TANNERS RESTAURANT GROUP INC
8-K, 2000-02-01
EATING PLACES
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                       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 (Date of earliest event reported): January 28, 2000


                         Tanner's Restaurant Group, Inc.
                         -------------------------------
               (Exact name of Registrant as specified in charter)



            Texas                      33-95796                 76-0406417
            -----                      --------                 ----------
(State or other Jurisdiction   (Commission File Number)      (I.R.S. Employer
      of Incorporation)                                   Identification Number)


5500 Oakbrook Parkway, Suite 260, Norcross, Georgia               30093
- ---------------------------------------------------               -----
(Address of principal executive offices)                        (Zip Code)

                                 (770) 248-2298
                                 --------------
              (Registrant's Telephone Number, including Area Code)


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<PAGE>

Item 5. Other Events

     On January 28, 2000, Hartan, Inc., which is a wholly-owned subsidiary of
Tanner's Restaurant Group, Inc. (the "Company"), filed a voluntary petition
under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy
Court for the Northern District of Georgia. In addition, six wholly owned
subsidiaries of Hartan filed voluntary petitions under Chapter 11 in the same
jurisdiction. The six subsidiaries are Tanner's-Lawrenceville, Inc., Tanner's
Oaks, Inc., Tanner's Mill, Inc., Tanner's-Tucker, Inc., Tanner's/Vinings, Inc.
and Central Administration, Inc. Hartan and these six subsidiaries own
substantially all of the Company's assets.

     Further information about the filing of these bankruptcy petitions and
related information is contained in the Company's press release, dated January
31, 2000, a copy of which is attached hereto as Exhibit 99.1 and incorporated
herein by this reference.


Item 7. Financial Statements and Exhibits

(a)  Exhibits

     Exhibit No.      Description
     -----------      -----------

     99.1             Press release dated January 31, 2000.

<PAGE>




                                   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:  January 31, 2000                 By: /s/ Robert J. Hoffman
                                         -------------------------
                                         Robert J. Hoffman
                                         Acting Chief Executive Officer

<PAGE>



                                  EXHIBIT INDEX

Exhibit No.       Description
- -----------       -----------

99.1              Press release dated January 31, 2000.




                                                                    EXHIBIT 99.1


                         TANNER'S RESTAURANT GROUP, INC.

                              FOR IMMEDIATE RELEASE

         Tanner's Contact:
          Bob Hoffman, CEO
            770-248-2298



Tanner's Agrees to Sell Assets to Restaurant Teams International Through
Bankruptcy Process

Norcross, GA - January 31, 2000 - Tanner's Restaurant Group, Inc. ("Tanner's")
(OTCBB:ROTI) announced today that its wholly-owned subsidiary, Hartan, Inc., and
six of Hartan's subsidiaries filed for protection under Chapter 11 of the United
States Bankruptcy Code on January 28, 2000. Hartan and these six subsidiaries
own substantially all of the assets used in the operation of Tanner's
restaurants.

In connection with the bankruptcy filings, Tanner's announced that it has
entered into an agreement with Restaurant Teams International, Inc. (OTCBB:RTIN)
("RTI") whereby RTI has agreed to purchase substantially all of the assets of
Tanner's, Hartan and Hartan's subsidiaries as part of the Chapter 11
reorganization. Simultaneously with the Chapter 11 filings, Hartan and its
subsidiaries filed a motion with the court seeking approval of a
Debtor-in-Possession financing facility in the amount of $100,000, to be funded
by RTI for the purpose of enabling the continued operation of the Tanner's
business. Tanner's also entered into an agreement with RTI to allow RTI to
manage the Tanner's restaurant operations during the bankruptcy process. These
transactions are subject to the approval of the bankruptcy court, and Tanner's
hopes to complete the sale as soon as possible, although no dates have been
established by the Bankruptcy Court.

Bob Hoffman, acting CEO, speaking on behalf of Tanner's, said, "We are pleased
with the solutions and agreements reached with RTI. We expect that the
transition to RTI will allow our restaurants to continue operating."

Tanner's is an operator and franchisor of the nine-location chain of Rick
Tanner's Original Grill restaurants located in the metropolitan Atlanta area.

This press release contains forward-looking statements within the meaning of
Section 27-A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Although Tanner's believes the
expectations reflected in the forward-looking statements are based on reasonable
assumptions, the company's actual events or results could differ materially from
those set forth in the forward-looking statements. All actions contemplated by
Tanner's are subject to Bankruptcy Court approval.



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