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): May 18, 2005
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EACO CORPORATION
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(Exact name of registrant as specified in its charter)
Florida
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(State or Other Jurisdiction of Incorporation)
0-14311 59-2597349
(Commission File Number) (IRS Employer Identification No.)
2113 Florida Blvd., Neptune Beach, FL 32266
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(Address of principal executive offices and zip code)
(904) 249-4197
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction
A.2. below):
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CF 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Event
On May 18, 2005, the Registrant announced that the original
deadline, of May 31, 2005, to close the previously announced sale
of all of the Registrant's operating restaurants pursuant to an
Asset Purchase Agreement executed with Banner Buffets LLC has been
extended to June 30, 2005.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
The following exhibits are furnished in accordance with the
provisions of Item 601 of Regulation S-B:
Exhibit No. Description
99.1 Press Release dated May 18, 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
Dated: May 20, 2005 By:/s/ Edward B. Alexander
Name: Edward B. Alexander
Title: President
Exhibit Index
Exhibit No. Description
99.1 Press Release dated May 18, 2005
Exhibit 99.1
EACO CORPORATION NEWS RELEASE
EACO CORPORATION
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 EXTENDS DEADLINE
TO CLOSE RESTAURANT SALE
NEPTUNE BEACH, FLORIDA - EACO Corporation (OTCBB:EACO) announced
today that the deadline to close the previously announced sale of
all of its operating restaurants has been extended to June 30,
2005. Under its Asset Purchase Agreement with Banner Buffets LLC,
the deadline had been May 31, 2005.
Sovereign Investment Company, a company with experience in
financing restaurant sales, has entered into a Purchase Agreement
with Banner Buffets that will provide sufficient funding for
Banner Buffets to acquire the EACO restaurants for the previously
announced price. Under the Purchase Agreement, Sovereign will
acquire title to the restaurants and then lease them back to
Banner Buffets.
The Purchase Agreement contains a number of contingencies that
need to be eliminated before the restaurant sale can close. The
parties believe that the extension of the closing deadline from
May 31 to June 30 should be sufficient for that purpose.
When certain of the contingencies have been eliminated, EACO plans
on mailing an Information Statement to all of its shareholders
describing the transaction and their rights. In order to save
expenses, there will be no shareholder meeting to approve the
transaction and no solicitation of proxies. EACO's majority
shareholders will approve the transaction which is sufficient
authorization under Florida law.
This press release includes "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 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.