What is the scope of Hck Hot Chicken's review of an Area Developer's offering materials?
Hck_Hot_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
Securities, partnership, or other ownership interests in Area Developer may not be offered to the public under the Securities Act of 1933, as amended, nor may they be registered under the Securities Exchange Act of 1934, as amended, or any comparable federal, state or foreign law, rule or regulation.
Such interests may be offered by private offering or otherwise only with the prior written consent of Franchisor, which consent shall not be unreasonably withheld.
All materials required for any such private offering by federal or state law shall be submitted to Franchisor for a limited review as discussed below prior to being filed with any governmental agency; and any materials to be used in any exempt offering shall be submitted to Franchisor for such review prior to their use.
No such offering by Area Developer shall imply that Franchisor is participating in an underwriting, issuance or offering of securities of Area Developer or Franchisor, and Franchisor's review of any offering materials shall be limited solely to the subject of the relationship between Franchise and Franchisor and its Affiliates.
Franchisor may, at its option, require Area Developer's offering materials to contain a written statement prescribed by Franchisor concerning the limitations described in the preceding sentence.
Source: Item 23 — RECEIPTS (FDD pages 55–245)
What This Means (2025 FDD)
According to Hck Hot Chicken's 2025 Franchise Disclosure Document, if an Area Developer plans to offer securities, partnership, or other ownership interests, they must first obtain written consent from Hck Hot Chicken. This consent will not be unreasonably withheld.
Before filing any materials with a government agency for a private offering under federal or state law, or before using materials in an exempt offering, the Area Developer must submit these materials to Hck Hot Chicken for review. However, Hck Hot Chicken's review is limited to the relationship between the franchisee and Hck Hot Chicken and its affiliates.
Hck Hot Chicken has the option to require the Area Developer's offering materials to include a written statement clarifying that Hck Hot Chicken is not participating in the underwriting, issuance, or offering of securities and that their review is limited to the franchisee-franchisor relationship.