U.S. 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 June 1, 2005
(Date of earliest event reported)
EACO CORPORATION
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation)
0-14311 59-2597349
(Commission File Number) (IRS Employer Identification No.)
2113 Florida Boulevard, Neptune Beach, FL 32266
(Address principal executive offices) (Zip Code)
Registrant's telephone number, including area code (904) 249-4197
Item 8.01
On June 1, 2005, the Registrant announced the mailing of an Information
Statement to its shareholders regarding the previously announced sale of its
sixteen operating restaurants.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press Release dated June 1, 2005.
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.
EACO Corporation
Date: June 1, 2005 By: /s/ Edward B. Alexander
Edward B. Alexander, President/
Chief Operating Officer
EXHIBIT INDEX
Exhibit No.
99.1 Press Release dated June 1, 2005 issued by EACO Corporation.
Exhibit 99.1
EACO CORPORATION NEWS RELEASE
EATERY CONCEPTS
2113 FLORIDA BOULEVARD
NEPTUNE BEACH, FLORIDA 32266
(904) 249-4197
FAX: (904) 249-1466
FOR IMMEDIATE RELEASE
Contact:
Stephen Travis
Director of Finance
(904) 249-4197
EACO CORPORATION ANNOUNCES INFORMATION STATEMENT
FOR SALE OF ONGOING RESTAURANT ASSETS
NEPTUNE BEACH, FLORIDA - EACO Corporation (OTCBB:EACO) announced
today the filing of an information statement on Schedule 14C
("Information Statement") relating to the previously announced
sale of substantially all of the ongoing restaurant assets of the
Company to Banner Buffets LLC, a Delaware limited liability
company ("Banner Buffets"). The Information Statement was mailed
to all of the Company's shareholders on May 27, 2005.
On February 22, 2005, the Company and Banner Buffets entered into
an Asset Purchase Agreement providing for the sale of the
Company's operating restaurants to Banner Buffets for an aggregate
purchase price of $29,950,000 of which $25,950,000 is payable in
cash and $4 million is payable as a promissory note at the
closing of the transaction. Closing could occur as early as June
17, 2005 but is still subject to a number of contingencies which
are beyond the control of the Company.
Sovereign Investment Company, a company with experience in
financing restaurant sales, has entered into an agreement with
Banner Buffets that will provide sufficient funding for Banner
Buffets to acquire the restaurants. Under the agreement,
Sovereign will acquire title to the restaurants and then lease
them back to Banner Buffets.
EACO Corporation (formerly known as Family Steak Houses of
Florida, Inc.) is a Florida corporation which operates 16
restaurants in the State of Florida under the names of "Ryan's,"
"Whistle Junction," and "Florida Buffet." As a result of the sale
to Banner Buffets, the Company will have conveyed substantially
all of its ongoing restaurant assets to Banner Buffets but will
retain two restaurant properties as well as two properties which
the Company leases and then subleases to others for restaurant
operations.
Banner Buffets, LLC, is a Delaware limited liability company,
formed to acquire the restaurant operations of the Company and
currently has no operations. Following the closing of the
transaction, Banner Buffets principal business will be to engage
in the operation of the restaurants acquired from the Company.
Safe Harbor Statement
This release contains "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. Such statements speak
only as of the date of this release, and we will not necessarily
provide updates of our projections or other forward-looking
statements. Such forward-looking statements involve risks and
uncertainties that, if realized, could materially impair the
Company's results of operations, business, and financial
condition. Such forward-looking statements include the Company's
expectations regarding the potential closing of the sale of its
operating restaurants. In particular, although the Company
believes that its expectations are reasonable, the Company
cautions readers that expectations concerning the elimination of
contingencies and the closing of the restaurant sale are subject
to risks and uncertainties that may be beyond the Company's
ability to control. Accordingly, the Company gives no assurances
that contingencies will be eliminated or that the restaurant sale
will close. This information is qualified in its entirety by
cautionary statements and risk factor disclosures contained in the
Company's reports filed with the Securities and Exchange
Commission, copies of which are available at the website
maintained by the SEC at http://www.sec.gov. The Company
undertakes no obligation to revise or update publicly any forward-
looking statement for any reason.
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