SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) February 22, 1999
---------------------
AU BON PAIN CO., INC.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-19253 04-2723701
- --------------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
19 Fid Kennedy Avenue, Boston, Massachusetts 02210-2497
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
617-423-2100
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
TABLE OF CONTENTS
FORM 8-K
February 22, 1999
<TABLE>
<CAPTION>
Item Page
- ---- ----
<S> <C>
Item 5. Other Events. 1
Item 7. Financial Statements and Exhibits. 1
Signature 2
Exhibits E-1
</TABLE>
<PAGE>
Item 5. Other Events.
Please see the Company's Press Release filed as Exhibit 99 to this Form
8-K.
Item 7. Financial Statements and Exhibits.
a. Financial statements of businesses acquired.
Not applicable.
b. Pro forma financial information.
Not applicable.
c. Exhibits.
The following exhibits are filed with this report:
Exhibit No. Title
----------- -----
99 Press Release
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
-1-
<PAGE>
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 hereunto duly authorized.
Au Bon Pain Co., Inc.
Date: February 22, 1999 By: /s/Anthony J. Carroll
---------------------------
Anthony J. Carroll
Treasurer
-2-
<PAGE>
EXHIBIT INDEX
Exhibit No. Title
----------- -----
99 Press Release
E-1
PRESS RELEASE
Au Bon Pain Co., Inc.
19 Fid Kennedy Avenue
Boston, MA 02210
Contact: Anthony J. Carroll
Chief Financial Officer
Phone: (617) 423 - 2100, ext. 1229
Au Bon Pain Co., Inc. Announces Postponement and Re-scheduling of Special
Shareholders' Meeting
Boston, MA, February 22, 1999 - Au Bon Pain Co., Inc. announced today that its
Board of Directors has voted to postpone its Special Meeting of Shareholders
originally scheduled for Monday, February 22, 1999 at 2:00 p.m. until Thursday,
March 4, 1999 at 2:00 p.m. The purpose of the re-scheduled shareholders' meeting
will be to consider the approval of the sale of its Au Bon Pain division and the
change of the Company's name to "Panera Bread Company" as described in the
Company's Proxy Statement dated January 25, 1999.
The re-scheduled meeting will be held at BankBoston, 100 Federal Street, 2nd
Floor, Boston, Massachusetts.
Ronald M. Shaich, Co-Chairman and CEO of Au Bon Pain Co., Inc., commented, "We
are still working diligently to complete preparations for and finalize the
remaining issues related to the pending sale of the Au Bon Pain division. The
Board determined, however, that the shareholders' meeting should be re-scheduled
to enable these issues to be resolved prior to the meeting date."
The Company's Au Bon Pain division includes 150 Company-owned bakery cafes in
urban cities throughout the Northeast and Midwest, as well as 75 franchised
domestic locations and 40 franchised Au Bon Pain cafes in Chile, Brazil,
Thailand, Indonesia, the United Kingdom, Singapore and the Philippines.
The Company's Saint Louis Bread Co./Panera Bread unit includes 75 Company-owned
bakery cafes and 52 franchised units in 13 states including Florida, Georgia,
Illinois, Iowa, Kansas, Kentucky, Massachusetts, Michigan, Missouri, Ohio,
Oklahoma, South Carolina and Texas.
Au Bon Pain Co., Inc. common stock is traded on the NASDAQ Stock Market under
the symbol: ABPCA.
