SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date
of
Report: February 8, 2006
(Date
of
earliest event reported)
NATHAN'S
FAMOUS, INC.
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware
|
1-3189
|
11-3166443
|
|
(State
of Incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
| 1400
Old Country Road, Westbury, New York
|
11590
|
| (Address of
Principal Executive Offices) |
(Zip
Code)
|
| |
|
| |
|
| Registrant's
telephone number including area
code |
(516)
338-8500
|
| |
|
(Former
name or former address, if changed since last report.)
Item
1.01. Entry
into a Material Definitive Agreement.
On
February 8, 2006, Miami Subs Real Estate Corp., (“MSREC”) and QSR, Inc. (“QSR”
and, together with MSREC, the “Tenant”), Robert T. Williamson, (“Landlord”), and
CVS 3285 FL, L.L.C., (“CVS”) entered into a Lease Termination Agreement
dated January 26, 2008 with respect to three (3) leased properties in Fort
Lauderdale, Florida currently leased by Landlord to Tenant (collectively, the
“Premises”). Each of MSREC and QSR are wholly-owned subsidiaries of Nathan’s
Famous, Inc. (the “Registrant”).
Pursuant
to the Lease Termination Agreement, within 180 days following delivery of notice
from CVS to Tenant (a “Notice”), Tenant is required to deliver to CVS the vacant
Premises. Upon Tenant’s delivery of the Premises vacated by its current
occupants, Tenant will receive a payment of $2 million. As the Premises are
currently subject to certain sublease and management agreements between Tenant
and the current occupants, Tenant will make payments to, or forgive indebtedness
of, the current occupants of the Premises and pay brokerage commissions of
approximately $500,000 in the aggregate.
CVS’
delivery of a Notice to Tenant is subject to the satisfaction of certain
conditions contained in the Lease Termination Agreement, including (i) the
negotiation of a ground lease for the Premises on terms mutually satisfactory
to
CVS and Landlord, (ii) CVS’ determination, in its sole discretion, within
the time period provided in the Lease Termination Agreement that the Premises
are acceptable for CVS’ intended use; and (iii) receipt within the time period
provided in the Lease Termination Agreement of all necessary permits and
approvals for CVS’ construction and development of a building on the Premises.
All
descriptions of the terms the Lease Termination Agreement are qualified by
reference to the actual provisions of such Agreement which is filed as Exhibit
10.1 to this Form 8-K and which terms incorporated herein by
reference.
There
is
no material relationship between the Registrant and any of its affiliates and
the other parties to the Lease Termination Agreement, other than in respect
of
the Lease Termination Agreement.
Item
9.01. Financial
Statements and Exhibits.
|
|
(c)10.1 |
Lease
Termination Agreement dated January 26, 2006 among Miami Subs Real
Estate
Corp., QSR, Inc., Robert T. Williamson, and CVS 3285 FL,
L.L.C.,
|
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned,
thereunder duly authorized.
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NATHAN'S
FAMOUS,
INC. |
|
|
|
| Dated:
February 10, 2006 |
By: |
/s/ Wayne Norbitz |
| |
Wayne
Norbitz |
| |
President
and
Chief Operating Officer
(Principal Executive
Officer)
|