-----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, ND0ApzoVy4myBIkUpwJKcN8HWzx67lqZDZkD3uYoEHWinnWOc/JzoI67pvqncRId qY0SL6YR/n3p1Yg+qYxR1A== 0000930661-02-000076.txt : 20020413 0000930661-02-000076.hdr.sgml : 20020413 ACCESSION NUMBER: 0000930661-02-000076 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011231 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TURBOCHEF TECHNOLOGIES INC CENTRAL INDEX KEY: 0000916545 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 481100390 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23478 FILM NUMBER: 2508456 BUSINESS ADDRESS: STREET 1: 10500 METRIC DRIVE SUITE 128 CITY: DALLAS STATE: TX ZIP: 75243 BUSINESS PHONE: 2143419471 MAIL ADDRESS: STREET 1: 10500 NETRIC DRIVE STREET 2: SUITE 128 CITY: DALLAS STATE: TX ZIP: 75243 FORMER COMPANY: FORMER CONFORMED NAME: TURBOCHEF INC DATE OF NAME CHANGE: 19940207 8-K 1 d8k.txt FORM 8-K 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): December 31, 2001 TURBOCHEF ECHNOLOGIES, INC. --------------------------- (Exact name of registrant as specified in its charter) Delaware 0-23478 48-1100390 -------- ------- ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 10500 Metric Drive, Suite 128, Dallas, Texas 75243 -------------------------------------------------- (Address of principal executive offices/Zip Code) Registrant's telephone number, including area code: (214) 379-6000 Former name, former address, and former fiscal year, if changed since last report: N/A --- Item 5. Other Events TurboChef Technologies, Inc. announced today that it completed private sales of its common stock. For more information, see the press release attached as Exhibit 99.1 hereto. Item 7. Financial Statements and Exhibits (c) Exhibits. 99.1 Press Release of TurboChef Technologies, Inc. dated January 10, 2002. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, TurboChef Technologies, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TURBOCHEF TECHNOLOGIES, INC. Date: January 11, 2002 By: /s/ Stuart Silpe -------------------------- Stuart Silpe Chief Financial Officer 3 EXHIBIT INDEX ------------- Description ----------- 99.1 Press release of TurboChef Technologies, Inc. dated January 10, 2002. 4 EX-99.1 3 dex991.txt PRESS RELEASE FOR IMMEDIATE RELEASE For additional information contact: Erik Lux, Investor Relations Telephone: 212-244-5553 Fax: 212-244-6044 IR@TurboChef.com ---------------- TurboChef Completes Private Placement of Common Stock New York, NY January 10, 2002 - TurboChef Technologies, Inc. (TRBO) announced it has completed a series of private placements of approximately 1.5 million shares of the Company's common stock resulting in net proceeds of approximately $4.8 million. In connection with these sales, TurboChef issued five-year warrants to purchase approximately 177,000 shares of its common stock at an average exercise price of $4.75. "This investment represents a significant inflection point in TurboChef's history. It allows the Company to execute our business plan by providing the initial resources to expand the direct sales and marketing efforts. Additional sales personnel and support staff are necessary to assure that pilot installations of our commercial ovens evolve into full scale product rollouts by our customers and will allow the Company to put selling structures into place that reach our potential client base. Previously announced pilot installations have included Albert Heijn's AH to Go and BP's Wild Bean Cafe in convenience store concepts, UGC and Loews movie cinemas, HMS Host in airport food concessions, Starwood Hotels in hospitality and Subway and Little Chef in the quick service restaurant segment," commented Jeffery Bogatin, Chairman and Chief Executive Officer of TurboChef. About TurboChef Technologies, Inc. - --------------------------------- TurboChef is a leader in kitchen technology. Its proprietary rapid-cook platform cooks faster than a microwave and produces results superior to a conventional oven. Its existing commercial technology cooks food seven to eight times faster than a conventional oven, needs no ventilation, reduces labor costs, increases menu flexibility and reduces equipment costs as well. The owner of twenty-one issued patents, and over forty patents pending, including patents regarding cooking technology and Internet business processes; TurboChef is focused on creating shareholder value by enhancing the food service proprietor's bottom line and the consumers' quality of life. Safe Harbor" Statement under Private Securities Litigation Reform Act of 1995 for TurboChef: Certain statements contained in this Press Release constitute "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward looking statements involve a number of known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to the Company's limited operating history, uncertainty of market acceptance and demand, likelihood of establishing additional alliances, probability of success of an Internet strategy, raising the necessary capital to fund an Internet based strategy, impact of competitive products and pricing, and other risks detailed in the company's filings with the Securities and Exchange Commission. The words "looking forward," "believe," "expect," "likely" and similar expressions identify forward looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as for the date the statement was made. TurboChef Technologies, Inc. undertakes no obligation to update any forward-looking statements contained in this news release. -----END PRIVACY-ENHANCED MESSAGE-----