CIAO CUCINA CORP
8-K, 1998-01-20
EATING PLACES
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                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

                      Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                        Date of Report (Date of Earliest
                        Event Reported): January 20, 1998


                             CIAO CUCINA CORPORATION
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                                         <C>                                         <C>
         OHIO                                        000-21745                          31-1357862
(State or other jurisdiction                (Commission File Number)                    (IRS Employer
      of incorporation)                                                                 Identification No.)
</TABLE>


              700 Walnut Street, Suite 300, Cincinnati, Ohio 45202
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (513) 241-9161


<PAGE>   2

                    INFORMATION TO BE INCLUDED IN THE REPORT

ITEMS 1, 2, 3, 4, 6 and 8 are not applicable and are omitted from this report.

ITEM 5.  OTHER EVENTS

   The press release of Ciao Cucina Corporation, dated January 20, 1998, is
attached hereto as Exhibit 99 and incorporated by reference in this Current
Report on Form 8-K.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(a)  Financial Statements of Business Acquired

     N/A

(b)  Pro Forma Financial Information

     N/A

(c)  Exhibits

     Number                     Description
     ------                     -----------

       99                       Press Release dated January 20, 1998


<PAGE>   3

                                   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 thereunto duly authorized.

                                        CIAO CUCINA CORPORATION


Date:    January 20, 1998               By: /s/ Catherine C. Jetter
                                           ------------------------
                                        Catherine C. Jetter
                                        Executive Vice President
                                        Chief Financial Officer



<PAGE>   1

Exhibit 99
- ----------



                              FOR IMMEDIATE RELEASE
                              ---------------------

January 20, 1998                               Contact: Carl A. Bruggemeier
                                                (513) 241-9161

   As part of its overall effort to strengthen operating results, Ciao Cucina
Corporation (CIAO) announced today that it has engaged an independent turnaround
consultant, closed two restaurant units and reached an agreement with Blue Chip
Capital Fund for short term financing to meet immediate cash needs.

   The Company announced that it has engaged Parentis Corporation, the firm led
by Stephen J. Kent, to assist in the development and implementation of business
planning activities. Mr. Kent, whose practice specializes in turnaround
management in addition to providing ongoing involvement in several operating
companies he has acquired, was engaged several weeks ago. The decisions to close
certain restaurants and to reevaluate other development projects have included
consultation with Mr. Kent, who has been actively involved in the ensuing
negotiations with the Company's landlords.

   The Company also confirmed that it has closed its restaurants in Hackensack
(New Jersey) and Ft. Lauderdale (Florida). Both closings are consistent with the
Company's December 23, 1997 announcement that it would close two restaurant
units during the first quarter of 1998.

   A short term agreement was reached last week with Blue Chip Capital Fund, a
venture capital fund, to provide financing required for working capital and
certain expenses associated with restaurant closings and lease termination
agreements.

   The Company has undertaken an intensive examination of corporate overhead and
has implemented the reductions in staff which were announced earlier.
Commitments for future restaurant locations are being reevaluated, although the
new unit planned for Cleveland (Ohio) is unaffected by these efforts. The
Cleveland project is a 5,700 square foot restaurant and an 11,500 square foot
banquet facility, both of which are under construction and scheduled to open
during February of 1998.

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