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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): November 5, 1997
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Fiduciary Capital Partners, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 0-17737 86-0653600
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(State of Organization) (Commission (IRS Employer
File Number) Identification No.)
410 17th Street, Suite 400, Denver, CO 80202
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (800) 866-7607
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Item 5. OTHER EVENTS
(a) ENI Holding Corp. ("ENI") Investment. The Fund has owned an equity position,
consisting of preferred stock, Class B common stock and warrants, in ENI since
1993. In addition, the Fund owned subordinated notes issued by ENI's subsidiary,
Elgin National Industries, Inc.
During June 1997, the Fund received a written offer from ENI management to
prepay the Fund's subordinated debt, redeem the Fund's preferred stock and
purchase the Fund's Class B common stock and warrants. The offer was reviewed by
all of the subordinated debt holders, including the Fund, and rejected as
inadequate. As a result of this offer, the Fund wrote the Class B common stock
and warrants up in value by approximately $1.1 million at June 30, 1997, to an
amount equal to 80% of the price offered by management.
During August 1997, ENI management made an improved offer, which was revised and
accepted by all of the subordinated debt holders, following a series of
negotiations. The sale closed on November 5, 1997, with the Fund receiving
$9,650,632 of sales proceeds. The sales proceeds included proceeds from (i) the
prepayment of the subordinated debt, along with applicable accrued interest and
prepayment penalties, (ii) the redemption of the Fund's preferred stock, along
with all accumulated dividends, and (iii) the purchase of the Fund's Class B
common stock and warrants.
During November 1997, the Fund recorded a realized gain of approximately $2.2
million from the sale of the common stock and warrants and a realized gain of
approximately $0.2 million from the prepayment of the subordinated debt. The
Fund had previously accrued the interest on the subordinated debt and the
dividends on the preferred stock. As discussed above, approximately one-half of
this gain was recorded as an unrealized gain during the second quarter of 1997.
(b) Quarterly Cash Distribution. As a result of the sale of the ENI securities,
management has decided to increase the regular quarterly distribution from $.30
to $1.00 per Unit beginning with the distribution for the fourth quarter of
1997. The record date for the fourth quarter distribution will be December 31,
1997, and the distribution will be paid on February 13, 1998.
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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.
Fiduciary Capital Partners, L.P.
(Registrant)
By: FCM Fiduciary Capital Management Company
Managing General Partner
Date: December 12, 1997 By: /s/ Donald R. Jackson
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Donald R. Jackson
Chief Financial Officer
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