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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, DC 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): February 8, 2013 |
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ARK RESTAURANTS CORP. |
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(Exact name of registrant as specified in its charter) |
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New York |
1-09453 |
13-3156768 |
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(State or other
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(Commission |
(IRS Employer |
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85 Fifth Avenue |
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New York, New York 10003 |
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(Address of principal executive offices, with zip code) |
Registrant’s telephone number, including area code: (212) 206-8800
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c)) |
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Item 8.01 |
Other Events. |
On February 8, 2013, ARK Restaurants Corp. issued a press release announcing that it had received an unsolicited proposal to purchase all of the capital stock of the Company from Landry’s, Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The actual press release is intended to be furnished under this Item 8.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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Item 9.01. |
Financial Statements and Exhibits. |
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(d) |
Exhibits |
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99.1 |
Press Release dated February 8, 2013 entitled Ark Restaurants Corp. Acknowledges Receipt of Unsolicited Proposal. |
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SIGNATURES
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.
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ARK RESTAURANTS CORP. |
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/s/ Michael Weinstein |
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By: |
Name: Michael Weinstein |
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Title: Chief Executive Officer |
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Date: February 8, 2013 |
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Exhibit 99.1
Ark Restaurants Corp. Acknowledges Receipt of Unsolicited Proposal
Contact:
Ark Restaurants Corp.
Robert Stewart
(212) 206-8800
bstewart@arkrestaurants.com
NEW YORK, New York -- February 8, 2013 -- Ark Restaurants Corp. (Nasdaq - ARKR) today confirmed that it is in receipt of an unsolicited proposal from Landry’s, Inc. to acquire in a negotiated transaction all of the outstanding shares of capital stock of Ark restaurants for $22.00 per share in cash. Consistent with its fiduciary duties, and in consultation with its outside financial and legal advisors, the board of directors of the Company will review the Landry’s proposal and respond in due course.
Ark Restaurants advises its shareholders that they need not take any action at this time in response to Landry’s proposal.
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