Are Benihana's securities registered pursuant to Section 12(g) of the Act?
Benihana Franchise · 2024 FDDAnswer from 2024 FDD Document
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes 🗆 No 🗵
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes $\square$ No $\boxtimes$
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes $\boxtimes$ No $\square$
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ⊠ No □
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ⊠ Non-accelerated filer $\square$ Smaller reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act □
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2024 FDD)
According to Benihana's 2024 Franchise Disclosure Document, the company has specified information regarding the registration of its securities. Benihana's common stock, with a par value of $0.0001 per share, is registered on The NASDAQ Stock Market LLC pursuant to Section 12(b) of the Act.
However, the document explicitly states that Benihana has no securities registered pursuant to Section 12(g) of the Act. This indicates that while the company has met the requirements for registration under Section 12(b), it has not registered any securities under Section 12(g).
Furthermore, the FDD indicates that Benihana is not a well-known seasoned issuer, and is required to file reports pursuant to Section 13 or Section 15(d) of the Act. Benihana has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and has been subject to such filing requirements for the past 90 days. Benihana has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months. Benihana is an accelerated filer.