SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
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): July 15, 1999
TRISM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-23210 13-3491658
(State of Other Jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
4174 Jiles Road, Kennesaw, GA 30144
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (770) 795-4600
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Item 5. Other Events
On July 15, 1999, the Registrant issued a press released, included as
an exhibit to this Report, announcing that it had reached an agreement
in principle with the steering committee representing major holders of
the Registrant's approximately $86.2 million of 10 3/4% Senior
Subordinated Notes due 2000 (the "Senior Note"). The information set
forth in the press release is hereby incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Exhibit
99.1 Press Release issue July 15, 1999
<PAGE>
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 hereunto duly authorized.
TRISM, INC.
By: /s/ James G. Overley
James G. Overley, Senior Vice
President of Finance and
Treasurer
Date: July 16, 1999
FOR IMMEDIATE RELEASE FOR INFORMATION CONTACT
James G. Overley, Senior Vice President of
Finance and Treasurer (770) 795-4650
TRISM, INC. ANNOUNCES AGREEMENT IN PRINCIPLE TO RESTRUCTURE DEBT
Kennesaw, GA, July 15, 1999 - TRISM, Inc. (Nasdaq: TRSM) today
announced that it had reached an agreement in principle with the
steering committee representing major holders of the company's
approximately $86.2 million of 10 3/4% Senior Subordinated Notes due
2000 (the "Senior Notes"). TRISM expects that this agreement will
significantly reduce its existing long-term debt, pay all of its other
debt in full, and fully satisfy its trade and leasing obligations in
accordance with their terms. The agreement in principle is subject to
execution of definitive documentation, and is to be affected pursuant
to a pre-arranged plan, which may require court approval.
TRISM previously announced on June 10, 1999 that it would not make the
current interest payment due on the Senior Notes. Related to that
announcement, and pursuant to the restructuring agreement, the 30-day
interest payment grace period will expire without payment.
Edward L. McCormick, the President and Chief Executive Officer of
TRISM said, "We are extremely pleased to announce this agreement and
to announce the restructuring to our employees, customers, vendors,
and financial partners. Under the direction of the current
management team, we will continue the revitalization of our operations
with a solid balance sheet and a sound capital structure. This
consensual reorganization allows TRISM to accelerate the marketing,
operations, and financial strategies which we believe will improve our
company's growth and profits".
Pursuant to the restructuring agreement, the Senior Notes will be
converted into (i) new notes in the aggregate principal amount of $30
million, due 2004, with interest at the rate of 12% per annum (the
first semi-annual interest payment on which will be due in March
2000), and (ii) 95% of the new common equity of TRISM to be issued
post-recapitalization, prior to dilution respecting a contemplated
management stock incentive program. TRISM's existing common stock
will be converted into 5% of the new common equity to be issued post-
recapitalization, prior to dilution.
TRISM, Inc. is the nations leading Transportation Company that
specializes in the transportation of heavy weight, over-dimensional,
environmental, and secured materials. TRISM provides a full range of
logistics services for specialized markets, intermodal management
services, and worldwide super heavy haul project services in
partnership with Econofreight Group Limited.
Certain statements in this release are forward-looking statements that
are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements
involve known and unknown risks and uncertainties that may cause
TRISM's actual results in future periods to differ materially from
forecasted results. Those risks are described in TRISM's filings with
the Securities and Exchange Commission (SEC) over the last twelve
months, copies of which are available from the SEC or may be obtained
upon request from TRISM. In addition, there can be no assurance that
the restructuring will occur as described or at all.
