options which are exercisable at a price
of $.53, but only after the $0.01 per share par value common stock of Cannon has
traded at a price of $1.00 per share for 10 consecutive days. Two additional
options were received by Mr. Jones for 75,000 shares each, with an exercise
price of $.53. Each of these options require the common stock to trade at a
price of $2.00 and $3.00 per share, respectively, for 10 consecutive days before
it can be exercised.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Mr. Jones owns an option allowing him to acquire 150,000 shares of
Cannon's Common Stock (4.47% of the Common Stock outstanding as of April 22,
2002). This option is exercisable immediately. Mr. Jones also owns options for
an additional 300,000 shares of Common Stock which are conditioned on the price
performance of the Common Stock described in Item 4. If all of the prerequisites
to exercise the options described above were met and the options were exercised,
Mr. Jones would own 450,000 shares of Common Stock, or 12.31% of the outstanding
shares.
During the most recent sixty days, there were no transactions in
the Common Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
Except with respect to the terms of the Agreements dated August 17
and July 23, 2002, and the four Option Agreements dated August 17, 2002, copies
of which were previously filed as Exhibits 1 through 6 on November 21, 2002,
there exist no contract arrangements, understandings or relationships, legal or
otherwise, between Mr. Jones, and any other person with respect to any
securities of Cannon Express, Inc., including but not limited to the transfer or
voting of any such securities, finders fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit No. 1 - Agreement dated July 23, 2002 previously filed
on November 21, 2002.
Exhibit No. 2 - Agreement dated August 17, 2002 previously
filed on November 21, 2002.
Exhibit No. 3 - Option Agreement dated August 17, 2002, for
500,000 shares previously filed on
November 21, 2002.
Exhibit No. 4 - Option Agreement dated August 17, 2002, for
500,000 shares previously filed on
November 21, 2002.
Exhibit No. 5 - Option Agreement dated August 17, 2002, for
250,000 shares previously filed on
November 21, 2002.
Exhibit No. 6 - Option Agreement dated August 17, 2002, for
250,000 shares previously filed on
November 21, 2002.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Statement is true, complete and
correct.
Date: May 12, 2003
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Signature: /s/ Bruce Jones
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Bruce Jones
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