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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
January 17, 1997
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Date of Report
(Date of earliest event reported)
Bullet Sports International, Inc.
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(Exact name of Registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-25682 13-3561882
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(Commission file number) (IRS employer identification no.)
2803 South Yale
Santa Ana, California 92704
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(Address of principal executive offices) (Zip code)
(714) 966-0310
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On January 22, 1997, Bullet Sports International, Inc. (the
"Company") issued a press release, a copy of which is attached hereto as
Exhibit 99.1 and made a part hereof, regarding the following matters: (i) the
filing by the Company's wholly-owned and primary operating subsidiary
Bullet-Cougar Golf Corporation ("Bullet-Cougar"), of a voluntary Chapter 11
petition for reorganization in the United States Bankruptcy Court, Central
District of California; (ii) the purchase of Bullet-Cougar's outstanding
revolving line of credit and an agreement to enter into a new loan agreement
by Bullet-Cougar with an outside financing source; and (iii) the Company's
financial results for the period ended November 30, 1996.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED. Not Applicable
b) PRO FORMA FINANCIAL INFORMATION. Not Applicable
c) EXHIBITS.
99.1 Press Release of Bullet Sports International, Inc. dated
January 22, 1997.
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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 hereunto duly authorized.
BULLET SPORTS INTERNATIONAL, INC.
/s/ John A. Haas
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John A. Haas
President and Chief Executive Officer
Date: January 21, 1997
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INDEX TO EXHIBITS
Exhibit 99.1 Press Release of Bullet Sports International, Inc., dated
January 22, 1997.
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FOR IMMEDIATE RELEASE
JANUARY 22, 1997
Contacts: Bullet Sports International
(714) 966-0310
Media Only -- Deborah Smith
Cohn & Wolfe Public Relations
(310) 226-3087
BULLET SPORTS REPORTS ON SUBSIDIARY CHAPTER 11 FILING AND
RELEASES THIRD QUARTER OPERATING RESULTS
SANTA ANA, CA -- Bullet Sports International, Inc. (NASDAQ Small Cap: PARR)
("BSI") reported today that on Jan. 17, 1997, its wholly-owned subsidiary and
principal operating entity, Bullet-Cougar Golf Corporation ("Bullet-Cougar")
filed for protection under Chapter 11 of the Bankruptcy Code in the United
States Bankruptcy Court for the Central District of California.
The Board of Directors of Bullet-Cougar decided to seek bankruptcy
protection after extensive efforts by BSI to obtain necessary working capital
through the issuance of additional equity and/or debt securities and
discussions with numerous potential lenders proved unsuccessful.
These efforts were hindered by BSI's capital structure and the
unwillingness of the holders of certain classes of BSI's equity securities and
of Bullet-Cougar's principal lender to accept modifications to the terms of
those equity securities and the lending agreement, respectively.
The Board of Bullet-Cougar determined that filing the Chapter 11 petition
might provide Bullet-Cougar the needed time and flexibility to restructure its
operations and obtain additional working capital.
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BULLET SPORTS INTERNATIONAL
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Prior to and in contemplation of the Chapter 11 filing, Bullet-Cougar's
secured loan with Deutsche Financial Services Corporation was purchased by
Clearwater Fund IV, LLC, a Delaware limited liability company ("Clearwater"),
which in turn, entered into a new loan agreement with Bullet-Cougar, maturing
July 31, 1997, in the amount of $1 million (taking into account the existing
loan balance of approximately $223,000, after application of certain
collateral by the former secured lender to the principal balance) (the
"Clearwater Loan" or the "Clearwater Loan Agreement").
The Clearwater Loan proceeds are required under the Clearwater Loan
Agreement to be used to pay designated operating expenses of Bullet-Cougar
during the Chapter 11 proceedings, and make certain purchases of inventory.
The Clearwater Loan Agreement contemplates that Bullet-Cougar's filing of a
Chapter 11 petition will not constitute a default so long as an interim or
emergency order for financing by Clearwater is entered in such case on or
before Feb. 14, 1997.
The Company and Bullet-Cougar are continuing to negotiate with Clearwater
regarding the possibility of additional debtor in possession financing being
provided to Bullet-Cougar during the pendency of the Bullet-Cougar Chapter 11
proceedings, but no agreements have been reached as of Jan. 21, 1997.
In other developments, BSI also reported its third quarter operating
results, for the three and nine months ended Nov. 30, 1996. Revenues for the
three months ended Nov. 30, 1996 were $1,674,000 compared to $3,240,000 for
the same period of the prior year. Net loss for the three months ended
Nov. 30, 1996 was $2,572,000 or $.63 per common share, compared to a net loss
of $943,000, or $.30 per common share for the comparable prior year.
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BULLET SPORTS INTERNATIONAL
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Revenues for the nine months ended Nov. 30, 1996 were $5,849,000,
compared to $12,134,000 for the same period of the prior year. Net loss for
the nine months ended Nov. 30, 1996 was $4,805,000, or $1.32 per common
share, compared to the net loss of $1,785,000 or $.85 per common share in the
same period of the prior year.
The Company's level of sales and marketing activities continued to be
unfavorably impacted during the third quarter as a result of continuing
restrictions in its principal lending agreement limiting available working
capital. Additionally, as a result of Bullet-Cougar's Chapter 11 filing and
circumstances relating to this event, realization of assets and satisfaction
of liabilities is subject to uncertainty.
A plan of reorganization could materially change the amounts reported as
historical operating results, which do not give effect to adjustments to the
carrying values of assets and liabilities, which may be necessary as a
consequence of the confirmation and implementation of a plan of
reorganization. The ability of Bullet-Cougar to continue as a going concern
is dependent on, among other things, confirmation of an acceptable plan of
reorganization, future profitable operations and the ability to generate
sufficient cash from operation and obtain financing sources to meet future
obligations.
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain qualifying forward-looking statements. Certain
information included in this news release and other materials filed or to be
filed by the Company with the Securities and Exchange Commission (as well as
certain information included in oral statements or other written statements
made or to be made by the Company) contains statements that are
forward-looking, such as statements relating to projected financial items and
results, plans for future
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BULLET SPORTS INTERNATIONAL
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expansion and other business development activities, capital spending or
financing sources, capital structure, the effects of a plan of reorganization
in Chapter 11 proceedings which have been commenced by Bullet-Cougar, the
Company's principal operating subsidiary, and regulation and competition.
Such forward-looking information involves important risks and
uncertainties that could significantly impact anticipated results in the
future and, accordingly, such results may materially differ from those
expressed in any forward-looking statements by or on behalf of the Company.
Bullet Sports International, Inc. is headquartered in Santa Ana, Calif.
The company is a full-line manufacturer of golf equipment and accessories,
which includes clubs, bags and golf balls.
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