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): February 25, 1997 Sun Coast Industries, Inc. (Exact name of registrant as specified in its charter) Delaware 1-12476 59-192968 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 2700 South Westmoreland Avenue Dallas, Texas 75233 (Address, including zip code, of principal executive offices) Registrant's telephone number, including area code: (214) 373-7864 2 Item 5. OTHER EVENTS. On February 25, 1997, Sun Coast Holdings, Inc. and Plastics Manufacturing Company, subsidiaries of Sun Coast Industries, Inc. (collectively, the "Company") sold to Carlisle Foodservice Products, Incorporated (the "Buyer") substantially all the equipment, molds, inventory and intellectual property rights used by the Company's Foodservice Division, which manufactured and sold melamine dinnerware and injection molded plastic drinkware to restaurants, hotels, schools, hospitals, nursing homes and correctional facilities. Subject to post-closing adjustments, the Buyer paid the Company $2,104,108 in cash, which the Company has used to reduce outstanding indebtedness. Additionally, the Company and Buyer entered into a Noncompetition Agreement with a three-year term. Item 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Item Exhibit 10.1 Agreement for Purchase and Sale of Assets among Carlisle Foodservice Products, Incorporated and Sun Coast Holdings, Inc. And Plastics Manufacturing Company dated as of February 25, 1997 10.2 Noncompetition Agreement among Carlisle Foodservice Products, Incorporated and Sun Coast Holdings, Inc. And Plastics Manufacturing Company dated as of February 25, 1997 -1- 3 SIGNATURE 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. SUN COAST INDUSTRIES, INC. Date: March 10, 1997 By: /s/ Cynthia R. Morris ------------------------------------- Cynthia R. Morris, Executive Vice President, Secretary, Treasurer and Chief Financial Officer -2- 4 INDEX TO EXHIBITS Item Number Exhibit - ------ ------- 10.1 Agreement for Purchase and Sale of Assets among Carlisle Foodservice Products, Incorporated and Sun Coast Holdings, Inc. And Plastics Manufacturing Company dated as of February 25, 1997 10.2 Noncompetition Agreement among Carlisle Foodservice Products, Incorporated and Sun Coast Holdings, Inc. And Plastics Manufacturing Company dated as of February 25, 1997