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 the earliest event reported): October 6, 1999
(September 29, 1999)
New York Bagel Enterprises, Inc
(Exact name of Registrant as specified in its charter)
0-21205
(Commission file number)
Kansas 73-1369185
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
115 East 8th Street
Stillwater, Oklahoma 74074
(Address of principal executive offices, including zip code)
405-624-3700
(Registrant's telephone number, including area code)
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Item 5. Other Events.
On September 29, 1999, New York Bagel Enterprises, Inc. entered into an
agreement with Atomic Burrito, Inc. formerly Western Country Clubs, Inc., which
terminated the joint venture agreement between the two companies. Pursuant to
the joint venture agreement, New York Bagel Enterprises, Inc. would have
contributed certain restaurant equipment and leasehold improvements, and cash
in some instances, to the joint venture in order to convert certain restaurant
locations to "Atomic Burrito" restaurants. The termination agreement also
provides for the sale of New York Bagel Enterprises, Inc.'s minority interests
of 38% and 40%, respectively, in the Tulsa, Oklahoma and Wichita, Kansas joint
venture entities to Atomic Burrito, Inc. for a purchase price of $175,000,
contingent upon Atomic Burrito, Inc. obtaining acceptable financing. However,
Atomic Burrito, Inc. will continue to use "New York Bagel Cafe" signage located
on the Tulsa, Oklahoma restaurant as long as it purchases bagels and other
related products from New York Bagel Enterprises, Inc. In addition, the
termination agreement terminates the letter of intent between the two parties
regarding the potential combination of the companies.
Item 5. Other Events.
On September 29, 1999, New York Bagel Enterprises, Inc. entered into a letter
of intent with New World Coffee - Manhattan Bagel, Inc., whereby New York Bagel
Enterprises, Inc., will be acquired by New World Coffee - Manhattan Bagel, Inc.
in a triangular merger, stock-for-stock, transaction. However, the
consummation of the proposed acquisition is subject to many contingencies,
including, without limitation, the negotiation and execution of a definitive
merger agreement, the approval of the respective Boards of Directors and
stockholders of the two companies, the restructuring of New York Bagel
Enterprises, Inc.'s existing debt in a manner acceptable to New World Coffee -
Manhattan Bagel, Inc., and the completion of each company's due diligence
review. There can be no assurance that the proposed acquisition will be
consummated.
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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.
NEW YORK BAGEL ENTERPRISES, INC.
/s/Richard Randall Webb
_________________________________
Richard Randall Webb
Chief Financial Officer,
Treasurer and Secretary
Dated: October 6, 1999
