-----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, AVfC8vn9Qtj+am8yd8IYXCai5duWDfQTDMJpXLy1i9GNr8leLd6x327O4cqdLUoZ +XaT7R1q7ZKkX2/TT51kgw== /in/edgar/work/0000950147-00-001601/0000950147-00-001601.txt : 20001020 0000950147-00-001601.hdr.sgml : 20001020 ACCESSION NUMBER: 0000950147-00-001601 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001006 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TESSERACT GROUP INC CENTRAL INDEX KEY: 0000873601 STANDARD INDUSTRIAL CLASSIFICATION: [8200 ] IRS NUMBER: 411581297 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11111 FILM NUMBER: 742402 BUSINESS ADDRESS: STREET 1: 3820 E BAY RD STREET 2: NO 2 CITY: PHOENIX STATE: AZ ZIP: 85044 BUSINESS PHONE: 4807062500 MAIL ADDRESS: STREET 1: 3820 E BAY RAOD CITY: PHOENIX STATE: AZ ZIP: 85044 FORMER COMPANY: FORMER CONFORMED NAME: EDUCATION ALTERNATIVES INC/MN DATE OF NAME CHANGE: 19930328 8-K 1 0001.txt CURRENT REPORT DATED 10/06/2000 SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 6, 2000 ------------------------------- THE TESSERACT GROUP, INC. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Minnesota 1-11111 41-1581297 ----------------------------- ------------------------ ------------------- (State or Other Jurisdiction) (Commission File Number) (IRS Employer of Incorporation Identification No.) 4515 E. Muirwood Drive Phoenix, Arizona 85048 - ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (480) 940-6300 -------------------------------------------------- Registrant's telephone number, including area code 3820 E. Ray Road No. 2 Phoenix, Arizona 85044 ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 3. BANKRUPTCY OR RECEIVERSHIP The TesseracT Group, Inc. (the "Company") along with its wholly-owned subsidiary Sunrise Educational Services, Inc. ("Sunrise") filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Arizona on October 6, 2000; Case No. 00-10938-PHX-RTB and Case No. 00-109393-PHX-RTB. On October 9, 2000, the Company issued a press release which is filed as an exhibit hereto. The Company and Sunrise have continued to operate their business as debtors in possession. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements None. (b) Exhibits Exhibit Number Description -------------- ----------- 99.1 Press Release issued by The TesseracT Group, Inc. and its wholly-owned subsidiary, Sunrise Educational Services, Inc., dated as of October 9, 2000 announcing Chapter 11 filings. 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. THE TESSERACT GROUP, INC. Date: October 18, 2000 By /s/ Lucian Spataro ------------------------------------- Lucian Spataro Chief Executive Officer EX-99.1 2 0002.txt PRESS RELEASE EMBARGOED UNTIL MONDAY MORNING - 10/9/00 TESSERACT AND SUNRISE ANNOUNCE CHAPTER 11 FILINGS; SCHOOLS REMAIN OPEN AND FULLY OPERATIONAL Contact: Dr. Lucian Spataro (480) 940-6409 Phoenix, Arizona, October 6, 2000 - THE TESSERACT GROUP, INC. ("TesseracT") (OTCBB: TSST) reported today that it, along with its wholly-owned subsidiary SUNRISE EDUCATIONAL SERVICES, INC. ("Sunrise"), filed voluntary petitions under Chapter 11 of the Bankruptcy Code on October 6, 2000. TesseracT is a national leader in the operation of quality education programs through private and charter schools, and Sunrise owns preschools in Arizona which are part of the overall operations of TesseracT. Dr. Lucian Spataro, TesseracT's president and chief executive officer, stated "TesseracT and Sunrise have filed for Chapter 11 protection as part of an ongoing effort to work out our financial problems with creditors while working in the best interests of students, employees and other interested parties. TesseracT's and Sunrise's school facilities remain open and fully operational." Dr. Spataro further stated: "Chapter 11 reorganization is designed to allow a business that is experiencing financial difficulties to restructure its business affairs." The companies believe that their normal operations will not be interrupted by the Chapter 11 filings. Prior to the Chapter 11 filings, TesseracT and Sunrise received a loan commitment of up to $1.2 million from TAI, LLC, for a line of credit to finance post-petition operations in the event cash flow of the companies are not sufficient to fund operations. This post-petition financing is subject to Court approval. STATEMENTS MADE IN THIS PRESS RELEASE THAT ARE NOT HISTORICAL FACTS MAY BE DEEMED FORWARD-LOOKING STATEMENTS, AND, AS SUCH, ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE ANTICIPATED AS A RESULT OF THESE CERTAIN RISKS AND UNCERTAINTIES, INCLUDING, BUT NOT LIMITED TO, (I) THE ABILITY OF THE COMPANY TO NEGOTIATE SATISFACTORY TERMS WITH LENDERS, VENDORS AND CREDITORS; (II) THE ABILITY OF THE COMPANY TO OBTAIN COURT APPROVAL OF POST-PETITION FINANCING OR THE AHWATUKEE SCHOOL SALE; (III) FURTHER DETERIORATION OF THE COMPANY'S FINANCIAL PERFORMANCE; (IV) DECLINE IN STUDENT ENROLLMENT; (IV) ADVERSE CHANGE IN THE COMPANY'S BUSINESS RELATIONSHIPS WITH VENDORS AND SUPPLIERS; (V) LOSS OF KEY PERSONNEL; AND (VI) ADVERSE ECONOMIC CONDITIONS. FURTHER INFORMATION CONCERNING FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS ARE CONTAINED FROM TIME TO TIME IN THE COMPANY'S SEC FILINGS. -----END PRIVACY-ENHANCED MESSAGE-----