Termination of Registration of a Class of Security Under Section 12(b) (15-12b)
April 16 2018 - 4:52PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER
SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION
OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
Commission File Number
001-37450
Fogo de Chão, Inc.
(Exact name of registrant as specified in its charter)
5908
Headquarters Drive, Suite K200
Plano, TX 75024
(972)
960-9533
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Common Stock, par value $0.01 per share
(Title of each class of securities covered by this Form)
None
(Titles of all other
classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the
appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule 12g-4(a)(1)
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☐
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Rule
12g-4(a)(2)
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☐
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Rule 12h-3(b)(1)(i)
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☑
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Rule 12h-3(b)(1)(ii)
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☐
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Rule
15d-6
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☐
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Approximate number of holders of record as of the certification or notice date:
One
*
Pursuant to the requirements of the Securities Exchange Act of 1934 Fogo de Chão, Inc. has caused this certification/notice to be signed on its behalf
by the undersigned duly authorized person.
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Date: April 16, 2018
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FOGO DE CHÃO, INC.
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By:
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/s/ Lawrence J. Johnson
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Name: Lawrence J. Johnson
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Title: Chief Executive Officer
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*On April 5, 2018, pursuant to the Agreement and Plan of Merger, dated as of February 20, 2018, among the Fogo De
Chão, Inc. (the
Company
), Prime Cut Intermediate Holdings Inc., a Delaware corporation (
Parent
) and an investment entity affiliated with Rhône Capital V L.P., and Prime Cut Merger Sub Inc., a
Delaware corporation and a wholly owned subsidiary of Parent (
Merger Subsidiary
), Merger Subsidiary merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent.
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