MIAMI, Nov. 7, 2011 /PRNewswire/ -- Benihana Inc.
(NASDAQ: BNHN; BNHNA), operator of the nation's largest chain of
Japanese theme and sushi restaurants, today announced that the
Company's Annual Meeting of stockholders will be held on
Tuesday, January 10, 2012 at
2:00 pm EST at the InterContinental
Hotel, 2505 North West 87th Avenue, Doral, Florida 33172. The record date for the
Annual Meeting will be set to follow the date of the Company's
Special Meeting of stockholders to be held on November 17, 2011.
(Logo: http://photos.prnewswire.com/prnh/20110513/NY02073LOGO
)
At the Special Meeting, stockholders will be able to vote on the
value-enhancing reclassification proposal (the "Reclassification")
to simplify the Company's capital structure by reclassifying each
share of Class A Common Stock into one share of Common Stock.
In addition to streamlining the Company's capital structure,
the Reclassification is designed to improve transparency and
liquidity, increase flexibility to pursue strategic opportunities,
and strengthen corporate governance. Stockholders are urged to vote
for the Reclassification and its benefits by voting and returning
the WHITE card that they have received.
In light of Delaware law and
other formal timing requirements, the Annual Meeting must be held
after the Company's Special Meeting, which is scheduled for
November 17, 2011. Additionally,
having separate meetings avoids the stockholder confusion that
would have arisen if stockholders had been asked to vote on the
Reclassification at the same time as also voting on director
nominees for two alternative scenarios depending on whether the
Reclassification is approved. In contrast, having the Annual
Meeting as today announced will allow for a single scenario based
on the results of the Special Meeting.
About Benihana
Headquartered in Miami,
Benihana Inc. (NASDAQ GS: BNHN, BNHNA) is the nation's leading
operator of Japanese theme and sushi restaurants with 96
restaurants nationwide, including 63 Benihana restaurants, eight
Haru sushi restaurants and 25 RA Sushi restaurants. In addition, 18
franchised Benihana restaurants are operating in the United States, Latin America and the Caribbean. To learn more about Benihana Inc.
and its three restaurant concepts, please view the corporate video
at www.benihana.com/about/video.
Safe Harbor Statement
Except for the historical matters contained herein, statements
in this press release are forward-looking and are made pursuant to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Investors are cautioned that forward-looking
statements involve risks and uncertainties that may affect the
business and prospects of Benihana, including, without limitation:
risks related to Benihana's business strategy, including the
Renewal Program and marketing programs; risks related to Benihana's
ability to operate successfully in the current challenging economic
environment; risks related to Benihana's efforts to strengthen its
Benihana Teppanyaki concept and build its RA Sushi and Haru brands;
and other risks and uncertainties that may cause results to differ
materially from those set forth in the forward-looking statements.
Past performance may not be indicative of future results. Although
Benihana believes the expectations reflected in such
forward-looking statements are based upon reasonable assumptions,
there can be no assurance that its expectations will be realized.
In addition to the risks and uncertainties set forth above,
investors should consider the risks and uncertainties discussed in
Benihana's filings with the Securities and Exchange Commission,
including, without limitation, the risks and uncertainties
discussed under the heading "Risk Factors" in such filings.
Benihana does not undertake any obligation to publicly update any
forward-looking statement to reflect events or circumstances after
the date on which any such statement is made or to reflect the
occurrence of unanticipated events.
Additional Information
On September 15, 2011, Benihana
filed with the Securities and Exchange Commission a Registration
Statement on Form S-4, which has since been declared effective by
the Securities and Exchange Commission. The Registration Statement
on Form S-4 contains a proxy statement/prospectus which describes
the proposed reclassification. Stockholders of Benihana are
advised to read the proxy statement/prospectus, because it contains
important information. Such proxy statement/prospectus and
other relevant documents may be obtained, free of charge, on the
Securities and Exchange Commission's website (http://www.sec.gov)
or from Benihana at the Investor Relations section of
www.benihana.com/about or by contacting the Company by telephone at
(305) 593-6770 (Attention: General Counsel).
Benihana and certain persons may be deemed to be participants in
the solicitation of proxies relating to the proposed
reclassification. The participants in such solicitation may include
Benihana's executive officers and directors. Further information
regarding persons who may be deemed participants is available in
Benihana's proxy statement/prospectus.
Media Contacts
Jeremy Fielding / Anntal
Silver
Kekst and Company
(212) 521-4800
SOURCE Benihana Inc.