1 ================================================================================ UNITED STATES 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 ------------ SEPTEMBER 2, 1997 (Date of Report) TYLER CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 1-10485 75-2303920 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation or organization) 3200 SAN JACINTO TOWER 2121 SAN JACINTO STREET DALLAS, TX 75201 (Address of principal executive offices) (214) 754-7800 (Registrant's telephone number, including area code) ================================================================================ 2 ITEM 5. OTHER EVENTS On August 21, 1997, Tyler Corporation ("Tyler") announced the appointment by its Board of Directors of Louis A. Waters as a Director. In addition, Richmond Partners, Ltd., a Houston-based investment partnership of which Mr. Waters is the managing general partner, will make a significant capital investment in Tyler. The investment will be in the form of a cash purchase for $3.5 million of a package of Tyler securities consisting of 2.0 million common shares and a warrant to acquire 2.0 million common shares with an exercise price of $2.50 per share. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit Number Exhibit ------ ------- 10.24 Purchase Agreement between Tyler Corporation, Richmond Partners, Ltd. and Louis A. Waters, dated August 20, 1997. 20 Press Release dated August 21, 1997. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TYLER CORPORATION By: /s/ DAVID P. TUSA --------------------------- David P. Tusa, Senior Vice President and Chief Financial Officer (principal financial officer) By: /s/ SCOTT R. CREASMAN --------------------------- Scott R. Creasman, Vice President and Controller (principal accounting officer) Date: September 2, 1997 4 EXHIBIT INDEX Exhibit Number Exhibit ------ ------- 10.24 Purchase Agreement between Tyler Corporation, Richmond Partners, Ltd. and Louis A. Waters, dated August 20, 1997. 20 Press Release dated August 21, 1997.