-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MTu1Mbf/1ZB2TN4RUw84/xYbWwqoU1dvhuAiLutdDd9197x/K51nJeBpinAKT3e9 OlG/awS8iV1wBG13x37DpA== 0000930413-04-001963.txt : 20040421 0000930413-04-001963.hdr.sgml : 20040421 20040421125128 ACCESSION NUMBER: 0000930413-04-001963 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040421 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEFS INTERNATIONAL INC CENTRAL INDEX KEY: 0000201424 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 222058515 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08513 FILM NUMBER: 04744828 BUSINESS ADDRESS: STREET 1: 62 BROADWAY STREET 2: PO BOX 1332 CITY: POINT PLEASANT BEACH STATE: NJ ZIP: 08742 BUSINESS PHONE: 7322950350 MAIL ADDRESS: STREET 1: 62 BROADWAY STREET 2: PO BOX 1332 CITY: POINT PLEASANT BEACH STATE: NJ ZIP: 08742 8-K 1 c32058_8k.txt UNITED STATES 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) APRIL 21, 2004 CHEFS INTERNATIONAL, INC. AND SUBSIDIARIES ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE ---------------------------------------------- (State or other jurisdiction of incorporation) 0-8513 22-2058515 (Commission File Number) (IRS Employer Identification Number) 62 Broadway, Point Pleasant Beach, New Jersey 08742 - --------------------------------------------- -------------------- (Address of principal executive office) (Zip Code) 732-295-0350 - --------------------------------------------------- (Registrant's telephone number, including area code) FORM 8-K April 21, 2004 CHEFS INTERNATIONAL, INC. ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On April 21, 2004, Chefs International, Inc. issued a press release announcing that the Lombardi Restaurant Group, whose previous offers to purchase Chefs' minority shareholders' interests for a cash purchase price of $1.75 per share (subsequently increased to $2.50 per share), which in each instance had been rejected by a Special Committee of Chefs' Board of Directors, had increased its purchase offer to $3.00 per share. The text of the press release is attached hereto as Exhibit 99.4 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) EXHIBITS 99.4 Press Release issued by Chefs International, Inc. on April 21, 2004. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CHEFS INTERNATIONAL, INC. ------------------------- (Registrant) Dated: April 21, 2004 By /s/ Anthony Papalia -------------- ---------------------------------- Anthony Papalia, President EX-99.4 3 c32058_ex99-4.txt CHEFS INTERNATIONAL ANNOUNCES INCREASE IN OFFER TO PURCHASE COMMON STOCK OWNED BY ITS MINORITY SHAREHOLDERS FOR IMMEDIATE RELEASE - --------------------- POINT PLEASANT BEACH, NEW JERSEY, APRIL 21, 2004 Chefs International, Inc. ("CHEFS"), owner of a restaurant chain and currently operating ten restaurants in New Jersey and Florida (shares traded on the OTC Bulletin Board under the symbol "CHEF"), which announced on April 19, 2004 that the Special Committee of its Board of Directors had voted unanimously to reject an increased offer by the Lombardi Restaurant Group to purchase its minority shareholders' interests for a cash purchase price of $2.50 per share, announced today that the Lombardi Restaurant Group had further increased its purchase offer to $3.00 per share. The Special Committee, with the assistance of its financial and legal advisors, is currently analyzing the new proposal to determine whether in its judgment, the proposed increased purchase price is fair to CHEFS' minority shareholders. For confirmation: Contact Martin W. Fletcher, Controller (732) 295-0350 -----END PRIVACY-ENHANCED MESSAGE-----