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): January 11, 1999
TUMBLEWEED, INC.
(Exact name of registrant as specified in charter)
Delaware 333-57931 61-1327945
(State or other (Commission File Number) (IRS Employer
jurisdiction or Identification
incorporation) No.)
1900 Mellwood Avenue
Louisville, Kentucky 40206
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (502)426-4351
N/A
(Former name or former address
if changed since last report.)
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events
On January 11, 1999, Tumbleweed, Inc. completed its initial
public offering of common stock. The Company sold 776,402 shares
at the offering price of $10 per share in a direct offering of its
common stock to the public, raising a total of $7,764,020.
On January 1, 1999, the merger of Tumbleweed, LLC into
Tumbleweed, Inc. became effective. The merger reorganized
Tumbleweed, LLC, which had owned, franchised or licensed the 42
Tumbleweed Southwest Mesquite Grill & Bar restaurants, into a
corporation for purposes of the stock offering. In the
reorganization, the membership interests of the approximately 80
former members of Tumbleweed, LLC were converted into a total of
5,105,000 shares of common stock. As required by the Tumbleweed,
LLC operating agreement, the former Class B members made additional
cash contributions of $747,500 in connection with the
reorganization.
SIGNATURE
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.
TUMBLEWEED, INC.
By: /s/James M. Mulrooney
James M. Mulrooney
Executive Vice President
Chief Financial Officer
Date: January 28, 1999