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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: March 6, 1997
(Date of earliest event reported)
KOO KOO ROO, INC.
(Exact name of registrant as specified in its charter)
DELAWARE COMMISSION FILE: 22-3132583
(State or other jurisdiction 0-19548 (I.R.S. Employer
of incorporation or organization) Identification No.)
11075 SANTA MONICA BOULEVARD
SUITE 225
LOS ANGELES, CALIFORNIA 90025
(Address of principal executive offices, including zip code)
(310) 479-2080
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On March 6, 1997, Koo Koo Roo, Inc. (the "Registrant") disseminated a press
release announcing that it had signed a letter of intent to purchase 14
Hamburger Hamlet locations, which press release is filed herewith as Exhibit 5-1
and incorporated herein by this reference.
* * * * *
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT
NO. DESCRIPTION
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5-1 Press Release dated March 6, 1997
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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,
KOO KOO ROO, INC.
Date: March 7, 1997 By /s/ ROBERT F. KAUTZ
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Name: Robert F. Kautz
Title: President
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EXHIBIT INDEX
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5-1 Press Release dated
March 6, 1997
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[LETTERHEAD OF KOO KOO ROO
CALIFORNIA KITCHEN]
FOR IMMEDIATE RELEASE
KOO KOO ROO SIGNS LETTER OF INTENT TO PURCHASE 14
HAMBURGER HAMLET LOCATIONS
Los Angeles, March 6, 1997, Koo Koo Roo, Inc. (Nasdaq National Market:
KKRO) and Hamburger Hamlet Restaurants, Inc. (HAMB) jointly announced today that
they have executed a letter of intent to file a purchase agreement for Koo Koo
Roo to purchase fourteen Hamburger Hamlet restaurants out of bankruptcy for
approximately $11.45 million, consisting of $9.70 million in cash and 150,000
shares of restricted common stock, plus the assumption of the leases covering
the acquired restaurants. Of the units subject to the letter of intent, ten are
located in California and four are in the Washington, D.C. Beltway area.
Although based in California, Koo Koo Roo already has one restaurant under
construction in the Washington, D.C. area and additional units are in the
planning stage.
The purchase agreement to be filed pursuant to the letter of intent will be
subject to approval by the bankruptcy court and, additionally, contains certain
overbid protections for Koo Koo Roo. Remaining contingencies consisting
primarily of legal due diligence and lease reviews are to be released by Koo Koo
Roo by March 13, 1997.
If completed, Koo Koo Roo anticipates that over time it would co-locate its Koo
Koo Roo California Kitchen restaurant in several of the acquired restaurants.
In addition, the Company currently intends to test a menu insert profiling Koo
Koo Roo and offering selected Koo Koo Roo menu items on the Hamlet menu.
Hamburger Hamlet was one of the original family dining restaurants to offer
rotisserie chicken, which continues to be a significant percentage of entree
sales, and currently also offers a successful turkey burger item.
Ken Berg, Chairman and CEO of Koo Koo Roo said, "We are very pleased to have the
current management of the Hamlet restaurants join our Company. The loyal and
dedicated employees of Hamburger Hamlet will now be able to operate in a more
stable environment."
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Koo Koo Roo, Inc. Press Release
March 6, 1997
Page 2
Rob Kautz, President and CFO of Koo Koo Roo commented that "Our core business
continues to be the expansion of Koo Koo Roo California Kitchen restaurants in
the U.S. and worldwide. We believe this acquisition offers immediate financial
benefits and real estate opportunities for Koo Koo Roo. Additionally, if the
items to be added to the Hamlet menu on a test basis are well received, this
will gain exposure for the Koo Koo Roo brand to the Hamlet's approximately
60,000 customers a week in Los Angeles and Washington, D.C."
The purchase, if completed, will be financed through a debt package which the
Company is negotiating or through the application of cash on hand. Based on the
review of the historical financial information of Hamburger Hamlet, Koo Koo
Roo management presently expects the acquisition to be immediately accretive to
Koo Koo Roo's consolidated operating cash flow. Libra Investments, Inc., which
initiated the transaction, is advising Koo Koo Roo on the acquisition.
Koo Koo Roo operates 28 Koo Koo Roo California Kitchen restaurants, 24 of which
are located in California, two in Florida, one in Colorado, and one in New York,
serving freshly prepared foods including its Original Flame Broiled Skinless
Chicken(R). The Arrosto Coffee Company, a subsidiary, operates a coffee bean
micro-roastery which places over half of its output into licensed locations in
ten Koo Koo Roo restaurants. Color Me Mine, also a subsidiary, operates a 20,000
square foot ceramics plant in California and has ten company-owned and eight
franchised paint-your-own ceramic studios located in California, New Jersey and
Florida.
Forward-looking statements and comments in this press release are made pursuant
to the safe-harbor provisions of Section 21E of the Securities Exchange Act of
1934. Such statements relating to, among other things, the prospects for the
Company to complete the acquisition of certain assets of Hamburger Hamlet,
integrate those assets into its business, and enhance operating results, are
necessarily subject to risks and uncertainties, some of which are significant in
scope and nature. These risks include, among others, challenges related to the
integration of the Hamburger Hamlet assets as well as the management of the
Company's growth in general and competition. These risks are further discussed
in the periodic reports and registration statements filed by the Company from
time to time with the Securities and Exchange Commission.
