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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 (Date of earliest event reported) November 21, 2000
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CHART HOUSE ENTERPRISES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-9684 33-0147725
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(State of other jurisdiction of (Commission (I.R.S. Employer
Incorporation or organization) File Number) Identification No.)
640 North LaSalle, Suite 295, Chicago, Illinois 60610
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (312) 266-1100
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
On November 21, 2000, Chart House, Inc., a wholly-owned subsidiary of the
Registrant ("CHI"), borrowed $2,000,000 pursuant to a Subordinated Promissory
Note and Guaranty (the "Note") dated November 21, 2000 in favor of Samstock,
L.L.C. (the "Subordinated Lender"). The Subordinated Lender is a holder of the
Registrant's common stock and an affiliate of Samuel Zell, the Registrant's
Chairman of the Board. Pursuant to the Note, the Registrant has guaranteed the
obligations of CHI under the Note. In addition, certain subsidiaries of the
Registrant have guaranteed the obligations of CHI under the Note pursuant to a
Guaranty dated as of November 21, 2000 made by such subsidiaries in favor of the
Subordinated Lender (the "Guaranty"). Obligations owing to the Subordinated
Lender under the Note are subordinated to amounts owing under the Registrant's
Revolving Credit and Term Loan Agreement pursuant to a Subordination Agreement
(the "Subordination Agreement") dated as of November 21, 2000 among Fleet
National Bank, as agent for the banks under the Revolving Credit and Term Loan
Agreement, the Subordinated Lender, CHI, the Registrant and each of the
subsidiaries party to the Guaranty. The Note, Guaranty and Subordination
Agreement are attached hereto as Exhibits 10.18, 10.19 and 10.20, respectively.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
10.18 Subordinated Promissory Note and Guaranty dated as of November 21,
2000.
10.19 Guaranty dated as of November 21, 2000 in favor of Samstock, L.L.C.
10.20 Subordination Agreement dated as of November 21, 2000 between Fleet
National Bank, Samstock, L.L.C., Chart House, Inc., Chart House Enterprises,
Inc. and selected subsidiaries.
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SIGNATURES
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 thereunto duly authorized.
CHART HOUSE ENTERPRISES, INC. (Registrant)
Date: December 15, 2000 By: /s/ Thomas J. Walters
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Thomas J. Walters
President and Chief Executive Officer
By: /s/ William M. Sullivan
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William M. Sullivan
Executive Vice President and
Chief Financial Officer
