Item 1.01 Entry into a Material Definitive Agreement.
(a)
Original
Oyster House
Ark Restaurants Corp (the
“Company”), through newly formed, wholly-owned subsidiaries; (i) Ark Gulf Shores Real Estate, LLC, (ii) Ark Oyster
House Gulf Shores I, LLC, (iii) Ark Causeway Real Estate, LLC, and (iv) Ark Oyster House Causeway II, LLC, has entered into
several asset purchase agreements, which were executed effective October 21, 2016. The Company plans to fund the purchases with
cash on hand and bank borrowings.
Ark Gulf Shores Real Estate,
LLC and Ark Oyster House Gulf Shores I, LLC will purchase the business assets of Original Oyster House, Inc. and the related real
estate from Premium Properties, Inc. for Five Million Seven Hundred Fifty Thousand Dollars ($5,750,000). This purchase is for the
restaurant operating as the Original Oyster House at 701 Gulf Shores Parkway, City of Gulf Shores, Baldwin County, Alabama.
Ark Oyster House Causeway
II, LLC and Ark Causeway Real Estate, LLC will purchase the business assets of Original Oyster House II, Inc. and the corresponding
real estate from Gumbo Properties, L.L.C. for Four Million Seven Hundred Thousand Dollars ($4,700,000.00). This purchase is for
the restaurant operating as the Original Oyster House at 3733A Battleship Parkway, City of Spanish Fort, Baldwin County, Alabama.
(b)
The Rustic Inn,
Jupiter, Florida
On October 13, 2016, Ark
Jupiter RI, LLC (“Ark Jupiter”), a wholly-owned subsidiary of the Company, entered into a ROFR Purchase and Sale Agreement
(the “ROFR”) with SCFRC-HWG, LLC, the landlord (the “Seller”) to purchase the land and building in which
the Company operates its Rustic Inn location in Jupiter, Florida. The Seller had entered into a Purchase and Sale Agreement with
a third party to sell the premises; however, Ark Jupiter’s lease provided the Company with a right of first refusal to purchase
the property. Ark Jupiter exercised the ROFR on October 4, 2016 and made a ten (10%) percent deposit on the purchase price of approximately
Five Million Two Hundred Thousand Dollars ($5,200,000.00). The closing is scheduled to occur on or before November 18, 2016. Concurrent
with the execution of the ROFR, the Company entered into a Purchase and Sale Agreement with 1065 A1A, LLC to sell this same property
for Eight Million Two Hundred Fifty Thousand Dollars ($8,250,000.00). A deposit of Eight Hundred Twenty-Five Thousand Dollars ($825,000.00)
is being held in escrow and will be applied toward the sale price. The Closing is currently scheduled to occur on November 18,
2016 immediately after the closing of the ROFR. The Company and 1065 A1A, LLC have entered into a temporary lease and sub-lease
arrangement effective until Closing. If for any reason the Closing for the sale of The Rustic Inn to 1065 A1A, LLC does not occur,
the lease and sub-lease arrangements will be revoked.
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