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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): September 9, 1999
Tanner's Restaurant Group, Inc.
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(Exact name of Registrant as specified in charter)
Texas 33-95796 76-0406417
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(State or other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification Number)
5500 Oakbrook Parkway, Suite 260, Norcross, Georgia 30093
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(Address of principal executive offices) (Zip Code)
(770) 248-2298
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(Registrant's Telephone Number, including Area Code)
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Item 5. Other Events.
On September 9, 1999, Tanner's Restaurant Group, Inc. received the final
$1,500,000 installment of a $6,000,000 financing commitment from certain outside
investors. We issued 1,500 shares of our Series D preferred stock and 150,000
warrants to purchase shares of our common stock to these investors in connection
with the final installment. We have described the $6,000,000 financing
commitment and the terms of the Series D preferred stock in our SEC filings,
including our registration statement on Form SB-2, as amended, which the SEC
declared effective on September 9, 1999. For further information regarding the
receipt of this final $1,500,000 installment, see the press release filed as an
exhibit with this Report on Form 8-K, which is incorporated into this Report by
this reference.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro Forma Financial Statements
Not applicable.
(c) Exhibits
Exhibit No. Description
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99.1 Press release dated September 20, 1999.
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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.
TANNER'S RESTAURANT GROUP, INC.
Dated: September 23, 1999 By: /s/ Timothy R. Robinson
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Timothy R. Robinson
Chief Financial Officer and Secretary
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release dated September 20, 1999.
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EXHIBIT 99.1
Company Press Release
Tanner's Receives Final $1.5 Million Installment From a Group of Outside
Investors
Funds to Be Used for Completion of Crabby Bob's Acquisition
NORCROSS, Ga.--Sept. 20, 1999--Tanner's Restaurant Group Inc. (OTC BB:ROTI),
which owns, operates and franchises branded restaurant concepts, Monday
announced that it has received the final $1.5 million installment on a $6
million investment from a group of outside investors.
The majority of the $1.5 million will be used to complete the acquisition of the
assets of Crabby Bob's Seafood Grill from Pacific Ocean Restaurants Inc. Crabby
Bob's is an award-winning Southern California-based restaurant concept that
offers fresh seafood, crab, chicken, ribs and a full-service bar. Closing of the
Crabby Bob's acquisition is subject to customary closing conditions.
Commenting on the closing of the $6 million investment commitment, Tanner's
Chairman Clyde Culp stated: "When we formed Tanner's Restaurant Group in January
of this year by merging the company that operated our Rick Tanner's Original
Grill restaurants into a subsidiary of Harvest Restaurant Group Inc., the
commitment by a group of outside investors to invest $6 million in the combined
entity was a major consideration.
"With this final $1.5 million installment, we will focus on implementing our
strategy of developing new restaurants, opening franchise restaurants and
evaluating opportunities to acquire complementary restaurant concepts."
Additionally, Culp said: "We have already begun the process of integrating the
operations of the two companies in contemplation of the closing of the
acquisition. We are excited to have Crabby Bob's CEO John Creed and his team on
board and are looking forward to the expansion of both concepts."
About Tanner's Restaurant Group
Tanner's Restaurant Group is a developer, operator and franchiser of branded
restaurant concepts. The company's flagship operation is the 10-location chain
of Rick Tanner's Original Grill restaurants, centered in the southeastern United
States.
Rick Tanner's offers a casual dining experience, generous portions and
high-quality foods at reasonable prices. The menu offers more than 40 entrees,
15 appetizers and 15 vegetables and side dishes, with an emphasis on food that
is fresh and cooked to order.
Meals are available on both an eat-in and take-out basis, and the restaurant is
positioned between home meal replacement concepts and traditional sit-down
restaurants that are not designed to cater to the take-out business.
This news release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Although the company believes the
expectations reflected in the forward-looking statements are based on reasonable
assumptions, the company's actual results could differ materially from those set
forth in the forward-looking statements. Certain factors that might cause such a
difference include but are not limited to the following: construction of new
restaurants may not be completed on schedule, or the opening of such restaurants
may be delayed because of other factors such as staffing shortages or delays in
the delivery or installation of equipment, and the acquisition of Crabby Bob's
may not be completed as the company anticipates.
