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) July 8, 2003
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New World Restaurant Group, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-27148 13-3690261
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification
Incorporation) No.)
1687 Cole Boulevard
Golden, Colorado 80401
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(Address of Principal Executive Offices) (Zip Code)
(303) 568-8000
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, If Changed Since Last Report.)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
Reference is made to the New World Restaurant Group, Inc. (the
"Company") press release attached hereto as Exhibit 99.1, and incorporated by
reference herein (including, without limitation, the information set forth in
the cautionary statement contained in the press release), relating to the
Company closing on an offering of $160 million of 13% senior secured notes due
2008 and entering into a new $15 million senior credit facility with AmSouth
Capital.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
EXHIBIT DESCRIPTION
99.1 Press Release issued July 9, 2003.
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.
NEW WORLD RESTAURANT GROUP, INC.
BY: /s/ Anthony Wedo
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Name: Anthony Wedo
Title: Chief Executive Officer
Date: July 9, 2003
Exhibit 99.1
NEW WORLD COMPLETES DEBT REFINANCING
CLOSES ON $160 MILLION OF SENIOR SECURED NOTES DUE IN 2008
HAMILTON, N.J. (7/9/03) - New World Restaurant Group, Inc. (Pink Sheets:
NWCI.PK) announced today that it closed yesterday on an offering of $160 million
of 13% senior secured notes due 2008. The company used the net proceeds of the
offering, together with cash on hand, to refinance its existing indebtedness,
including its senior secured increasing rate notes that had matured on June 15,
2003. New World also entered into a new $15 million senior credit facility with
AmSouth Capital.
"This refinancing of the company's debt, following upon the recently
announced equity restructuring agreement, will enable us to overcome the final
hurdle in our efforts to stabilize New World's financial structure," said
Anthony Wedo, chairman and chief executive officer of New World. "With a
rational capital structure, we are now able to aggressively move forward with
our plans to strengthen and grow the company. We will now focus our energies on
continuing New World's role as a leading player and innovator in the
quick-casual restaurant industry."
The notes offering was made to qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended. Jefferies & Company,
Inc. acted as initial purchaser. The notes have not been registered under the
Securities Act or applicable state securities laws, and may not be offered or
sold absent registration under the Securities Act and applicable state
securities laws or applicable exemptions from registration requirements. Within
90 days, New World has agreed to file an exchange offer registration statement
with the Securities and Exchange Commission pursuant to which it will offer
holders freely transferable notes.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offering would be
unlawful.
New World Restaurant Group is a leading company in the quick casual
sandwich industry, the fastest-growing restaurant segment. The company operates
locations primarily under the Einstein Bros. and Noah's New York Bagels brands
and primarily franchises locations under the Manhattan Bagel and Chesapeake
Bagel Bakery brands. The company's retail system currently consists of 455
company-owned locations and 288 franchised and licensed locations in 32 states.
The company also operates a dough production facility and a coffee roasting
plant.
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Certain statements in this press release constitute forward-looking
statements or statements which may be deemed or construed to be forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. The words "forecast,"
"estimate," "project," "intend," "expect," "should," "would," "believe" and
similar expressions and all statements which are not historical facts are
intended to identify forward-looking statements. These forward-looking
statements involve and are subject to known and unknown risks, uncertainties and
other factors which could cause the company's actual results, performance
(financial or operating), or achievements to differ from the future results,
performance (financial or operating), or achievements expressed or implied by
such forward-looking statements. The above factors are more fully discussed in
the company's SEC filings.
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Contact - Media/Investors: Marty Gitlin, (914) 528-7702, or Bill Parness,
Parness & Associates, (732) 290-0121, parnespr@optonline.net.