Current Report Filing (8-k)
12 Outubro 2021 - 3:37PM
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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): October 12, 2021
FAT
Brands Inc.
(Exact
name of Registrant as Specified in Its Charter)
Delaware
|
|
001-38250
|
|
82-1302696
|
(State
or Other Jurisdiction
of
Incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
9720
Wilshire Blvd., Suite 500
Beverly
Hills, CA
|
|
90212
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(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
Telephone Number, Including Area Code: (310) 319-1850
Not
Applicable
(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 Instructions A.2. below):
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 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))
|
|
|
☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
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Name
of each exchange on which registered
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Class
A Common Stock
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|
FAT
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|
The
Nasdaq Stock Market LLC
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Class
B Common Stock
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|
FATBB
|
|
The
Nasdaq Stock Market LLC
|
Series
B Cumulative Preferred Stock
|
|
FATBP
|
|
The
Nasdaq Stock Market LLC
|
Warrants
to purchase Common Stock
|
|
FATBW
|
|
The
Nasdaq Stock Market LLC
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
7.01 Regulation FD Disclosure.
Executives
of FAT Brands Inc. (the “Company”) will be presenting at the Virtual LD Micro Main Event XIV
on October 12, 2021 using the materials (the “Investor Presentation”) furnished as Exhibit 99.1 to this Current Report
on Form 8-K and incorporated herein by reference. The Investor Presentation will also be available on the Company’s website located
at www.fatbrands.com under the “Investors” tab in the “Events & Presentations” section. None of the
other information on our website is incorporated by reference into, or a part of, this Current Report on Form 8-K.
The
information referenced under Item 7.01 (including Exhibit 99.1 referenced in Item 9.01 below) of this Current Report on Form 8-K is being
“furnished” under “Item 7.01. Regulation FD Disclosure” and, as such, shall not be deemed to be “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that Section. The information set forth in this Current Report on Form 8-K (including Exhibit 99.1 referenced in
Item 9.01 below) shall not be incorporated by reference into any registration statement, offering circular, report or other document
filed by the Company pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference
in such filing.
The
Investor Presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements relating to the future financial performance and growth of the Company following the acquisition of Twin Peaks,
and the Company’s ability to conduct future accretive and successful acquisitions. Forward-looking statements reflect the Company’s
expectations concerning the future and are subject to significant business, economic and competitive risks, uncertainties and contingencies
including, but not limited to, the Company’s ability to successfully integrate and exploit the synergies of the acquisition of
Twin Peaks, the Company’s ability to grow and expand revenues and earnings following the acquisition, and uncertainties surrounding
the severity, duration and effects of the COVID-19 pandemic and the Delta variant. These risks, uncertainties and contingencies are difficult
to predict and beyond the Company’s control, and could cause our actual results to differ materially from those expressed or implied
in such forward-looking statements. We refer you to the documents we file from time to time with the Securities and Exchange Commission,
such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause
our actual results to differ materially from our current expectations and from the forward-looking statements contained in this press
release. We undertake no obligation to update any forward-looking statement to reflect events or circumstances occurring after the date
hereof.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No.
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|
Description
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99.1
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Investor Presentation
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104
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Cover
Page Interactive Data File (embedded within the Inline XBRL document)
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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.
Date:
October 12, 2021
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FAT
Brands Inc.
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|
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By:
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/s/
Kenneth J. Kuick
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Kenneth
J. Kuick
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Chief
Financial Officer
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