SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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F O R M 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): June 3, 2004
Morton's Restaurant Group, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-12692 13-3490149
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(Commission File Number) (IRS Employer Identification No.)
3333 New Hyde Park Road, Suite 210,
New Hyde Park, New York 11042
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(Address of principal executive offices and zip code)
(516) 627-1515
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Item 5. Other Events
On June 7, 2004, Morton's Restaurant Group, Inc. ("MRG") issued a
press release announcing the completion of a $40 million 14% senior secured
notes offering by its recently formed parent company, Morton's Holding Company,
Inc. ("MHCI"). Prior to the offering, MHCI became an intermediate holding
company and the direct parent of MRG. MRG also announced the payment of a $6.8
million dividend on June 3, 2004. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(a) Financial statements of businesses acquired
Not applicable.
(b) Pro forma financial information
Not applicable.
(c) Exhibits
Exhibit 99.1 Press release of Morton's Restaurant Group, Inc.,
dated June 7, 2004.
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.
Morton's Restaurant Group, Inc.
Date: June 7, 2004 By: /s/ Thomas J. Baldwin
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Thomas J. Baldwin
Executive Vice President and
Chief Financial Officer
INDEX TO EXHIBITS
EXHIBIT
NO. DESCRIPTION
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99.1 Press release of Morton's Restaurant Group, Inc., dated
June 7, 2004.
Exhibit 99.1
From: SANFORD TELLER COMMUNICATIONS June 7, 2004
1365 York Avenue
New York, NY 10021
(212) 717-0332
For: MORTON'S RESTAURANT GROUP, INC. FOR IMMEDIATE RELEASE
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3333 New Hyde Park Road, Suite 210,
New Hyde Park, NY 11042
(516) 627-1515
www.mortons.com
Contact: THOMAS J. BALDWIN, EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER,
MORTON'S RESTAURANT GROUP, INC.
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MORTON'S RESTAURANT GROUP, INC. ANNOUNCES SENIOR DISCOUNT NOTES
OFFERING BY PARENT
NEW HYDE PARK, NY....Morton's Restaurant Group, Inc. ("MRG") today
announced the completion of a $40 million 14% senior secured notes offering by
its parent company, Morton's Holding Company, Inc. ("MHCI"), a recently formed
wholly-owned subsidiary of Morton's Holdings, LLC ("MHLLC"). The notes are
secured by the assets of MHCI, which include the stock of MRG. The notes are not
secured by the assets of, nor are they guaranteed by, MRG or any of its
subsidiaries. MHCI anticipates using the proceeds of the offering to make a
distribution to MHLLC's equity holders and to pay fees and expenses related to
the issuance. Prior to the issuance, MHCI became an intermediate holding company
and the direct parent of MRG.
The notes have not been registered under the Securities Act of 1933, as
amended (the "Securities Act"), or any state securities laws and, unless so
registered, may not be offered or sold in the United States except pursuant to
an exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act and applicable state securities laws.
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.
MRG also announced the payment of a $6.8 million dividend on June 3,
2004.
FORWARD-LOOKING STATEMENTS
EXCEPT FOR THE HISTORICAL INFORMATION CONTAINED IN THIS NEWS RELEASE, THE
MATTERS ADDRESSED ARE FORWARD-LOOKING STATEMENTS THAT INVOLVE CERTAIN RISKS AND
UNCERTAINTIES, INCLUDING, BUT NOT LIMITED TO, RISKS OF THE RESTAURANT INDUSTRY,
INCLUDING A HIGHLY COMPETITIVE INDUSTRY WITH MANY WELL-ESTABLISHED COMPETITORS
WITH GREATER FINANCIAL AND OTHER RESOURCES THAN THE COMPANY, THE IMPACT OF
CHANGES IN CONSUMER TASTES, LOCAL, REGIONAL AND NATIONAL ECONOMIC AND MARKET
CONDITIONS, RESTAURANT PROFITABILITY LEVELS, EXPANSION PLANS, DEMOGRAPHIC
TRENDS, TRAFFIC PATTERNS, EMPLOYEE AVAILABILITY, BENEFITS AND COST INCREASES,
PRODUCT SAFETY AND AVAILABILITY, GOVERNMENT REGULATION, THE MARKET FOR CORPORATE
DEBT AND THE COMPANY'S ABILITY TO MAINTAIN ADEQUATE FINANCING FACILITIES. ACTUAL
RESULTS MAY VARY. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE
FORWARD-LOOKING INFORMATION.
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