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 Act of 1934
Date of Report (Date of earliest event reported): July 17, 2001
TAPISTRON INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Georgia 0-20309 58-1684918
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
6203 Alabama Highway; Ringgold, Georgia 30736-1067
(Address of principal executive offices) (Zip Code)
(706) 965-9300
(Registrant's telephone number, including area code)
Item 3. Bankruptcy or Receivership
Tapistron International, Inc. filed a voluntary petition under Chapter 11 of the
U.S. Bankruptcy Code on July 2, 2001, Docket No. 01 14159, in the U.S.
Bankruptcy Court for the Eastern District of Tennessee at Chattanooga.
The filing is in the form of a pre-packaged liquidation of the Company's assets
pursuant to the terms and conditions of an Asset Purchase Agreement signed on
June 29, 2001, by and between the Company and CYP Technologies, LLC, which is a
Georgia limited liability company. CYP Technologies, LLC is a newly formed,
unrelated entity to the Company that is owned by principals of Davis & Davis
Rugs, Inc., a privately-owned custom tufting manufacturer based in Chattanooga,
Tennessee, and Burtco, Inc., a carpet manufacturer in Dalton, Georgia. Both
Davis & Davis and Burtco, Inc. have purchased C.Y.P. machines from the Company
in the last two years.
Item 3. Bankruptcy or Receivership (Continued)
Under the terms of the Asset Purchase Agreement, CYP Technologies, LLC will,
subject to approval by the Bankruptcy Court, purchase all of the tangible and
intangible assets of the Company, including its patents, trademarks and other
intellectual property, but excluding the Company's cash on hand, accounts
receivable, employee receivables and sale contracts receivable. The price to be
paid for the purchased assets is $1,900,000.00, which is subject to increase or
decrease after adjustments for spare parts inventory on the date of closing, and
further decrease based upon whether two C.Y.P. machines currently held in
inventory are made operable and saleable by the date of closing.
On July 6, 2001, the Company filed a Motion to have the Bankruptcy Court approve
the form of the Asset Purchase Agreement and to set forth certain procedures for
receiving further bids for the purchase of the Company's assets. This Motion
will be heard by the Court on July 17, 2001. In its Motion, the Company has
asked the Court to schedule an auction sale on August 22, 2001, and a sale
hearing approving the highest bid on August 23, 2001. The Company has asked for
an expedited scheduling of the sale because its Asset Purchase Agreement with
CYP Technologies, Inc. provides that the sale must be consummated by August 31,
2001. The Company anticipates that the Court will approve its motion, but the
Court could deny it or approve it subject to modifications.
Inquiries regarding filings with the Bankruptcy Court or future hearings may be
directed to the Clerk of the Court at 423-752-5163.
Anyone interested in submitting a bid for the purchase of the Company's assets
pursuant to the Court's order may contact Don Eaves at 706-965-9300 to receive a
bid package.
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 thereunto duly authorized.
Tapistron International, Inc.
(Registrant)
July 16, 2001 By /s/ Rodney C. Hardeman, Jr.
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Rodney C. Hardeman, Jr.
President and Chief Executive Officer