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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: June 28, 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 2. Acquisition or Disposition of Assets
On June 28, 2000, the Registrant announced it had completed the sale of its
El Torito Restaurant Division to Acapulco Acquisition Corp. ("Acapulco") of Long
Beach, California. The El Torito Restaurant Division was comprised of El Torito
Franchising Company and El Torito Restaurants, Inc., both indirect subsidiaries
of the Registrant. In consideration for the El Torito Restaurant Division, the
Registrant received, subject to certain post-closing adjustments based on a
closing balance sheet, $129.5 million, consisting of $114.7 million in cash,
$9.8 million through assumption of certain debt of the El Torito Restaurant
Division by Acapulco, and $5 million deposited in escrow. The sale was
completed pursuant to the Stock Purchase Agreement dated March 27, 2000, by and
among the Registrant, FRI-MRD Corporation, a subsidiary of the Registrant, and
Acapulco (filed as Exhibit 2(b) to the Registrant's Form 10-K filed with the
Securities and Exchange Commission on March 29, 2000), as amended by Amendment
No. 1 thereto dated June 28, 2000 (attached hereto as Exhibit 2.2).
On June 28, 2000, the Registrant issued a news release announcing the sale
of the El Torito Restaurant Division. A copy of such news release is attached
hereto as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(b) Pro Forma Financial Information
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It is impractical to provide the required pro forma financial information
at the date of the filing of this Form 8-K. The required pro forma financial
information will be filed by amendment as soon as practicable but not later than
sixty days after the date on which this Form 8-K must be filed.
(c) Exhibits
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Exhibit Description
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2.1 Stock Purchase Agreement dated March 27, 2000, by and among the
Registrant, FRI-MRD Corporation and Acapulco (filed as Exhibit 2(b) to
the Registrant's Form 10-K filed with the Securities and Exchange
Commission on March 29, 2000).
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2.2 Amendment No. 1 to Stock Purchase Agreement dated June 28, 2000, by
and among the Registrant, FRI-MRD Corporation and Acapulco.
99.1 Press Release of the Registrant dated June 28, 2000.
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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 5, 2000
PRANDIUM, INC.
By: /s/ Robert T. Trebing, Jr.
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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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2.1 Stock Purchase Agreement dated March 27, 2000, by and among the
Registrant, FRI-MRD Corporation and Acapulco (filed as Exhibit 2(b) to
the Registrant's Form 10-K filed with the Securities and Exchange
Commission on March 29, 2000).
2.2 Amendment No. 1 to Stock Purchase Agreement dated June 28, 2000, by
and among the Registrant, FRI-MRD Corporation and Acapulco.
99.1 Press Release of the Registrant dated June 28, 2000.
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