Item 7.01 Regulation FD Disclosure.
Executives of the Company will present at the 2021 Annual ICR Conference using
the materials ("Investor Presentation") provided in Exhibit 99.1 of this Current
Report on Form 8-K and incorporated herein by reference. The Investor
Presentation will also be available under the "Invest" tab in the "Events &
Presentations" section of the Company's website located at www.fatbrands.com.
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
(the "Securities Act"), 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 and operating results of the Company, the
Company's ability to utilize the net operating loss carryforwards of Fog Cutter
Capital Group Inc., the Company's ability to leverage its expertise and
infrastructure and successfully integrate and exploit the synergies of its
acquisition of Johnny Rockets and other restaurant brands, the Company's ability
to source and conduct future accretive acquisitions, the Company's ability to
access the capital markets, and the effects on our business of the current novel
coronavirus pandemic ("COVID-19"). Forward-looking statements generally use
words such as "expect," "foresee," "anticipate," "believe," "project," "should,"
"estimate," "will," "plans," "forecast," and similar expressions, and reflect
our expectations concerning the future. It is possible that our future
performance may differ materially from current expectations expressed in these
forward-looking statements. Forward-looking statements are subject to
significant business, economic and competitive risks, uncertainties and
contingencies including, but not limited to, uncertainties surrounding the
severity, duration and effects of the COVID-19 pandemic, many of which are
difficult to predict and beyond our control, which could cause our actual
results to differ materially from the results expressed or implied in such
forward-looking statements. We refer you to the documents that 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 the
Investor Presentation. We undertake no obligation to update any forward-looking
statement to reflect events or circumstances occurring after the date of the
Investor Presentation.
Item 8.01 Other Events.
The Company declared a monthly cash dividend on its 8.25% Series B Cumulative
Preferred Stock, totaling $0.171875 per share. The cash dividend is payable on
January 20, 2021 to shareholders of record on January 13, 2021, with an
ex-dividend effective date of January 12, 2021.
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