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): March 27, 1998 AMARILLO MESQUITE GRILL, INC. (Exact Name of Registrant as Specified in its Charter) 0-12145 (Commission File Number) Kansas 48-0936946 (State or Other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification Number) Suite 200 302 North Rock Road Wichita, Kansas 67206 (316) 685-7286 (Registrant's Telephone Number Including Area Code) Item 2. ACQUISITION OR DISPOSITION OF ASSETS On March 27, 1998, the Company acquired 520 shares of common stock of AMG, Inc. from C. Howard Wilkins, Jr. (a director of the Company), Robert A. Geist (a greater than 10% stockholder of the Company), Andres Mouland (an officer and director of the Company) and Tom Devlin. The Company, prior to the acquisition, owned 480 shares of the common stock of AMG, Inc. AMG, Inc. is a Kansas corporation which was formed by Messrs. Wilkins, Geist and the Company for the sole purpose of constructing and operating Amarillo Mesquite Grill restaurants in the cities of Muskogee, Oklahoma, Wichita, Kansas and Manhattan, Kansas. The Company issued to the stockholders of AMG, Inc. an aggregate of 450,000 restricted shares of the Company's common stock in exchange for their shares of AMG, Inc. The purchase price for the assets was determined by arms-length negotiations. This transaction resulted in AMG, Inc. becoming a wholly owned subsidiary of the Company. Item 7. FINANCIAL STATEMENTS AND EXHIBITS A) FINANCIAL STATEMENTS OF AMG, INC. Due to the recent completion of the above-described transaction, it is not practical to file the required historical financial information at this time. The Company will file the required historical financial statements with the Commission as soon as they are available. B) PRO FORMA FINANCIAL INFORMATION Due to the recent completion of the above-described transaction, it is not practical to file the required pro forma financial information at this time. The Company will file the required pro forma financial statements with the Commission as soon as they are available. C) EXHIBITS EXHIBIT NO. DESCRIPTION 10.1 Agreement dated February 23, 1998 between the Company and Robert A. Geist, C. Howard Wilkins, Jr., the Wilkins Family Foundation, Inc., General Resources, L.P., Tom Devlin and Andres Mouland. 2 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 thereunto duly authorized. AMARILLO MESQUITE GRILL, INC. Date: April 8, 1998 By: /s/ Linn F. Hohl --------------------------- Linn F. Hohl, Vice President of Finance 3