SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES ACT OF 1934
Date of Report (Date of earliest event reported) August 14, 1997
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Sizzler International, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-10711 95-4307254
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(Commission File Number) (IRS Employer Identification Number)
12655 West Jefferson Boulevard, Los Angeles, California 90066
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (310) 827-2300
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 3. Bankruptcy or Receivership
The Registrant and four of its subsidiaries became debtors-in-possession
under the federal Bankruptcy Code upon filing a Chapter 11 petition in June
1996. Plans of reorganization for two of the subsidiaries (not considered
material) were confirmed on February 24, 1997.
On August 14, 1997, the U.S. Bankruptcy Court of the Central District of
California entered an order confirming the Chapter 11 plans of reorganization of
Registrant and its subsidiaries Sizzler Restaurants International, Inc. ("SRI")
and Collins Properties, Inc. ("CPI").
The following is a summary of the material features of the Registrant's,
CPI's, and SRI's plans:
The Registrant. The Registrant acts as a holding and executive management
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company for its subsidiaries. Registrant's plan provides for full payment of
allowed creditors' claims, estimated as approximately $70 million, primarily
from the operation of Registrant's international division.
Holders of approximately $50 million of these claims will be issued five-
year notes under an indenture. The notes will bear interest at the floating
annual rate of prime plus 3 1/4%. The Registrant will secure the notes with a
pledge of the stock of its subsidiaries other than the reorganized SRI and its
subsidiaries. In addition, the notes will be guaranteed by the Registrant's
subsidiaries other than the reorganized SRI and its subsidiaries. The guarantee
will be secured by the principal operating assets of the significant guarantor
subsidiaries, consisting primarily of the international division.
Holders of the Registrant's publicly traded common stock, $.01 par value,
will not be diluted or impaired under the plan.
As of July 20, 1997, Registrant's international division consisted of 33
company-owned and 50 franchised Sizzler restaurants overseas, 97 Kentucky Fried
Chicken restaurants operated in Queensland, Australia, and 1 The Italian Oven
restaurant in Australia.
Sizzler Restaurants International, Inc. SRI operates the Registrant's
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domestic operations, consisting of 68 company-owned and 208 franchised Sizzler
restaurants in the United States, Puerto and Guam. SRI's plan provides for full
payment of allowed creditors' claims, estimated as approximately $25 million,
over a four-year period. SRI's obligations under the plan will be satisfied from
domestic division operations and from the net proceeds of the sale of certain
non-operating domestic division properties.
Holders of approximately $25 million of claims against SRI will receive an
interest in a trust for the benefit of creditors. The purpose of the trust is
to distribute funds to holders of claims from cash installment payments made by
SRI and from the liquidation of non-operating properties transferred into the
trust on the effective date of the plan. SRI's installment payments to the
trust will be evidenced by a four-year note. The note will bear interest at the
floating annual rate of prime plus one percent through the first year, prime
plus two percent for the next two years, and prime plus three percent for the
fourth year. SRI will secure the note with a pledge of the stock of its
subsidiaries and with substantially all of the domestic division's operating
assets.
SRI's plan contemplates the reorganization of SRI into four subsidiaries of
Registrant: Sizzler International Marks, Inc. (to hold and license most of
SRI's international trademark portfolio), Sizzler USA Restaurants, Inc. (to own
and operate all domestic division Sizzler restaurants), Sizzler USA Franchise,
Inc. (to hold SRI's domestic trademark portfolio and license domestic Sizzler
restaurants to franchisees), and Sizzler USA Real Property, Inc. (to own and
lease domestic operating properties).
Collins Properties, Inc. CPI owns or leases approximately 9 non-operating
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real properties (including the Registrant's headquarters building) having an
estimated fair market value of approximately $9.6 million. CPI's plan provides
for full payment of allowed creditor claims, estimated as approximately $2.5
million. Funds for the payment of claims are to be generated through the sale
of CPI's properties.
There were 28,911,110 shares of the Registrant's common stock, $.01 par
value, issued and outstanding as of June 30, 1997. No shares of Registrant's
capital stock have been reserved for future issuance in respect of claims and
interests filed or allowed under any of the plans.
The following is a condensed consolidated financial summary for the
Registrant as of July 20, 1997:
SIZZLER INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED FINANCIAL SUMMARY
(IN THOUSANDS)
ASSETS July 20, 1997 April 30, 1997
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(Unaudited) (Audited)
Total current assets $ 48,625 $ 46,270
Property and equipment, net 100,186 104,875
Total other assets 15,706 16,965
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TOTAL ASSETS $164,517 $168,110
LIABILITIES AND STOCKHOLDERS' July 20, 1997 April 30, 1997
INVESTMENT ------------- --------------
(Unaudited) (Audited)
Total current liabilities $ 28,525 $ 30,369
Total long-term liabilities 93,102 93,340
Total stockholders' investment 42,890 44,401
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TOTAL LIABILITIES AND STOCKHOLDERS' INVESTMENT 164,517 168,110
Item 7. Exhibits
2.1 Registrant's Fifth Amended Plan of Reorganization dated May 28, 1997,
incorporated herein by reference to Exhibit 2.1 to the Registrant's
Form 10-K report for the fiscal year ended April 30, 1997.
2.2 Sizzler Restaurants International, Inc.'s Second Amended Plan of
Reorganization, as modified, dated May 29, 1997, incorporated
herein by reference to Exhibit 2.2 to the Registrant's Form 10-K
report for the fiscal year ended April 30, 1997.
2.3 Collins Properties, Inc.'s Plan of Reorganization, as modified, dated
May 29, 1997, incorporated herein by reference to Exhibit 2.3 to the
Registrant's Form 10-K report for the fiscal year ended April 30,
1997.
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.
Sizzler International, Inc.
By: /s/ Ryan S. Tondro
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Ryan S. Tondro
August 26, 1997 Its: Vice President and Controller