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SCHEDULE 13E-4
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Issuer Tender Offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
(AMENDMENT NO. 1)
UNO RESTAURANT CORPORATION
(Name of Issuer)
UNO RESTAURANT CORPORATION
(Name of Person(s) Filing Statement)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
914900 10 5
(CUSIP Number of Class of Securities)
CRAIG S. MILLER, CHIEF EXECUTIVE OFFICER
UNO RESTAURANT CORPORATION
100 CHARLES PARK ROAD,
WEST ROXBURY, MASSACHUSETTS 02132
617-323-9200
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications on Behalf of the Person(s) Filing Statement)
With a copy to:
Steven R. London, Esq.
Brown, Rudnick, Freed & Gesmer
One Financial Center
Boston, Massachusetts 02111
617-856-8313
September 29, 1998
(Date Tender Offer First Published, Sent or Given to Security Holders)
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CALCULATION OF FILING FEE:
TRANSACTION AMOUNT OF
VALUATION* $7,000,000.00 FILING FEE: $1,400.00
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* Based upon the purchase of 1,000,000 Shares of Common Stock, $.01 par value
(the maximum number of Shares offered to be purchased) at $7.00 per Share (the
maximum per Share purchase price which may be selected by the Company pursuant
to the tender offer).
[X] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form
or Schedule and date of its filing.
Amount Previously Paid: $1,400.00
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Form or Registration No.: Schedule 13E-4
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Filing Party: Uno Restaurant Corporation
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Date Filed: September 29, 1998
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ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
The following Exhibits are filed herewith or incorporated by reference
herein to documents previously filed.
(a)(1) Form of Offer to Purchase dated September 29, 1998.*
(2)Form of Letter of Transmittal (including Certification of Taxpayer
Identification Number on Substitute Form W-9).*
(3)Form of Notice of Guaranteed Delivery.*
(4)Form of Letter from BancBoston Robertson Stephens Inc. (Dealer Manager)
to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(5)Form of Letter to Clients for use by Brokers, Dealers, Commercial
Banks, Trust Companies and Other Nominees.*
(6)Form of Letter dated September 29, 1998 from Aaron D. Spencer, Chairman,
and Craig S. Miller, Chief Executive Officer of the Issuer, to the
stockholders of the Issuer.*
(7)Text of Press Release dated September 29, 1998.*
(8)Text of Press Release dated October 9, 1998.
(b) $55,000,000 Amended and Restated Revolving Credit and Term Loan Agreement
dated as of November 4, 1997 by and among Uno Restaurants, Inc., and Saxet
Corp., as borrowers, Uno Foods Inc., Pizzeria Uno Corporation, URC Holding
Company, Inc. and Uno Restaurant Corporation, as guarantors, and Fleet National
Bank, as agent and BankBoston N.A. as co-agent, filed as Exhibit 10(s) to the
Company's Annual Report on Form 10-K for the fiscal year ended September 28,
1997.
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(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
(f) Not applicable.
(g)(1) Pages 33 through 52 of the Company's Annual Report on Form 10-K for the
year ended September 28, 1997.*
(g)(2) Pages 3 through 7 of the Company's Quarterly Report on Form 10-Q for the
quarter ended June 28, 1998.*
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* Previously filed.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
UNO RESTAURANT CORPORATION
By: /s/ Craig S. Miller
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Craig S. Miller, Chief Executive Officer
Dated: October 13, 1998
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EXHIBIT INDEX
DESCRIPTION OF EXHIBIT
(a)(1)Form of Offer to Purchase dated September 29, 1998.*
(2)Form of Letter of Transmittal (including Certification of Taxpayer
Identification Number on Substitute Form W-9).*
(3)Form of Notice of Guaranteed Delivery.*
(4)Letter from BancBoston Robertson Stephens (Dealer Manager) to Brokers,
Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(5)Form of Letter to Clients for use by Brokers, Dealers, Commercial
Banks, Trust Companies and Other Nominees.*
(6)Form of Letter dated September 29, 1998 from Craig S. Miller, President of
the Issuer, to the stockholders of the Issuer.*
(7)Press Release dated September 29, 1998.*
(8)Press Release dated October 9, 1998.
(g)(1) Pages 33 through 52 of the Company's Annual Report on Form 10-K for the
year ended September 28, 1997.*
(g)(2) Pages 3 through 7 of the Company's Quarterly Report on Form 10-Q for the
quarter ended June 28, 1998.*
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* Previously filed.
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NEWS RELEASE
[LOGO: UNO PIZZERIA]
Uno Restaurant Corporation, 100 Charles Park Road, West Roxbury, MA 02132
617-323-9200 FAX: 617-325-6744
UNO RESTAURANT CORPORATION REPORTS PRELIMINARY FOURTH
QUARTER AND FULL YEAR RESULTS FOR FISCAL YEAR 1998
Boston, Massachusetts, October 12, 1998-Uno Restaurant Corporation (NYSE:UNO),
(the "Company") announced today its preliminary fiscal year 1998 fourth quarter
and full year financial results which are subject to completion of its annual
audit. Net income for the fiscal year ended September 27, 1998 was $5,387,000,
or $.49 per share, compared to net income of $2,673,000, or $.22 per share, for
fiscal year 1997. The results for fiscal year 1998 include a charge net of taxes
of $636,000 or $.06 per share for the cumulative effect of a change in
accounting in conjunction with the Company's adoption of SOP 98-5 "Reporting the
Costs of Start-Up Activities" which requires that pre-opening costs be expensed
as incurred. Results for fiscal year 1997, include special charges, principally
FAS 121 charges, of $2,640,000 on an after-tax basis, or $.22 per share. Revenue
for fiscal 1998 increased 7.4% to $191 million from $178 million in fiscal 1997
as comparable store sales improved by 1.3% and average weekly sales grew by 2%.
Net income for the fourth quarter of fiscal 1998 was $2,194,000, or $.20 per
share, compared to net income of $1,836,000, or $.16 per share for fiscal 1997.
Revenue for the fourth quarter of fiscal 1998 increased 6.1% to $50.7 million
from $47.8 million for the same period last year. The Company expects to
announce final audited results during the first week of November.
Uno Restaurant Corporation currently operates 94 "Pizzeria Uno...Chicago Bar &
Grill" casual dining, full-service restaurants primarily from New England to
Virginia, as well as Florida, Chicago and Denver, and franchises 63 units in 19
states, the District of Columbia, Puerto Rico and Seoul, Korea. The Company also
operates a consumer foods division, which supplies American Airlines, movie
theaters, hotel restaurants and supermarkets in the Northeast with both frozen
and refrigerated Pizzeria Uno brand products, as well as certain private label
products.
Forward-looking statements in this release are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that all forward-looking statements involve risks and
uncertainties which could cause actual results to differ from those projected,
including without limitation, the results of the Company's audit, the Company's
ability to open new restaurants and operate new and existing restaurants
profitably, changes in local, regional, national and international economic
conditions, especially economic conditions in the area in which the Company's
restaurants are concentrated, increasingly intense competition in the
casual-dining segment of the restaurants industry, increases in food, labor,
employee benefits and similar costs, and other risks detailed from time to time
in the Company's periodic reports filed with the Securities and Exchange
Commission.
CONTACT: Bob Vincent, Chief Financial Officer (617) 323-9200 (ext. 215)
