0001437749-12-006825.txt : 20120711 0001437749-12-006825.hdr.sgml : 20120711 20120711163914 ACCESSION NUMBER: 0001437749-12-006825 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120705 ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20120711 DATE AS OF CHANGE: 20120711 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Diversified Restaurant Holdings, Inc. CENTRAL INDEX KEY: 0001394156 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 030606420 STATE OF INCORPORATION: NV FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53577 FILM NUMBER: 12958023 BUSINESS ADDRESS: STREET 1: 27680 FRANKLIN ROAD CITY: SOUTHFIELD STATE: MI ZIP: 48034 BUSINESS PHONE: (248) 223-9160 MAIL ADDRESS: STREET 1: 27680 FRANKLIN ROAD CITY: SOUTHFIELD STATE: MI ZIP: 48034 FORMER COMPANY: FORMER CONFORMED NAME: Diversified Restaurants Holding, Inc. DATE OF NAME CHANGE: 20070322 8-K 1 dfrh_8k-070512.htm FORM 8-K dfrh_8k-070512.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): July 5, 2012
 
___________________________________
 
 
DIVERSIFIED RESTAURANT HOLDINGS, INC.
(Name of registrant in its charter)
 
___________________________________

Nevada
  
000-53577
  
03-0606420
(State or other jurisdiction of  incorporation)
  
(Commission File Number)
  
(IRS Employer Identification No.)
         
   
27680 Franklin Road
Southfield, MI  48034
    
(Address of principal executive offices)

Registrant's telephone number:  (248) 223-9160
 
___________________________________
 
Check the appropriate box below if the Form 8-K 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
 
[   ]      Soliciting material pursuant to Rule 14a-12 under the Exchange Act
 
[   ]      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
[   ]      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 
 
 
 
Item 1.02  Termination of a Material Definitive Agreement

As previously disclosed on Form 8-K filed May 30, 2012, the Company entered into an Asset Purchase Agreement  (the “Oscar Agreement”) to acquire substantially all of the assets of Wings 27, LLC, Wings on Mayfair, LLC, Wings in West Allis, LLC, Wings on Water, LLC, Wings on State, LLC, Oscar New Berlin, LLC, Wings on Monona, LLC, Wings East Town, LLC, and Wings Fitchburg, LLC, each of which is a Wisconsin limited liability company (collectively, the “Oscar Sellers”).   The assets were to consist primarily of nine Buffalo Wild Wings restaurants operating in Wisconsin (the “Oscar Restaurants”).   The acquisition of the Oscar Restaurants contemplated by the Oscar Agreement was subject to a right of first refusal in favor of Buffalo Wild Wings International, Inc. (the “Franchisor”).  On July 5, 2012, the Franchisor notified the Oscar Sellers and Company of its intent to exercise its right of first refusal.  As such, the Oscar Agreement has been effectively terminated with the exception of certain post-closing obligations owing to the Company.
 
 
 
SIGNATURES

In accordance with Section 13 or 15(d) 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.
 
 
DIVERSIFIED RESTAURANT
HOLDINGS, INC.
  
       
Dated:  July 11, 2012
By:
/s/ David G. Burke
  
 
Name: 
David G. Burke
  
 
Title: 
Chief Financial Officer (Principal   
Financial and Accounting Officer)
  
 
 

 
2