FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
DATE OF REPORT (Date of earliest event reported): June 11, 1998
CREATIVE RECYCLING TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Georgia 0-28704 84-1122431
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification No.)
3500 Parkway Lane, Suite 435
Norcross, Georgia 30092
(Address of Principal Executive Offices)
Registrant's telephone number: (770)729-9010
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FORM 8-K
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On May 31, 1998, the Company ceased operations at its dinner theatre in
Clearwater, Florida as a result of continuing operating losses at the facility.
The dinner theatre operated out of space leased by a wholly owned subsidiary of
the Company, Classic Restaurants International, Inc., a Florida corporation
("Florida Classic"). The dinner theatre operations were conducted by another
wholly-owned subsidiary of the Company, Musicana-Clearwater, Inc., a Florida
corporation ("Musicana"). Florida Classic is in default on its lease and has
received a termination notice from the landlord. In addition, an accident
victim with a judgment of approximately $10,000 against Musicana has garnished
Musicana's bank accounts and levied on all furniture and equipment in the
dinner theatre. In order to provide the Company time to locate a buyer for the
dinner theatre assets and/or to conduct an orderly liquidation of its assets,
the Company is planning to file a Chapter 11 petition for Florida Classic and
Musicana.
Florida Classic continues to operate a dinner theatre in Boca Raton, Florida,
and has no plans to sell, dispose of or cease operations at that facility at
this time.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Not applicable.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Not applicable.
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
The following information is furnished in accordance with Item 701
of Regulation S-B as to all equity securities of the Registrant sold by the
Registrant that were not registered under the Securities Act of 1933 ("Act")
in reliance upon Regulation S under the Act.
A. Title and Amount of Securities Sold and Date of the
Transactions.
On June 11, 1998, the Registrant sold 2,000 units for $1.50
per unit, each unit consisting of one share of Class A Common Stock and one
Series A Warrant.
On June 19, 1998, the Registrant sold 12,020 units for $1.50
per unit, each unit consisting of one share of Class A Common Stock and one
Series A Warrant.
B. Name of Placement Agent and Description of Offerees
The Placement Agent was Brown & Lampe, Vienna, Austria. The
units were offered to non-U.S. persons by Brown & Lampe.
C. Consideration Received
Total consideration paid with respect to the sale on June 11,
1998 was $3,000 ($1.50 per unit), an underwriting commission of $1,000 was
paid, with Registrant receiving net funds of $2,000.
Total consideration paid with respect to the sale on June 19,
1998 was $18,030 ($1.50 per unit), an underwriting commission of $6,010 was
paid, with Registrant receiving net funds of $12,020.
D. Exemption from Registration Claimed
The securities were only offered to Non-U.S. persons eligible
for utilization of Regulation S under the Act as not being a "U.S. person" as
defined in Rule 902(o). Each purchaser has executed a Subscription Agreement
in which the purchaser represents that he/she is a non-U.S. person and is
otherwise eligible to purchase securities in accordance with the exemption
provided by Regulation S under the Securities Act of 1933.
E. Description of Convertible Securities
Each Series A Warrant is convertible into one share of Class A
Common Stock at an exercise price of $3.50 per share on or before December
31, 2003.
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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 hereunto duly authorized.
CREATIVE RECYCLING TECHNOLOGIES, INC.
Date: 7/13/98 By: /s/ James R. Shaw
_____________________________
James R. Shaw, President
