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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): JULY 7, 1998
U.S. XPRESS ENTERPRISE, INC.
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(Exact name of registrant as specified in its charter)
NEVADA 0-24806 62-1378182
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(State of (Commission File No.) (IRS Employer
incorporation) Identification No.)
2931 SOUTH MARKET STREET, CHATTANOOGA, TENNESSEE 37410
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(Address of principal executive offices, including zip code)
(423) 697-7377
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
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On July 7, 1998, U.S. Xpress Enterprises, Inc. ("Enterprises") entered
into an Agreement and Plan of Merger (the "Merger Agreement") by and among
Enterprises, PST Acquisition Corp. ("Merger Sub") and PST Vans, Inc. ("PST").
The Merger Agreement contemplates that PST will be merged with an into Merger
Sub and that Merger Sub will be the surviving corporation (the "Merger"). On the
effective date of the Merger, each share of PST's outstanding common stock will
be converted into the right to receive .2381 shares of Class A common stock of
Enterprises and $2.71 in cash. The obligations of each party to close the Merger
are subject to the approval of the Merger Agreement by the requisite vote of the
PST shareholders as well as certain other customary conditions. The Proxy
Statement/Prospectus relating to the solicitation of proxies in connection with
the annual meeting of stockholders of PST to be held on August 28, 1998 at which
the approval of the merger will be considered will be distributed to
stockholders on July 31, 1998.
In a separate matter, Enterprises filed suit on July 22, 1998, against
Employee Solutions, Inc. ("ESI"), in the United States District Court for the
Eastern District of Tennessee, at Chattanooga, in an action alleging breach of
contract and seeking contractual and punitive damages. The complaint alleges
that ESI agreed to perform certain employer organization services for
Enterprises, including administration of programs related to wages, payroll
taxes, worker's compensation, employee benefit programs and other insurance and
related administration services. Enterprises has alleged that ESI breached its
contract to provide such services and has wrongfully attempted to terminate the
contract. Enterprises seeks declaratory relief against ESI to enforce the
contract's arbitration provisions, and also seeks reimbursement of approximately
$545,000 wrongfully withheld by ESI, and other contractual and punitive damages.
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SIGNATURES
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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.
July 31, 1998 U.S. XPRESS ENTERPRISES, INC.
By: /s/ Ray M. Harlin
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Ray M. Harlin
Chief Financial Officer
