-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GkpHi5olDrUip7WD1xyYHXNDHKebElkHhIy2j8Fww/8cyuBFmtiFz9VaqnU/iKCg sY60SKMA+5zMfScC5baMlQ== 0000912057-00-054198.txt : 20001221 0000912057-00-054198.hdr.sgml : 20001221 ACCESSION NUMBER: 0000912057-00-054198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001120 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NE RESTAURANT CO INC CENTRAL INDEX KEY: 0001061588 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-62775 FILM NUMBER: 792271 BUSINESS ADDRESS: STREET 1: 80A TURNPIKE ROAD CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5088709200 MAIL ADDRESS: STREET 1: 80 A TURNPIKE RD CITY: WESTBOROUGH STATE: MA ZIP: 01581 8-K 1 a2033715z8-k.txt 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K [X] Current Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported) November 20, 2000 ----------------- NE RESTAURANT COMPANY, INC. ---------------------------- (Exact name of registrant as specified in its charter) Commission File Number 333-62775 Delaware 06-1311266 - ------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 5 Clock Tower Place, Maynard, Massachusetts 01754 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (978) 897-1400 -------------- N/A (Former Name or former address, if changed since last report) Item 5. Other Information MAYNARD, MASSACHUSETTS, NOVEMBER 20, 2000. NE Restaurant Company, Inc. (NERCO) announced it has reached an agreement to sell to Brinker International, Inc. the forty Chili's Grill & Bar and seven On The Border Mexican Grill & Cantina locations currently operated by NERCO. In addition, four Chili's sites currently under development by NERCO will be part of the disposition. Total consideration, subject to closing adjustments, is approximately $93 million. The agreement calls for the transition of the 47 franchised restaurant properties including facilities, equipment and management teams to Brinker following a due diligence period. NERCO will continue to own and operate all locations of Bertucci's, its proprietary concept. "We have achieved exceptional financial success as well as enjoyed excellent corporate and personal relationships with Brinker during the past nine years as their largest franchisee," said Ben Jacobson, NERCO's Chairman and President. "At this time we have decided to invest our resources in the development of Bertucci's which we believe has extraordinary growth potential." NERCO currently owns and operates 72 Bertucci's Brick Oven Pizzeria restaurants featuring freshly prepared, Italian-style entrees made from original recipes, including gourmet pizzas and specialty pasta dishes. The statements contained in this press release that are not historical facts are forward-looking statements. These forward-looking statements involve risks and uncertainties and, consequently, could be affected by general business and economic conditions, the impact of competition, the seasonality of the company's business, governmental regulations, and inflation. Item 7. Exhibits (99) Press release, dated November 20, 2000 Page 2 of 4 SIGNATURE 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. NE RESTAURANT COMPANY, INC. ------------------------------------ (Registrant) Date: December 19, 2000 By: /s/ David J. Nace ------------------------------------ David J. Nace Chief Financial Officer and Executive Vice President Page 3 of 4 EX-99 2 a2033715zex-99.txt EXHIBIT 99 EXHIBIT 99 FOR IMMEDIATE RELEASE MONDAY, NOVEMBER 20, 2000 Contact: Gregory A. Pastore, Vice President & General Counsel NE Restaurant Company, Inc., Maynard, MA (978) 897-1430 November 20, 2000 NE RESTAURANT COMPANY, INC. ANNOUNCES PLANS TO SELL CHILI'S AND ON THE BORDER RESTAURANTS TO BRINKER INTERNATIONAL, INC. MAYNARD, MASSACHUSETTS, NOVEMBER 20, 2000. NE Restaurant Company, Inc. (NERCO) announced it has reached an agreement to sell to Brinker International, Inc. the forty Chili's Grill & Bar and seven On The Border Mexican Grill & Cantina locations currently operated by NERCO. In addition, four Chili's sites currently under development by NERCO will be part of the disposition. Total consideration, subject to closing adjustments, is approximately $93 million. The agreement calls for the transition of the 47 franchised restaurant properties including facilities, equipment and management teams to Brinker following a due diligence period. NERCO will continue to own and operate all locations of Bertucci's, its proprietary concept. "We have achieved exceptional financial success as well as enjoyed excellent corporate and personal relationships with Brinker during the past nine years as their largest franchisee," said Ben Jacobson, NERCO's Chairman and President. "At this time we have decided to invest our resources in the development of Bertucci's which we believe has extraordinary growth potential." NERCO currently owns and operates 72 Bertucci's Brick Oven Pizzeria restaurants featuring freshly prepared, Italian-style entrees made from original recipes, including gourmet pizzas and specialty pasta dishes. The statements contained in this press release that are not historical facts are forward-looking statements. These forward-looking statements involve risks and uncertainties and, consequently, could be affected by general business and economic conditions, the impact of competition, the seasonality of the company's business, governmental regulations, and inflation. 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