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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) June 5, 1997
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American Homestar Corporation
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(Exact name of registrant as specified in its charter)
Texas 0-24210 76-0070846
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2450 South Shore Boulevard, Suite 300, League City, Texas 77573
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (281) 334-9700
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Item 2. Acquisition or Disposition of Assets.
Brilliant Holding Corporation
On June 5, 1997, American Homestar Corporation, a Texas corporation
(the "Company") acquired (the "Securities Purchase") all of the outstanding
securities of Brilliant Holding Corporation, a Delaware corporation
("Brilliant") pursuant to the terms of a Securities Purchase Agreement dated
March 6, 1997, by and among Brilliant, the securityholders of Brilliant (the
"Brilliant Securityholders") and the Company, as amended by that certain First
Amendment to Securities Purchase Agreement dated as of June 5, 1997 (as
amended, the "Securities Purchase Agreement").
As a result of the Securities Purchase, the Company became the
indirect holder of, with certain limitations, all of the assets and properties,
real and personal, tangible and intangible, and certain liabilities of
Brilliant, a company that, with its subsidiaries, manufactures manufactured
housing.
To the best knowledge of the Company, at the time of the Securities
Purchase there was no material relationship between (i) Brilliant and the
Brilliant Securityholders on the one hand and (ii) the Company, or any of its
affiliates, any director or officer of the Company, or any associate of such
director or officer on the other.
The aggregate consideration paid by the Company as a result of the
Securities Purchase was 474,099 shares of the common stock, par value $.05 per
share, of the Company ("AHC Common Stock") and the assumption of options to
purchase 25,901 shares of AHC Common Stock. The acquisition consideration for
the Securities Purchase was determined by arms-length negotiations between the
parties to the Securities Purchase Agreement.
Item 7. Exhibits.
Exhibits.
2.1 Securities Purchase Agreement by and among Brilliant, the Brilliant
Securityholders and the Company.*
2.2 First Amendment to Securities Purchase Agreement by and among
Brilliant, the Brilliant Securityholders and the Company.*
4.1 Restated Articles of Incorporation of the Company.(1)
4.2 Amended and Restated Bylaws of the Company.(1)
4.3 Form of certificate evidencing ownership of Common Stock of the
Company.(1)
4.4 Shareholders Agreement, dated as of August 31, 1993, by and among the
Company and certain shareholders of the Company.(1)
4.5 Form of Amendment to Shareholders Agreement.(1)
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* To be filed by amendment.
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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.
AMERICAN HOMESTAR CORPORATION
Date: June 20, 1997 By: /s/ Craig A. Reynolds
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Craig A. Reynolds,
Executive Vice President,
Secretary, Treasure and
Chief Financial Officer
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