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1.
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): DECEMBER 24, 1999
TCC INDUSTRIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS
(STATE OR OTHER JURISDICTION OF INCORPORATION)
1-7399 74-1366626
(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
7942 GREAT NORTHERN BOULEVARD
AUSTIN, TEXAS 78757
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE, INCLUDING ZIP CODE)
(512) 419-7502
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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2.
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
On December 24, 1999, the Registrant issued the press release
attached as Exhibit 99.1 regarding the sale of 16.56% of TCC Industries, Inc.'s
outstanding Common Stock.
ITEM 5. OTHER EVENTS.
On December 24, 1999, the Registrant issued the press release
attached as Exhibit 99.1 regarding TCC Industries, Inc.'s financial condition.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 TCC Industries, Inc. Press Release dated December 24, 1999.
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 dully authorized.
TCC Industries, Inc.
Date: January 20, 2000 By: /s/ John I. Whiteley
-----------------------------
John I. Whiteley
Assistant Secretary
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3.
EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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99.1 TCC Industries, Inc. Press Release dated December 24, 1999.
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1.
EXHIBIT 99.1
Austin, Texas (December 24, 1999) . . . TCC Industries, Inc. ("TCC")
reported today that Walter A. DeRoeck and Robert Thomajan, Chairman of the Board
and President of TCC, respectively, have sold all 465,700 shares of TCC stock
beneficially owned by them, including shares held by a family limited
partnership formed by Mr. Thomajan. The shares were sold in a private
transaction to Austin Airport Inn, L.C., a company controlled by Michael
Voticky, for a nominal aggregate price of $46.57 (or $0.0001 per share). Mr.
Voticky is an independent businessman and lives in Austin, Texas. Messrs.
DeRoeck and Thomajan sold the shares in order to realize in 1999 the loss from
their investment in the shares, for tax purposes. Mr. DeRoeck stated that he and
Mr. Thomajan have not resigned from the board of directors or as officers of TCC
in connection with the sale.
TCC reported nearly one year ago that it had exhausted its capital and
borrowing capacity. Its only remaining operating subsidiary, Allen-Lewis
Manufacturing Company, has since disposed of most of its assets and ceased
operations. After applying the proceeds from the sale of Allen-Lewis' assets to
the payment of expenses and indebtedness, TCC has no cash to continue any
activities.
TCC was unable to pay for an audit of its financial statements for the
year 1998, and no annual meeting of shareholders was held during 1999.
CONTACT: Robert Thomajan, President
Walter A. DeRoeck, Chairman
512-419-7502
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