Looks like we're delayed until Aug 28, and then this one gets a 33% steak, I mean stake.
PENDING ACQUISITION
On March 13, 2000 the Company entered into revised definitive agreement to acquire the Fatburger hamburger chain ("Fatburger"). The Company is to close the acquisition by April 28, 2000. Fatburger, founded in 1952, currently operates 13 company owned Fatburger restaurants in the Los Angeles, California market and franchisees 21 restaurants in Southern California and Las Vegas, Nevada under the Fatburger brand. The purchase price of the acquisition is $8,100,000 plus $125,000 in sellers expenses or which $1,750,000 has been paid as of March 13, 2000.
In April 2000, the Company entered into a joint venture agreement with JD Enterprises, L.L.C. ("JDE") to fund the remaining purchase price and pay certain costs incurred by Fatburger's owner. Terms of the agreement call or (a) the Company to secure $3,000,000 in Senior Debt financing for NEWCO, and (b) JDE to pay $2,000,000 and secure Subordinate loan financing of $2,000,000. Proceeds of this funding in excess of that required to close the Fatburger transaction totaling $525,000 will be retained for working capital purposes. Upon closing the Fatburger transaction, all of the acquired assets of Fatburger will be assigned to a newly-incorporated holding company ("NEWCO") of which the Company will own thirty-three percent and JDE sixty-seven percent of the issued and outstanding common stock. The Company will then enter into a Development Agreement with NEWCO granting the Company exclusive rights to franchise Fatburger restaurants in Texas and Georgia and the first right of refusal on South Carolina.
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Paul |