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: October 14, 1997
Grand Havana Enterprises, Inc.
(Exact name of the registrant as specified in its charter)
Delaware 0-24828 95-442837
(State or other (Commission (IRS Employer
jurisdiction of File Number) I.D. Number)
Incorporation)
1990 Westwood Blvd., Los Angeles, CA. 90025
(Address of principal executive offices) (Zip Code)
(310) 475-5600
Registrant's telephone number,
including area code
United Restaurants, Inc.
(Former name or former address, if changed from last report)
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Item 9. Sales of Equity Securities Pursuant to Regulation S.
On October 14, 1997, Grand Havana Enterprises, Inc. (the "Company")
concluded a Regulation S offering of 3,229,267 units, to a total of 10 non-U.S.
investors, each unit consisting of one share of Common Stock and a warrant to
purchase 1/2 share of Common Stock exercisable at $1.50 per share of Common
Stock for aggregate gross proceeds to the Company of approximately $2,650,000.
In connection with this offering, the Company paid a placement fee to Baytree
Associates, Incorporated, the selling agent, of 10%, a non-accountable expense
allowance of 3%, and, in addition, delivered a warrant to purchase 600,000
shares of Common Stock exercisable at $.85 per share as a finder's fee. This
offering was exempt from registration under the Securities Act of 1933, as
amended, pursuant to Regulation S promulgated thereunder.
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 duly authorized.
GRAND HAVANA ENTERPRISES, INC.
Date: October 14, 1997 BY: /s/ Stanley Shuster
----------------------------
Stanley Shuster
Executive Vice President