<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20559
FORM 10-KSB/A
(Mark One)
(x) Annual Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1998
or
( ) Transition Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
Commission file number 000-22845
CREATIVE HOST SERVICES, INC.
(Exact name of registrant as specified in its charter)
California 33-1069494
(State of Incorporation) (I.R.S. Employer Identification No.)
6335 FERRIS SQUARE, SUITES G-H, SAN DIEGO, CALIFORNIA 92126
(Address of principal executive offices) (Zip Code)
(619) 587-7300
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange On
Title of Each Class Which Registered
COMMON STOCK NASDAQ
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes x No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. / /
Revenues for fiscal year 1998 were $14,720,350
The aggregate market value of voting stock held by non-affiliates of the
registrant was $2,771,885 as of March 25, 1999 (computed by reference to the
last sale price of a share of the registrant's Common Stock on that date as
reported by NASDAQ).
There were 3,211,033 shares outstanding of the registrant's Common Stock as
of March 25, 1999.
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<CAPTION>
Exhibit No. Description Page No.
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<C> <S> <S>
3.1 Amended and Restated Articles of Incorporation*
3.2 Bylaws*
4.1 Specimen Certificate for Common Stock*
4.3 Warrant Agreement (including form of Warrant
Certificate)*
10.1 1997 Stock Option Plan*
10.2 Employment Agreement between the Company and Sayed
Ali*
10.3 Lease Space In The Cedar Rapids Municipal Airport
Terminal For The Purpose of Operating Food/Beverage,
News/Gift, And Airline Catering Concessions dated as
of September 16, 1996 between the Company and Cedar
Rapids Airport Commission.*
10.4 Food And Beverage Concession Agreement And Lease dated
as of October 4, 1996 between the Company and Richland
-Lexington Airport District.*
10.5 Agreement between the Company and Delta Airlines.*
10.6 Concession And Lease Agreement dated as of May 24,
1996 between the Company and Lehigh-Northhampton
Airport Authority.*
10.7 Food And Beverage Concession Agreement And Lease
Bluegrass Airport between the Company and Lexington-
Fayette Urban County Airport Board.*
10.8 Food And Beverage Concession Agreement dated as of
July 26, 1995 between the Company and Outagamie
County.*
10.9 Food And Beverage Lease And Concession Agreement dated
as of May 17, 1996 between the Company and Roanoke
Regional Airport Commission.*
10.10 Food And Beverage Concession Agreement dated as of
October 24, 1995 between the Company and the County of
Dane.*
10.11 Food And Beverage Concession Lease Agreement dated as
of June 10, 1994 between the Company and the Port of
Portland.*
10.12 Concession Agreement dated as of March 25, 1995
between the Company and City of Los Angeles.*
10.13 License And Use Agreement Food/Beverage Service
Aspen/Pitkin County Airport 1994 Through 1999 dated as
of April 1994 between the Company and Board of County
Commissions of Pitkin County Colorado.*
10.14 Food Court Agreement dated as of November 14, 1996
between the Company and City and County of Denver.*
10.15 Agreement between the Company and the City and County
of Denver as of November 19, 1996.*
10.16 Agreement dated as of February 8, 1996 between the
Company and the County of Orange.*
10.17 Concession Agreement for Food and Beverage Operations
at the Des Moines International Airport between the
Company and the City of Des Moines, Iowa dated as of
June 2, 1997.**
10.18 Concession Agreement between the City of Los Angles
Department of Airports and the Companing Covering the
Operation and Management of the Food and Beverage
Package #3 Concession at Ontario International
Airport.**
10.19 Concession Agreement and Lease between the Piedmont
Triad Airport Authority and the Company.**
10.20 Form of Franchise Agreement.*
10.21 TCBY Franchise Agreement dated October 29, 1996
between TCBY Systems, Inc., and St. Clair Development
Corporation.*
10.22 Industrial Real Estate Lease between the Company and
WHPX-S Real Estate Limited Partnership.*
27 Financial Data Schedule.
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23
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* Incorporated by reference from the exhibits included with the Company's
Registration Statement (No. 333-6722) on Form SB-2 filed with the SEC on
April 3, 1997.
**Incorporated by reference from the exhibits included with the Company's Annual
Report (No. 000-22845) on Form 10-KSB filed with the SEC on March 31, 1998.
(b) The following is a list of Current Reports on Form 8-K filed by the
Company during or subsequent to the last quarter of the fiscal year ended
December 31, 1998.
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: April 1, 1999 CREATIVE HOST SERVICES, INC.
By: /s/ Sayed Ali
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Sayed Ali, President
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
/s/ Sayed Ali Chairman of the Board and April 1, 1999
- ---------------------- President
Sayed Ali
/s/ Booker T. Graves Director April 1, 1999
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Booker T. Graves
/s/ John P. Donohue, Jr. Director April 1, 1999
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John P. Donohue, Jr.
/s/ Paul A. Karas Director April 1, 1999
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Paul A. Karas
24
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 139,743
<SECURITIES> 0
<RECEIVABLES> 491,356
<ALLOWANCES> 0
<INVENTORY> 439,422
<CURRENT-ASSETS> 1,151,587
<PP&E> 9,582,688
<DEPRECIATION> 0
<TOTAL-ASSETS> 11,271,356
<CURRENT-LIABILITIES> 2,186,159
<BONDS> 2,952,803
0
0
<COMMON> 5,971,764
<OTHER-SE> (770,022)
<TOTAL-LIABILITY-AND-EQUITY> 11,271,356
<SALES> 0
<TOTAL-REVENUES> 14,720,350
<CGS> 4,446,203
<TOTAL-COSTS> 14,138,679
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 84,839
<INCOME-PRETAX> 496,832
<INCOME-TAX> 16,300
<INCOME-CONTINUING> 480,352
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 480,352
<EPS-PRIMARY> 0.15
<EPS-DILUTED> 0.15
</TABLE>