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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): SEPTEMBER 12, 1997
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TPI ENTERPRISES, INC.
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(Exact name of registrant as specified in its charter)
NEW JERSEY 0-7961 22-1899681
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
P.O. BOX 382460
GERMANTOWN, TENNESSEE 38183-2460
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(Address of principal executive offices) (Zip Code)
(901) 752-3889
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
Stock Transfer Books
TPI Enterprises, Inc. (the "Company") closed its stock
transfer books and other records, effective as of the close of business on
August 21, 1997. No further trading of shares of common stock of the Company
will be allowed from and after August 21, 1997, and all shares of the Company's
common stock then outstanding, as reflected on the Company's stock transfer
books, will represent only the right to receive a pro rata portion of the
assets distributed in liquidation.
Initial Cash Distribution
On August 21, 1997, the Company distributed all of its assets
and liabilities to a liquidating trust. After reviewing the assets and
liabilities of the liquidating trust, the trustees authorized an initial
distribution of approximately $4,856,000, or $.235 in cash per share of common
stock, which represented substantially all of the assets of the liquidating
trust, less a reserve for known or anticipated liabilities, including a
holdback of up to approximately $210,000, or $.235 in cash per share of common
stock underlying derivative securities, for the benefit of holders of
derivative securities of the Company. The initial cash distribution was paid on
September 12, 1997 to shareholders of record as of the close of business on
August 21, 1997.
The liquidating trust will continue to hold assets as a
reserve against certain claims, including claims made by the holders of
derivative securities, as a result of current tax audits and other known or
anticipated liabilities, through the termination of the liquidating trust. It
is currently anticipated that complete liquidation of the liquidating trust
will occur in January 1999. At that time, the remaining assets, if any, in the
liquidating trust not required to satisfy obligations will be distributed to
the holders of record of the common stock of the Company as of the close of
business on August 21, 1997. It is currently anticipated that there will be no
more than a nominal amount of cash, if any, to distribute at that time.
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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.
TPI ENTERPRISES, INC.
By: TPI Enterprises Liquidating Trust
By: /s/ Frederick W. Burford
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Frederick W. Burford, Trustee
Date: September 17, 1997
