-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C5UweqbO+5R2Z7IxYvG51h6ZVB5R0LAsfxOoyR7zvN0iTtuHMiaq4s+R5xUhBoJl OZXpLrq40/mKqZZTkhTtYQ== 0001181431-07-057188.txt : 20070912 0001181431-07-057188.hdr.sgml : 20070912 20070912170825 ACCESSION NUMBER: 0001181431-07-057188 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070910 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070912 DATE AS OF CHANGE: 20070912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ruths Chris Steak House, Inc. CENTRAL INDEX KEY: 0001324272 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 721060618 STATE OF INCORPORATION: DE FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51485 FILM NUMBER: 071113816 BUSINESS ADDRESS: STREET 1: 3321 HESSMER AVENUE CITY: METAIRIE STATE: LA ZIP: 70002 BUSINESS PHONE: (504) 454-6560 MAIL ADDRESS: STREET 1: 3321 HESSMER AVENUE CITY: METAIRIE STATE: LA ZIP: 70002 8-K 1 rrd172172.htm CLOSING ON PACIFIC NORTHWEST ACQUISITION Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  09/10/2007
 
Ruth's Chris Steak House, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  000-51485
 
Delaware
  
72-1060618
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
500 International Parkway
Heathrow, FL 32746
(Address of principal executive offices, including zip code)
 
(407) 333-7440
(Registrant’s telephone number, including area code)
 
(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)

[  ]   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))
 

Information to be included in the report

 
Item 2.01.    Completion of Acquisition or Disposition of Assets
 
On September 10, 2007, Ruth's Chris Steak House, Inc., a Delaware corporation (the "Company"), closed the acquisition of three franchised Ruth's Chris Steak House restaurants from Mr. Steven Queyrouze pursuant to Asset Purchase Agreements dated as of April 16, 2007 (the "Asset Purchase Agreements"), among the Company, Steven Queyrouze, RCSH Bellevue, L.L.C., a Washington limited liability company, Bayou Investors Limited Liability Company, a Washington limited liability company, New N.O. Crescent City Investors, L.L.C., a Washington limited liability company, and Anne Queyrouze (collectively the "Seller"). The acquired restaurants are located in Bellevue, Washington; Seattle, Washington; and Portland, Oregon. The acquisition was previously announced by the Company in its Form 8-K dated April 16, 2007. The Asset Purchase Agreements are filed as Exhibit 10.1, Exhibit 10.2, and Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended April 1, 2007.

    &n bsp;   In connection with the acquisition, the Company acquired all of the Seller's interests in the three aforementioned Ruth's Chris Steak House restaurants for approximately $13.25 million in cash.

        Futher information is set forth in the press release issued by the Company on September 11, 2007 describing this purchase which is furnished herewith as Exhibit 99.1.

 
 
Item 9.01.    Financial Statements and Exhibits
 
(c) Exhibits
        
      99.1        Press Release issued by Ruth's Chris Steak House, Inc., dated September 11, 2007.
 

 

Signature(s)
 
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.
 
      
 
Ruth's Chris Steak House, Inc.
 
 
Date: September 12, 2007
     
By:
 
/s/    Thomas J. Pennison, Jr.
               
Thomas J. Pennison, Jr.
               
Senior Vice President, Chief Financial Officer and Secretary
 
 

 

Exhibit Index
 
Exhibit No.
  
Description
EX-99.1
  
(PRESS RELEASE ISSUED BY RUTH'S CHRIS STEAK HOUSE)
EX-99.1 2 rrd172172_21647.htm (PRESS RELEASE ISSUED BY RUTH'S CHRIS STEAK HOUSE) Ruth's Chris Steak House, Inc

Ruth's Chris Steak House, Inc. Completes Acquisition of Three Franchised Restaurants in the Pacific Northwest

Heathrow, Florida -- September 11, 2007 -- Ruth's Chris Steak House, Inc. (Nasdaq: RUTH) today announced that it has closed on its acquisition of three formerly franchised restaurants located in Bellevue and Seattle, Washington, and Portland, Oregon. The total purchase price of $13.25 million, including non-compete agreements, was financed through borrowings under the Company's revolving credit facility.

Craig S. Miller, Chairman of the Board, President and Chief Executive Officer of Ruth's Chris Steak House, Inc., commented, "We are pleased to have completed this acquisition, which opens up the contiguous West Coast to company-owned development and will be accretive to shareholders in year one. While these restaurants collectively generate average sales volumes that are slightly below our existing, company-operated restaurants, we foresee opportunities to further improve their returns once they are fully integrated into company operations. Our business model enables us to create long term value in a number of different ways, and acquiring these franchised locations reflects the financial flexibility we have in realizing that goal."

 

About the Company

Ruth's Chris Steak House, Inc. is the largest fine-dining company in the U.S., as measured by the total number of company-owned and franchise-owned restaurants, with 109 locations worldwide. Founded in New Orleans by Ruth Fertel in 1965, Ruth's Chris specializes in USDA Prime grade steaks served in Ruth's Chris signature fashion ... "sizzling."

To experience fine dining at its prime ... just follow the sizzle to Ruth's Chris Steak House. For information, reservations, or to purchase gift cards, visit www.RuthsChris.com or call 1-800-544-0808.

 

Forward-Looking Statements

Some of the statements in this release that are not historical facts and relate to future results and events are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements are based upon our current beliefs and expectations and involve risks and uncertainties. Actual results may vary materially from those contained in forward-looking statements based on a number of factors including, without limitation, the risks identified as "risk factors" in our 2006 annual report filed on Form 10-K and the other factors identified from time to time in our filings with the Securities and Exchange Commission, all of which are available at www.sec.gov. Investors should take these risks into account when making investment decisions. Shareholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update any forward-look ing statements.

Contact:

ICR

Investor Relations:

Tom Ryan, 203-682-8200

tryan@icrinc.com

or

Raphael Gross, 203-682-8200

rgross@icrinc.com

or

Media:

Alecia Pulman, 203-682-8259

alecia.pulman@icrinc.com

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