<PAGE>
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): July 21, 1999
-------------
TODHUNTER INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
DELAWARE 1-13453 59-1284057
- -------- ------- ----------
<S> <C> <C>
(State or other jurisdiction (Commission File Number) (IRS Employer
incorporation) Identification No.)
</TABLE>
222 Lakeview Avenue, Suite 1500, West Palm Beach, Florida 33401
---------------------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561) 655-8977
--------------
Not Applicable
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
TODHUNTER INTERNATIONAL, INC.
FORM 8-K
CURRENT REPORT
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
(b) On July 21, 1999, A. Kenneth Pincourt, Jr. ("Pincourt"), CEO and
principal shareholder of Todhunter International, Inc. (the "Company")
advised the Company that pursuant to a Stock Purchase Agreement of such date
(the "Agreement") between Mr. Pincourt and Angostura, Limited, a Trinidad
corporation ("Angostura") Mr. Pincourt sold 1,000,000 shares of the Company's
Common Stock (the "Transaction") to Angostura in a privately negotiated, all
cash transaction at $10.00 per share.
According to that certain Schedule 13D filed with the Securities and
Exchange Commission ("SEC") by Angostura on July 30, 1999, Angostura is
controlled by C L Financial Holdings Limited ("CLFH") and, after the
Transaction, CLFH beneficially owns 20.6 percent of the outstanding shares of
the Company. After the Transaction Pincourt beneficially owns 22.9 percent of
the outstanding shares of the Company.
Pursuant to the Agreement, Pincourt has agreed to nominate and use his
best efforts to cause to be elected two individuals designated by Angostura for
election to the Board of Directors of Todhunter.
ITEM 7. EXHIBITS
99.1 Stock Purchase Agreement, dated July 21, 1999, between A.
Kenneth Pincourt, Jr. and Angostura, Ltd., incorporated herein
by reference to that certain Schedule 13D filed with the SEC
by Angostura on July 30, 1999.
<PAGE>
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.
TODHUNTER INTERNATIONAL, INC.
Date: August 3, 1999 By: /s/ Jay S. Maltby
-----------------
Jay S. Maltby
President and Chief
Operating Officer
