Item 1.01 Entry into a Material Definitive Agreement
As previously disclosed, on
In connection with the Bankruptcy Petitions, on
The bid submitted by iPic
Based on the assets remaining in the Debtors' estate, the Company does not expect that any assets of the estate will be available for distribution to stockholders of the Company.
The foregoing description of the Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by the full text of the Asset Purchase Agreement, a copy of which is filed as Exhibit 2.1 to this Current Report on Form 8-K.
Item 2.01 Completion of Acquisition or Disposition of Assets
The disclosures under Item 1.01 of this Current Report on Form 8-K are incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective
The resignations described above were a result of the Chapter 11 Cases, and not the result of any disagreement with management, the Company or its operations, policies or practices.
Item 8.01 Other Events
On
1
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
In addition to historical information, this Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements, plans, objectives, expectations and intentions and other statements that are not historical facts. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar matters that are not historical facts. You can identify forward-looking statements by terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "should," "will" and "would" or the negatives of these terms or other comparable terminology, but the absence of these particular words does not mean that a statement is not forward-looking.
You should not place undue reliance on forward-looking statements.
Although the forward-looking statements in this Current Report on Form 8-K are based on our beliefs, assumptions and expectations, taking into account all information currently available to us, we cannot guarantee future transactions, results, performance, achievements or outcomes. No assurance can be made to any investor by anyone that the expectations reflected in our forward-looking statements will be attained. Should one or more of the risks or uncertainties referred to above and elsewhere in this Form 8-K materialize, or should any of our assumptions prove to be incorrect, our actual results may vary in material and adverse respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit Number Description 2.1* Asset Purchase Agreement dated as ofOctober 28, 2019 , by and among iPic-GoldClass Entertainment, LLC , iPicGold Class Holdings LLC , iPicMedia LLC ,Delray Beach Holdings, LLC , and iPicTexas, LLC , as Sellers, and iPicTheaters, LLC , as Purchaser 99.1 Press Release, datedNovember 18, 2019
* Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of
Regulation S-K. iPic hereby undertakes to furnish supplementally copies of any
of the omitted schedules and exhibits upon request by the
Exchange Commission . 2
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