0001171843-14-001133.txt : 20140307 0001171843-14-001133.hdr.sgml : 20140307 20140306181259 ACCESSION NUMBER: 0001171843-14-001133 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140306 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140307 DATE AS OF CHANGE: 20140306 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BJs RESTAURANTS INC CENTRAL INDEX KEY: 0001013488 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 330485615 STATE OF INCORPORATION: CA FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-21423 FILM NUMBER: 14674508 BUSINESS ADDRESS: STREET 1: 7755 CENTER AVENUE STREET 2: SUITE 300 CITY: HUNTINGTON BEACH STATE: CA ZIP: 92647 BUSINESS PHONE: (714) 500-2440 MAIL ADDRESS: STREET 1: 7755 CENTER AVENUE STREET 2: SUITE 300 CITY: HUNTINGTON BEACH STATE: CA ZIP: 92647 FORMER COMPANY: FORMER CONFORMED NAME: CHICAGO PIZZA & BREWERY INC DATE OF NAME CHANGE: 19960614 8-K/A 1 f8ka_030614.htm FORM 8-K/A f8ka_030614.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
___________________
 
FORM 8-K/A
___________________
 
CURRENT REPORT
 
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported) March 6, 2014
 
BJ'S RESTAURANTS, INC.
(Exact name of registrant as specified in its charter)
 
California
  
0-21423
  
33-0485615
(State or other jurisdiction
of incorporation)
  
(Commission File Number)
  
(IRS Employer Identification No.)
 
 
7755 Center Avenue, Suite 300
Huntington Beach, CA
  
92647
  
 
(Address of principal executive offices)
  
(Zip Code)
  
 
Registrant's telephone number, including area code:   (714) 500-2400
 
 
_________________________________________________
(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:
 
 
[   ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ x ]
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 Events.
 
On March 6, 2014 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
    Exhibit 99.1.       Press release dated March 6, 2014
 
 
 
 
 
SIGNATURE
 
 
    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 hereunto duly authorized.
 
   
BJ'S RESTAURANTS, INC.
(Registrant)
 
 
March 6, 2014
(Date)
By:
/s/ GREGORY S. LEVIN
Gregory S. Levin
Executive Vice President
Chief Financial Officer
Principal Accounting Officer
 
 
By:
 
/s/ GREGORY A. TROJAN
Gregory A. Trojan
President and CEO

EX-99.1 2 exh_991.htm EXHIBIT 99.1 BJ's Restaurants Comments on Director Nominations

EXHIBIT 99.1

BJ's Restaurants Comments on Director Nominations

HUNTINGTON BEACH, Calif., March 6, 2014 (GLOBE NEWSWIRE) -- BJ's Restaurants, Inc. (Nasdaq:BJRI) ("BJ's") today reported that PW Partners Atlas Fund II LP, in conjunction with Luxor Capital Partners, LP, which collectively own approximately 12.4% of BJ's outstanding shares, has stated its intention to nominate five representatives to stand for election to BJ's Board of Directors at the Company's 2014 Annual Meeting of Shareholders. BJ's also reported today that Clinton Relational Opportunity Master Fund, L.P., has separately informed the Company that it owns approximately 0.48% of BJ's outstanding shares and intends to nominate five representatives to stand for election to BJ's Board at the Company's 2014 Annual Meeting.

BJ's has always been committed to engagement with its shareholders, including regarding corporate governance matters. The Board remains highly focused on creating the optimal conditions to generate long-term value and will continue to take actions that support the interests of all shareholders. 

The Board's Governance and Nominating Committee will review these director nominations and will present its recommendations to BJ's Board for inclusion in BJ's definitive proxy statement and other materials, to be filed with the Securities and Exchange Commission (the "SEC"). The date of BJ's 2014 Annual Meeting has not yet been announced, and shareholders are not required to take any action at this time.

About BJ's Restaurants, Inc.:

BJ's Restaurants, Inc. currently owns and operates 147 casual dining restaurants under the BJ's Restaurant & Brewery®, BJ's Restaurant & Brewhouse®, BJ's Pizza & Grill® and BJ's Grill® brand names. BJ's Restaurants offer an innovative and broad menu featuring award-winning, signature deep-dish pizza complemented with generously portioned salads, appetizers, sandwiches, soups, pastas, entrees and desserts, including the Pizookie® dessert. Quality, flavor, value, moderate prices and sincere service remain distinct attributes of the BJ's experience. The Company operates several microbreweries in addition to using independent third party brewers to produce and distribute BJ's critically acclaimed proprietary craft beers throughout the chain. The Company's restaurants are located in California (64), Texas (29), Florida (15), Arizona (6), Colorado (5), Nevada (5), Ohio (4), Washington (4), Oklahoma (3), Oregon (3), Kentucky (2), Virginia (2), Indiana (1), Kansas (1), Louisiana (1), Maryland (1) and New Mexico (1). Visit BJ's Restaurants, Inc. on the Web at http://www.bjsrestaurants.com.

Important Additional Information:

The Company, its directors and certain of its executive officers may be deemed to be participants in the solicitation of proxies from the Company's shareholders in connection with the matters to be considered at the Company's upcoming annual meeting. Information concerning such participants is available in the Company's proxy statement for the 2013 annual meeting of shareholders filed with the SEC on April 26, 2013, and in subsequent SEC filings on Forms 3 and 4. The Company intends to file a proxy statement and proxy card with the SEC in connection with any such solicitation of proxies from the Company's shareholders. SHAREHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, ACCOMPANYING PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION, INCLUDING INFORMATION WITH RESPECT TO THE ABOVE MENTIONED PARTICIPANTS. Shareholders will be able to obtain any proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC's website at www.sec.gov. Copies will also be available at no charge at the Company's website at www.bjsrestaurants.com in the section "Investors."

CONTACT: Investor Contacts:
         Greg Levin
         BJ's Restaurants, Inc.
         (714) 500-2400

         JCIR
         (212) 835-8500
         bjri@jcir.com

         Media Contacts:
         Sard Verbinnen & Co
         John Christiansen / Michael Henson
         (415) 618-8750 / (212) 687-8080