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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(AMENDMENT NO. 1)(1)
CORZON, INC.
(formerly Harvest Restaurant Group, Inc.)
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
22111X 107
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(CUSIP Number)
Philip S. Clark
FINOVA Mezzanine Capital Inc.
500 Church Street, Suite 200
Nashville, TN 37219
615/256-0701
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 2, 2000
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP NO. 22111X 107 13D PAGE 2 OF 5 PAGES
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
FINOVA Mezzanine Capital Inc. (successor-in-interest to Sirrom
Funding Corporation) I.D. No. 62-1583116
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
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7 SOLE VOTING POWER
NUMBER OF
2,562,694 Shares of Common Stock (see no. 11 below)
SHARES ----------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY ----------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 2,562,694 shares of common stock (see no. 11 below)
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PERSON WITH 10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,562,694 shares of common stock. Additionally, FINOVA Mezzanine
Capital Inc. also owns 1,700 shares of Series D Convertible Preferred
Stock, which may be convertible into shares of Common Stock upon the
occurrence of certain conditions.
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.85% (8.84% if shares of Series D Convertible Preferred Stock become
eligible for conversion into Common Stock)
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14 TYPE OF REPORTING PERSON*
CO
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* SEE INSTRUCTIONS BEFORE FILLING OUT!
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SCHEDULE 13D
This first amendment to Schedule 13D (this "First Amendment") amends an
initial statement on Schedule 13D filed by reporting person on January 25, 1999,
with respect to the common stock of Corzon, Inc., successor in interest to
Harvest Restaurant Group, Inc. (the "Company"). This First Amendment amends
Items 1-7.
ITEM 1. SECURITY AND ISSUER
Item 1 is amended and supplemented by the following:
This statement relates to the Common Stock, par value $.001 (the
"Shares"), of the Company, the principal executive offices of which are located
at 1087 Broad Street, Suite 402, Bridgeport, CT 06604.
ITEM 2. IDENTITY AND BACKGROUND
Item 2 is amended and supplemented by the following:
This statement is being filed by FINOVA Mezzanine Capital Inc., a
Tennessee corporation and successor in interest to Sirrom Funding Corporation
("FINOVA"). FINOVA's principal business is lending money to small and middle
size businesses in the United States. FINOVA's business address is 500 Church
Street, Suite 200, Nashville, TN 37219.
ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATION.
Item 3 is deleted in its entirety and replaced by the following:
Pursuant to stock purchase warrants, FINOVA paid the purchase price
for 756,331 shares of Common Stock by crediting indebtedness and obligations of
one of the subsidiaries of the Company. Additionally, with respect to 1,806,363
shares of Common Stock, FINOVA received those shares upon foreclosure pursuant
to Pledge and Security Agreements issued in favor of FINOVA. Additionally, the
1,700 shares of Series D Convertible Preferred Stock were issued by the Company
to FINOVA in settlement of litigation between FINOVA and the Company as set
forth with more particularity in Item 4.
ITEM 4. PURPOSE OF TRANSACTION.
Item 4 is amended and supplemented by the following:
On June 22, 2000, FINOVA commenced litigation against the Company
arising out of the guarantee made by Harvest Restaurant Group, Inc. (a
predecessor to the Company) of approximately $2,000,000 in credit extended to
certain subsidiaries in January 1999. A settlement agreement between the parties
was reached on November 2, 2000 whereby the
(Page 3 of 5 Pages)
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Company issued to FINOVA 1,700 shares of Series D Convertible Preferred Stock
along with a cash payment of $50,000. Each share of Series D stock is
convertible into a certain number of shares of Common Stock based upon a 20%
discount to the market value of the Company's Common Stock. FINOVA has agreed
not to convert its Series D shares into Common Shares for a period of 180 days
or, if after discount the market value of the Company's Common Stock is less
than $0.3 per share. Additionally, in no event, except upon the maturity of this
Series D Stock, can FINOVA convert its Series D shares into Common Stock to the
extent that the sum of the shares of Common Stock to be issued to FINOVA upon
conversion and the shares of Common Stock issued to FINOVA upon any prior
conversion exceed 4.99% of the outstanding shares of Common Stock of the Company
(excluding the shares of Common Stock which may be deemed beneficially owned to
the unconverted portion of the Series D Preferred Stock).
ITEM 5. INTEREST IN THE SECURITIES OF THE ISSUER.
Item 5 is deleted in its entirety and replaced by the following:
(a) FINOVA beneficially owns 2,562,694 Shares of the Company which
represent approximately 3.85% of the outstanding Shares.
(b) Purchaser beneficially owns 1,700 shares of Series D Convertible
Preferred Stock which, pursuant to the agreements between the
Company and FINOVA, upon the occurrence of certain events,
a portion of which may be converted into up to 4.99% of the
outstanding shares of the Company.
ITEM 6. CONTRACTS, ARRANGEMENTS AND UNDERSTANDINGS AND RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Item 6 is deleted in its entirety and replaced by the following:
See Item 4.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Item 7 is deleted in its entirety and replaced by the following:
Settlement Agreement and exhibits dated November 2, 2000 by and
among FINOVA Mezzanine Capital Inc., Hartan, Inc. and Corzon, Inc. (filed as
Exhibit 10.7 to the Company's report on Form 8-K filed November 7, 2000 and
incorporated herein by reference).
(Page 4 of 5 Pages)
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
November 12, 2000
FINOVA Mezzanine Capital Inc.
/s/ Philip S. Clark
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By: Philip S. Clark
Title: Vice President-Group Counsel
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name of any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
federal criminal violations (see 18 U.S.C. 1001).
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