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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report March 30, 1999
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CALIFORNIA BEACH RESTAURANTS, INC.
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(Exact name of registrant as specified in its charter)
California 0-12226 95-2693503
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(State or other jurisdiction (Commission (IRS Employer
Of incorporation or File Number) Identification No.)
Organization)
17383 Sunset Boulevard, Suite 140, Pacific Palisades, CA 90272
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(Address of principal executive offices)
Registrant's telephone number, including area code (310) 459-9676
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(Former name or former address, if changed since last report)
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CALIFORNIA BEACH RESTAURANTS, INC.
Item 5. Other Events
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On March 30, 1999, California Beach Restaurants, Inc. (the
"Registrant") announced that it had completed a private offering of notes
convertible into the Registrant's common stock, and tenant improvement and
equipment financing. A copy of the press release issued by the Registrant in
connection with the foregoing matters as well as related documents are filed
with this report as exhibits.
Item 7. Financial Statements and Exhibits.
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a. Financial Statements of businesses acquired.
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None
b. Pro forma financial information.
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None
c. Exhibits.
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Exhibit 10.68 - Note Purchase Agreement among the Registrant and
certain other purchasers, dated as of March 30, 1999, including Exhibit A
thereto, the 5% Convertible Subordinated Note Due March 30, 2003 (1)
Exhibit 99 - Press release of California Beach Restaurants, Inc.
dated March 30, 1999. (A)
(1) Incorporated by reference to Amendment No. 1 to Schedule 13D
filed with the Commission on April 16, 1999, on behalf of Alan Redhead.
(A) FILED HEREWITH ELECTRONICALLY.
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CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES
Signature(s)
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Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
California Beach Restaurants, Inc. (Registrant)
Dated: May 5, 1999 By: /s/ Samuel E. Chilakos
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Samuel E. Chilakos
Vice President, Finance
Chief Financial Officer
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EXHIBIT 99
Contact: Samuel E. Chilakos
Chief Financial Officer
310-459-9676
CALIFORNIA BEACH RESTAURANTS, INC. COMPLETES PRIVATE OFFERING
AND TENANT IMPROVEMENT AND EQUIPMENT FINANCING
Pacific Palisades, California, March 30, 1999. California Beach Restaurants,
Inc. (OTC Bulletin Board: CBHR) completed a $1,800,000 private offering of
convertible notes, and a tenant improvement and equipment loan today. The
proceeds of these transactions will be used to finance the renovations at
Gladstone's 4 Fish and to retire existing indebtedness. As indicated in the
Company's 10-Q filing for the three months ended January 31, 1999, subordinated,
convertible notes were sold to a limited number of existing shareholders of the
Company. The notes are immediately convertible into common stock of the Company
at a rate of $1 per share, and pay interest at 5% per annum. The Company may pay
the interest on the notes in cash or in kind. Fifty percent of the outstanding
principal and interest of the notes, at the option of the note purchasers, will
mature in three years, and the balance of the notes mature in four years.
The Company has entered into an agreement for tenant improvement and equipment
financing with Lyon Credit Corporation. The terms of the agreement provide for
the extension of up to $1,200,000 of credit, to be repaid over a 5 year period
with interest at the rate of the yield to maturity of the five year Treasury
Note plus 400 basis points. This financing will be secured by certain tenant
improvements and equipment.
