Attached files
| file | filename |
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| EX-99.1 - EXHIBIT 99.1 - BENIHANA INC | ex99-1.htm |
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):
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January
28, 2010
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BENIHANA
INC.
|
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(Exact
name of registrant as specified in its
charter)
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Delaware
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0-26396
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65-0538630
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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8685
Northwest 53rd Terrace, Miami, Florida
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33166
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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(305)
593-0770
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None
|
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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.):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.01 Completion of Acquisition or Disposition of Assets
On January 28, 2010, pursuant to and in
consideration for the Fourth Amendment to Credit Agreement and Waiver, dated
November 23, 2009 (the “Amendment”), among Benihana Inc. (the “Company”), the
Company’s subsidiaries, as guarantors, and Wachovia Bank, National Association,
as administrative agent (the “Bank”), which amended the Credit Agreement, dated
March 15, 2007, among such parties, as reported by the Company in its quarterly
report on Form 10-Q filed with the Securities and Exchange Commission on
November 24, 2009 (the “Form 10-Q”), certain wholly-owned subsidiaries of the
Company mortgaged to the Bank the real estate owned by such subsidiaries,
consisting of thirteen restaurant properties located in the states of Alaska,
Florida, Georgia, Illinois, Michigan, Minnesota and Texas.
The description of the Amendment
provided above is qualified in its entirety by reference to the Amendment filed
as Exhibit 10.1 to the Form 10-Q.
Item
5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
In
connection with the resignation of Juan C. Garcia as President and Chief
Administrative Officer of the Company, effective January 13, 2010, Mr. Garcia
and the Company entered into an agreement on January 28, 2010 (the “Agreement”)
pursuant to which the Company will continue to pay to Mr. Garcia his basic
compensation and car allowance until March 31, 2010, the last day of the
employment term under his prior employment agreement with the
Company. Thereafter, and through January 20, 2011, the Company will
pay to Mr. Garcia bi-weekly payments of $11,461.04. In addition, the
Company will make payments, on behalf of Mr. Garcia, of any premiums under the
Consolidated Omnibus Budget Reconciliation Act of 1986 applicable to the health
insurance coverage of only Mr. Garcia until the Company makes its final payment
under the Agreement. In consideration for the payments to be made
under the Agreement, Mr. Garcia agreed, among other things, to release the
Company and its affiliates from any and all claims which he might otherwise have
against the Company or its affiliates. Mr. Garcia has the right to
revoke the Agreement until February 4, 2010.
The
description of the Agreement provided above is qualified in its entirety by
reference to the Agreement filed herewith as Exhibit 10.1 to this Report on Form
8-K and incorporated by reference herein.
Item
9.01 Financial Statements and
Exhibits
(d)
Exhibits:
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Exhibit
Number
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Exhibit
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10.1
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Separation
Agreement, Waiver and Release, dated as of January 28, 2010, between
Benihana Inc. and Juan C. Garcia
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
| BENIHANA INC. | |||
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Dated: February 3, 2010
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By:
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/s/ Richard C. Stockinger | |
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Richard
C. Stockinger
Chief
Executive Officer and President
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EXHIBIT
INDEX
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Exhibit
Number
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Exhibit
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10.1
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Separation
Agreement, Waiver and Release, dated as of January 28, 2010, between
Benihana Inc. and Juan C. Garcia
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