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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
[ X ] Quarterly Report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
or
[ ] Transition Report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended July 14, 1996 Commission file number 0-7961
TPI ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
NEW JERSEY 22-1899681
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3950 RCA BOULEVARD
SUITE 5001
PALM BEACH GARDENS, FLORIDA 33410
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (407) 691-8800
Securities registered pursuant to Section 12 (b) of the Act: None
Securities registered pursuant to Section 12 (g) of the Act:
Common Shares, Par Value $.01 per Share
-----------------------------------------
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
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The number of shares outstanding of the registrant's common stock is
20,661,822 as of August 23, 1996.
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PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
(a) The Annual Meeting of Shareholders of the Company was held on June
14, 1996.
(b) Election of Directors. All nominees for director were elected
pursuant to the following vote:
<TABLE>
<CAPTION>
Name of Nominee Votes in Favor Withheld
--------------- -------------- --------
<S> <C> <C>
J. Gary Sharp 17,755,881 188,349
Frederick W. Burford 17,755,919 188,311
Osvaldo Cisneros 17,755,619 188,611
Paul James Siu 17,755,619 188,611
Edwin B. Spievack 17,755,919 188,311
Thomas M. Taylor 17,755,919 188,311
Lawrence W. Levy 17,755,719 188,511
John L. Marion, Jr. 17,759,919 188,311
Douglas K. Bratton 17,755,613 188,611
</TABLE>
(c) Ratification of the appointment of Deloitte & Touche LLP as
independent auditors for the Company's fiscal year ending December
29, 1996: 17,859,230 votes in favor; 49,958 votes against and
34,952 shares abstained from voting.
(d) Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
10.1 Amendment No. 3, dated as of August 23, 1996 to the Second and
Amended and Restated Credit Agreement, dated as of January 31,
1995, by and among TPI Restaurants, Inc. , and banks party
thereto, The Bank of New York, as administrative Agent, and
NationsBank of North Carolina, N.A., a as Collateral Agent, as
amended by Amendment No. 1, dated as of February 29, 1996 and
Amendment No. 2, dated as of May 21.
10.2 Amendment No. 3 to Plan of Tax-Free Reorganization under
Section 368 (a) (1) (c ) of the Internal Revenue Code and
Agreement
27 - Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K:
Registrant filed a current report on Form 8-K dated May 29,
1996 reporting Item 5 - Other Events, acurrent report on Form
8-K dated June 18, 1996 reporting Item 5-Other Events and a
current report on Form 8-K dated July 5, 1996 reporting Item
5-Other Events.
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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 thereunto duly authorized.
TPI Enterprises, Inc.
(Registrant)
Date: August 30, 1996 /s/ J. Gary Sharp
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J. Gary Sharp
President & Chief Executive Officer
Date: August 30, 1996 /s/ Frederick W. Burford
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Frederick W. Burford
Executive Vice President, Secretary and
Chief Financial Officer
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<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> APR-22-1996
<PERIOD-END> JUL-14-1996
<CASH> 28,371
<SECURITIES> 0
<RECEIVABLES> 701
<ALLOWANCES> 61
<INVENTORY> 9,330
<CURRENT-ASSETS> 43,873
<PP&E> 218,678
<DEPRECIATION> 83,900
<TOTAL-ASSETS> 237,404
<CURRENT-LIABILITIES> 74,741
<BONDS> 80,706
0
0
<COMMON> 334
<OTHER-SE> 67,067
<TOTAL-LIABILITY-AND-EQUITY> 237,404
<SALES> 151,290
<TOTAL-REVENUES> 151,290
<CGS> 139,124
<TOTAL-COSTS> 145,420
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,951
<INCOME-PRETAX> 426
<INCOME-TAX> 0
<INCOME-CONTINUING> 426
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 426
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
