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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: July 19, 2000
(Date of earliest event reported)
Prandium, Inc.
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(Exact name of Registrant as specified in its charter)
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<S> <C> <C>
Delaware 33-14051 33-0197361
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(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
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18831 Von Karman Avenue, Irvine, California 92612
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(Address of principal executive offices, including zip code)
(949) 757-7900
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On July 19, 2000, the Registrant and its subsidiaries amended and restated
their credit facility with Foothill Capital Corporation. The amendment and
restatement, among other things, reduces the Registrant's borrowing limit under
the facility from $55 million to $20 million. A copy of the Amended and
Restated Loan and Security Agreement and supporting documents are attached
hereto as Exhibits 10.1 to 10.6.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
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Exhibit Description
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10.1 Amended and Restated Loan and Security Agreement by and among
Prandium, Inc., FRI-MRD Corporation, Chi-Chi's, Inc., each of
their subsidiaries, and Foothill Capital Corporation, dated as of
July 19, 2000 (without schedules and/or exhibits)/1/.
10.2 Amended, Restated and Consolidated General Continuing Guaranty,
dated as of July 19, 2000, by and among Prandium, Inc., FRI-MRD
Corporation, FRI-Admin Corporation, Koo Koo Roo, Inc., The Hamlet
Group, Inc. and Foothill Capital Corporation.
10.3 Amended and Restated Subordination Agreement, dated as of July
19, 2000, by and among Foothill Capital Corporation, FRI-MRD
Corporation and Prandium, Inc.
10.4 Amended, Restated and Consolidated Security Agreement, dated as
of July 19, 2000, by and among Foothill Capital Corporation,
Prandium, Inc., FRI-MRD Corporation, FRI-Admin Corporation, Koo
Koo Roo, Inc., The Hamlet Group, Inc. and each of the
subsidiaries of Chi-Chi's, Inc. identified on the signature pages
thereto (without schedules and/or exhibits)/1/.
1
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10.5 Amended, Restated and Consolidated Stock Pledge Agreement, dated
as of July 19, 2000, by and among Prandium, Inc., FRI-MRD
Corporation, Chi-Chi's, Inc. and Foothill Capital Corporation
(without schedules and/or exhibits)/1/.
10.6 Amended and Restated Trademark Security Agreement, dated as of
July 19, 2000, by and among Chi-Chi's, Inc. and Foothill Capital
Corporation (without schedules and/or exhibits)/1/.
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1 The Registrant agrees to supplementally furnish a copy of any omitted
schedule or exhibit to the Securities and Exchange Commission upon request.
2
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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 hereunder duly authorized.
Dated: July 24, 2000
PRANDIUM, INC.
By: /s/ Robert T. Trebing, Jr.
Name: Robert T. Trebing, Jr.
Title: Executive Vice President and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit Description
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10.1 Amended and Restated Loan and Security Agreement by and among
Prandium, Inc., FRI-MRD Corporation, Chi-Chi's, Inc., each of their
subsidiaries, and Foothill Capital Corporation, dated as of July 19,
2000.
10.2 Amended, Restated and Consolidated General Continuing Guaranty, dated
as of July 19, 2000, by and among Prandium, Inc., FRI-MRD Corporation,
FRI-Admin Corporation, Koo Koo Roo, Inc., The Hamlet Group, Inc. and
Foothill Capital Corporation.
10.3 Amended and Restated Subordination Agreement, dated as of July 19,
2000, by and among Foothill Capital Corporation, FRI-MRD Corporation
and Prandium, Inc.
10.4 Amended, Restated and Consolidated Security Agreement, dated as of
July 19, 2000, by and among Foothill Capital Corporation, Prandium,
Inc., FRI-MRD Corporation, FRI-Admin Corporation, Koo Koo Roo, Inc.,
The Hamlet Group, Inc. and each of the subsidiaries of Chi-Chi's, Inc.
identified on the signature pages thereto.
10.5 Amended, Restated and Consolidated Stock Pledge Agreement, dated as of
July 19, 2000, by and among Prandium, Inc., FRI-MRD Corporation, Chi-
Chi's, Inc. and Foothill Capital Corporation.
10.6 Amended and Restated Trademark Security Agreement, dated as of July
19, 2000, by and among Chi-Chi's, Inc. and Foothill Capital
Corporation.
