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) October 30, 2002
OBSIDIAN ENTERPRISES, INC.
(Exact name of registrant as specified in its chapter)
Delaware 0-17430 35-2154335
------------------- ------------------- ---------------------
(State or other jurisdiction (Commission (IRS Employer
incorporation) File Number) Identification No.)
111 Monument Circle
Suite 4800
Indianapolis, Indiana 46204
------------------------------ --------------------
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (317) 237-4122
N/A
-----------------------------------------------------------------------------
(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On October 30, 2002, Champion Trailer, Inc. ("Champion"), a wholly-owned
subsidiary of Obsidian Enterprises, Inc. ("Obsidian"), entered into a Memorandum
of Agreement with Timothy S. Durham and Terry G. Whitesell pursuant to which
Champion agreed to sell all of its assets to an entity to be designated by
Messrs. Durham and Whitesell subject to the payment by Messrs. Durham and
Whitesell of $1.00 and the assumption by the entity acquiring the assets of all
of the liabilities of Champion except for the liability of Champion to Markpoint
Equity Growth Fund IV ("Markpoint").
Messrs. Durham and Whitesell are the Chief Executive Officer and Chief
Operating Officer, respectively, of Obsidian.
The obligations of Messrs. Durham and Whitesell to cause the transaction to
be closed are subject to various conditions, including the final settlement of
the currently pending litigation bought by Markpoint on April 29, 2002, against
Champion and Obsidian. See Item 5 of this Report for a description of the status
of the pending litigation with Markpoint.
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
As previously reported by Obsidian, Markpoint initiated litigation on April
29, 2002, seeking to collect subordinated debt in the principal amount of
$1,250,000 which Markpoint asserted was owed to it by Champion and guaranteed by
Obsidian. The parties have agreed to settle the matter by:
o Champion paying Markpoint $675,000 in cash and Obsidian issuing to
Markpoint 32,143 shares of Obsidian Series D preferred stock (the
"Settlement Shares") and agreeing to repurchase the Settlement Shares for
$675,000, if the Settlement Shares do not have an aggregate trading value
of at least $675,000 during a specified period; and
o Markpoint releasing all claims against Obsidian and all claims against, or
interest in, Champion.
Definitive settlement documents have not been agreed upon or executed by the
parties and, thus, the final settlement of the matter and the termination of the
litigation have not yet occurred.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired (N/A)
(b) Pro forma financial information (N/A)
(c) Exhibits
Exhibit No. Description Incorporated by
Reference/Attached
2.1 Memorandum of Agreement dated October 30, 2002
between Champion Trailer, Attached
Inc., on the one hand, and Timothy S. Durham
and Terry G. Whitesell, on the other hand.
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.
OBSIDIAN ENTERPRISES, INC.
November 6, 2002 By: /s/ Timothy S. Durham
-------------------------------- -----------------------------------
Date Timothy S. Durham, President
EXHIBIT INDEX
Exhibit No. Description Incorporated by
Reference/Attached
2.1 Memorandum of Agreement dated October 30, 2002
between Champion Trailer, Attached
Inc., on the one hand, and Timothy S. Durham
and Terry G. Whitesell, on the other hand.