UNITED STATES
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: March 23, 2005
(Date of earliest event reported)
Worldwide Restaurant Concepts, Inc.
(Exact name of Registrant as specified in its charter)
| | | | |
| Delaware | | 1-10711 | | 95-4307254 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification Number) |
15301 Ventura Blvd., Building B, Suite 300, Sherman Oaks, CA. 91403
(Address of principal executive offices, including zip code)
(818) 662-9800
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrants under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under Exchange Act (17 CFR 240.14d- 2b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under Exchange Act (17 CFR 240.13e- 4c)) |
ITEM 2.02 Results of Operations and Financial Condition
On March 24, 2005, Worldwide Restaurant Concepts, Inc. issued a press release announcing preliminary financial results for the third quarter of fiscal year 2005. A copy of the release is attached as Exhibit 99.
This Report on Form 8-K is being furnished pursuant to Item 2.02 Results of Operations and Financial Condition. The information furnished is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
ITEM 4.02(a) Non-reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Report
Following a review of its lease accounting policies, the Company has decided to correct its method of accounting for real property lease transactions as set forth in the Company’s press release attached to this Current Report on Form 8-K as Exhibit 99.1. On March 23, 2005, the Company’s Audit Committee concluded that it concurred with management’s recommendation that the Company restate its financial statements for the fiscal years ended April 30, 2002, 2003 and 2004, to correct errors in Company’s lease accounting. The Company’s Audit Committee has discussed the matters disclosed in this filing under Item 4.02(a) with the Company’s independent accountants.
The Company recommends non-reliance on such historical financial statements until such financial statements have been refiled with the SEC.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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Exhibit No.
| | Description
|
| 99.1 | | Press Release dated March 24, 2004 |
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 hereunder duly authorized.
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| Date: March 24, 2005 | | Worldwide Restaurant Concepts, Inc. |
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| | | By: | | /s/ A. Keith Wall
|
| | | Name: | | A. Keith Wall |
| | | Title: | | Vice President and CFO |
