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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 24, 1998
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STAR BUFFET, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-23099 84-14307896
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
440 Lawndale Drive, Salt Lake City, Utah 84115-2917
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (801) 463-5500
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On February 24, 1998, pursuant to the terms of an Asset Purchase
Agreement dated February 10, 1998 (the "Purchase Agreement"), Star Buffet, Inc.,
a Delaware corporation (the "Company"), through its wholly-owned subsidiary
Summit Family Restaurants Inc. ("Summit"), acquired substantially all of the
assets of twelve JB's Restaurants for $4,265,000 in cash from JB's Restaurants,
Inc., a wholly-owned subsidiary of CKE Restaurants, Inc. ("JB's"). The
restaurants are located in Arizona, Montana, New Mexico, Utah and Wyoming. CKE
Restaurants, Inc. owns approximately 36.7% of the outstanding Common Stock of
the Company.
In connection with the Purchase Agreement, Summit and JB's entered into
franchise agreements for each of the purchased restaurants pursuant to which
JB's granted to Summit the right to use the intangible property rights of JB's.
Summit paid to JB's cash in the amount of $485,000 to satisfy all royalty
payments due under all of the franchise agreements through the first anniversary
of the closing of the transaction. The Company currently plans to convert
restaurants in Utah and Arizona to the Company's newly developed reduced size
buffet restaurant.
As a result of the transaction, the Company, through its subsidiaries,
operates seven JJ North's Grand Buffet restaurants, two Casa Bonita Mexican
theme restaurants, 16 franchised HomeTown Buffet restaurants and 12 JB's
restaurants.
Statements that are not historical facts contained herein are forward
looking statements that involve risks and uncertainties, and actual results
could vary materially from the descriptions contained herein due to many
factors, including, but not limited to, product demand and market acceptance
risks; the effect of economic conditions; the impact of competitive products and
pricing; the results of financing efforts and other risks detailed in the
Company's filings with the Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired. The financial statements
of the acquired business, if required by Item 7(a), will be filed by amendment
not later than 60 days after the date on which this report on Form 8-K must be
filed.
(b) Pro Forma Financial Information. The pro forma financial information
relative to the acquired business, if required by Item 7(b), will be filed by
amendment not later than 60 days after the date on which this report on Form 8-K
must be filed.
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(c) Exhibits.
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Exhibit
Number
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2.1 Asset Purchase Agreement with JB's Restaurants, Inc., dated as of
February 10, 1998.(1)
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(1) Schedules omitted. The Registrant shall furnish supplementally to the
Securities and Exchange Commission a copy of any omitted schedule upon
request.
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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.
STAR BUFFET, INC.
Date: March 6, 1998 By: /s/ Theodore Abajian
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Theodore Abajian
Chief Financial Officer
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EXHIBIT INDEX
The following exhibits are attached hereto and incorporated herein by
reference:
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Exhibit Sequentially
Number Description Numbered Page
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2.1 Asset Purchase Agreement with JB's Restaurants, Inc., dated as of
February 10, 1998.(1)
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(1) Schedules omitted. The Registrant shall furnish supplementally to the
Securities and Exchange Commission a copy of any omitted schedule upon
request.
