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) May 11, 2001
UNO RESTAURANT CORPORATION
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(Exact Name Of Registrant As Specified In Its Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
001-09573 04-2953702
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(Commission File Number) (I.R.S. Employer Identification No.)
100 CHARLES PARK ROAD, WEST ROXBURY, MA 02132
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(Address of Principal Executive Offices) (Zip Code)
(617) 323-9200
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 11, 2001 Uno Restaurant Corporation (the "Company"), closed a
sale-leaseback transaction with U.S. Realty Advisors, LLC. Under a
Sale-Leaseback Agreement dated as of May 11, 2001, three indirect, wholly
owned subsidiaries of the Company sold to, and an indirect, wholly-owned
subsidiary of the Company will leaseback from, Zuno Property LLC, an
affiliate of U.S. Realty Advisors, a portfolio of 12 Pizzeria Uno Chicago Bar
& Grill restaurants located in 10 states for approximately $25.1 million of
gross proceeds. U.S. Realty Advisors received mortgage financing from FFCA
Funding Corporation, which has been granted a first mortgage on the
properties. The proceeds have been used to reduce outstanding institutional
indebtedness.
The leaseback of the portfolio of restaurants from U.S. Realty
Advisors is pursuant to a long-term master lease. The master lease is an
unconditional, bond-type, triple net lease with a term of 20 years and four
five-year renewal terms at the Company's option. The Company has guaranteed
all rental payments under the master lease.
The financial statement effect of this transaction on a pro forma
basis, had it occurred as of October 1, 2000, would be to decrease total
assets by approximately $25.1 million, reduce indebtedness by approximately
$24.1 million (net of legal fees and other fees and expenses related to the
transaction and transfer taxes), and decrease retained earnings by
approximately $1.0 million.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) PRO FORMA CONDENSED FINANCIAL STATEMENTS.
See narrative description in Item 2 above.
(b) EXHIBITS.
2.1 Sale-Leaseback Agreement, dated as of
May 11, 2001.
2.2 Master Lease, dated as of May 11, 2001.
2.3 Unconditional Guaranty of Payment and
Performance, dated as of May 11, 2001.
(Annexes, Exhibits and Schedules are omitted pursuant to Item
601(b)(2) of Regulation S-K. Uno Restaurant Corporation
agrees, however, to furnish supplementary a copy of such
omitted items to the Commission upon request)
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 hereunto duly authorized.
Dated: May 29, 2001 UNO RESTAURANT CORPORATION
By: /s/ Robert M. Vincent
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Robert M. Vincent,
Chief Financial Officer,
Executive Vice President, Treasurer
and Assistant Secretary