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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
JOINT CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): FEBRUARY 2, 1998
<TABLE>
<S> <C>
LIGGETT GROUP INC. EVE HOLDINGS INC.
(Exact name of registrant as specified in its (Exact name of registrant as specified in its
charter) charter)
33-75224 33-75224
(Commission File Number) (Commission File Number)
56-1702115 56-1703877
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
DELAWARE DELAWARE
(State or other jurisdiction of incorporation (State or other jurisdiction of incorporation
or organization) or organization)
100 S.E. SECOND STREET 100 S.E. SECOND STREET
MIAMI, FLORIDA 33131 MIAMI, FLORIDA 33131
(Address of principal executive offices including (Address of principal executive offices including
Zip Code) Zip Code)
305/374-7714 305/539-9460
(Registrant's telephone number, including (Registrant's telephone number, including
area code) area code)
(NOT APPLICABLE) (NOT APPLICABLE)
(Former name or former address, (Former name or former address,
if changed since last report) if changed since last report)
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ITEM 5. OTHER EVENTS.
On February 2, 1998, Brooke Group Ltd. ("BGL") issued a press release,
a copy of which is incorporated by reference as Exhibit 99.1 hereto and
incorporated herein by reference. The press release related, among other things,
to BGL's wholly-owned subsidiary, Liggett Group Inc. ("Liggett"), entering into
various amendments to the Indenture governing Liggett's Senior Secured Notes,
copies of which amendments and related agreements are incorporated by reference
as Exhibits 99.2 through 99.6 hereto and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
The following Exhibits are provided in accordance with the provisions
of Item 601 of Regulation S-K and are filed herewith unless otherwise noted.
EXHIBIT INDEX
99.1 Press Release of Brooke Group Ltd. dated February 2, 1998, incorporated
by reference to Exhibit 99.1 in BGL's Form 8-K dated February 2, 1998.
99.2 Second Supplemental Indenture and Amendment to Series B and Series C
Senior Secured Notes, dated as of January 30, 1998, between Liggett,
Eve Holdings Inc. ("Eve") and Bankers Trust Company, as Trustee,
incorporated by reference to Exhibit 99.2 in BGL's Form 8-K dated
February 2, 1998.
99.3 Amendment No. 2 to Security Agreement, dated as of January 30, 1998,
among Liggett, Eve and Bankers Trust Company, as Collateral Agent,
incorporated by reference to Exhibit 99.3 in BGL's Form 8-K dated
February 2, 1998.
99.4 Commitment, Contribution and Subordination Agreement, dated as of
January 30, 1998, by Liggett, BGL, BGLS Inc., Brooke (Overseas) Ltd.
("BOL") and Bankers Trust Company, as Trustee, incorporated by
reference to Exhibit 99.4 in BGL's Form 8-K dated February 2, 1998.
99.5 Registration Rights Agreement, dated as of January 30, 1998, among BGL
and the holders of record of the shares of BGL's common stock referred
to therein, incorporated by reference to Exhibit 99.5 in BGL's Form 8-K
dated February 2, 1998.
99.6 Pledge Agreement, dated as of January 30, 1998, among BOL and Bankers
Trust Company, as Collateral Agent, incorporated by reference to
Exhibit 99.6 in BGL's Form 8-K dated February 2, 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.
LIGGETT GROUP INC.
(REGISTRANT)
By: /s/ SAMUEL M. VEASEY
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Samuel M. Veasey
Senior Vice President, Chief Financial
Officer and Treasurer
EVE HOLDINGS INC.
(REGISTRANT)
By: /s/ JOSELYNN D. VAN SICLEN
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Joselynn D. Van Siclen
Vice President, Treasurer and Assistant
Secretary
Date: February 3, 1998
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