We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Biglari Holdings Inc | NYSE:BH | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-6.49 | -3.19% | 197.11 | 203.04 | 196.65 | 203.04 | 4,487 | 22:30:00 |
x |
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
o |
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
INDIANA
|
|
37-0684070
|
(State or other jurisdiction of incorporation)
|
|
(I.R.S. Employer Identification No.)
|
17802 IH 10, Suite 400
San Antonio, Texas
|
|
78257
|
(Address of principal executive offices)
|
|
(Zip Code)
|
|
Name of each exchange on which registered
|
|
Common Stock, stated value $.50 per share
|
|
New York Stock Exchange
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Name
|
Age
|
Position with Company
|
||
Sardar Biglari(1)
|
37
|
Chief Executive Officer -
Biglari Holdings
Steak n Shake Operations, Inc. (“Steak n Shake”)
Western Sizzlin Corporation (“Western”)
Chairman -
Biglari Holdings
Steak n Shake
Western
|
||
Bruce Lewis
|
50
|
Controller –
Biglari Holdings
|
(1)
|
Member of the Board of Directors of the Company
|
Name and Position
|
Age
|
Business Experience
|
||
Sardar Biglari,
Chairman of the Board and Chief Executive Officer
|
37
|
Chairman of the Board, Chief Executive Officer and a director of Biglari Holdings since 2010. Mr. Biglari was elected Chairman of the Board of the Predecessor in June 2008 and appointed Chief Executive Officer in August 2008 following his election to the Board in March 2008. He has been Chief Executive Officer of Steak n Shake since August 2008. He has also served as a director, since December 2005, Chairman, since March 2006, and Chief Executive Officer and President, since May 2007, of Western, a diversified holding company, which was acquired by the Company in March 2010. Chairman and Chief Executive Officer of Biglari Capital, general partner of The Lion Fund I and The Lion Fund II, private investment funds, since its inception in 2000. Director of CCA Industries, a manufacturer and marketer of health and beauty aids, from August 2011 to July 2014. Mr. Biglari has extensive business, managerial and investing experience in a broad range of businesses. He also has experience serving on the boards of directors of public companies.
|
||
Philip L. Cooley,
Vice Chairman of the Board
|
71
|
Vice Chairman of the Board and a director of Biglari Holdings since 2010. Dr. Cooley was appointed Vice Chairman of the Predecessor in April 2009 following his election to the Board in March 2008. Prassel Distinguished Professor of Business at Trinity University, San Antonio, Texas, from 1985 until his retirement in May 2012. Served as an advisory director of Biglari Capital since 2000 and as Vice Chairman and a director of Western from March 2006 and December 2005, respectively, until its acquisition by the Company in March 2010. Director of CCA Industries from August 2011 to July 2014. Dr. Cooley has extensive business and investment knowledge and experience. He also has experience serving on the boards of directors of public companies.
|
||
William L. Johnson,
Lead Independent Director
|
72
|
Director of Biglari Holdings since February 2012 and lead independent director since December 2014. President and Chief Executive Officer of The Berean Group, LLC, a business consulting firm providing strategic planning, marketing, leadership development and other support services, since June 2002. Vice Chairman of the Board of Fremont Michigan InsuraCorp, Inc., a property and casualty insurance provider, from 2003 until 2011. Former Chairman, President and Chief Executive Officer of SEMCO Energy, Inc., a regulated public utility company, and Chief Executive Officer of Northern Pipeline Construction Company, a natural gas construction company. Mr. Johnson has leadership, business management, insurance and public company experience.
|
Ruth J. Person,
Independent Director
|
69
|
Director of Biglari Holdings since 2010 and of the Predecessor from 2002 to 2010. Chancellor, University of Michigan-Flint, from 2008 to 2014 and Professor of Management from 2008 to present. Chancellor, Indiana University Kokomo, and Professor of Management from 1999 to 2008. President, American Association of University Administrators, from 2003 to 2004. Dr. Person previously held positions as President, Board of Directors, Workforce Development Strategies, Inc. and as a member of the Key Bank Advisory Board – Central Indiana and the Board of Managers, Hurley Medical Center, Flint, Michigan. Dr. Person has years of experience in leadership and board positions at various institutions. Dr. Person has extensive knowledge of Steak n Shake’s business.
|
||
Kenneth R. Cooper,
Independent Director
|
70
|
Director of Biglari Holdings since October 2010. Attorney in the private practice of law, with over 40 years of legal and business experience in real estate transactions and related matters. Served as a director of Western from February 2007 until its acquisition by the Company in March 2010. Mr. Cooper has extensive experience in real estate, business and financial analysis, as well as significant knowledge of Western’s business.
|
||
James P. Mastrian,
Independent Director
|
72
|
Director of Biglari Holdings since August 2012. Mr. Mastrian retired from Rite Aid Corporation (“Rite Aid”) in August 2008. He was the special advisor to the Chairman and Chief Executive Officer. Chief Operating Officer of Rite Aid from October 2005 to August 2007. Senior Executive Vice President, Marketing of Rite Aid from October 2000 to October 2005. Mr. Mastrian also held senior marketing positions at Revco D.S., Inc. prior to its acquisition by CVS and The Sherwin-Williams Company. Director of CCA Industries from 2009 to August 2012. Mr. Mastrian served in a leadership role in the retail sector, has extensive marketing experience and over 40 years of experience in corporate management.
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
|
·
|
Steak n Shake recorded its 23rd consecutive quarterly increase in same-store sales.
|
|
·
|
Purchased First Guard Insurance Company, a direct underwriter of commercial trucking insurance. First Guard has never experienced an underwriting loss in its 17-year history.
|
|
·
|
Acquired Maxim, a leading men’s magazine published in 75 countries.
|
Actions
|
|
·
·
|
Appointed William L. Johnson as Lead Independent Director
Mr. Johnson’s responsibilities include presiding over Board meetings at which the Chairman is not present, including executive sessions of the independent directors; serving as a liaison between the Chairman and the independent directors; and ensuring the Board’s focus on issues of corporate governance
|
·
|
Retained Farient Advisors, LLC (“Farient”), an independent compensation consulting firm, to conduct a comprehensive review of the Company’s executive compensation program for 2015, including peer group development, incentive compensation design, pay and performance alignment, and best governance practices
|
·
|
Farient is currently reviewing the Company’s executive compensation program, including the incentive agreement with Mr. Biglari (the “Incentive Agreement”). More information will be disclosed in our forthcoming proxy statement filing
|
·
|
Enhanced our Compensation Discussion & Analysis (“CD&A”) to better describe our compensation philosophy and more clearly explain the way in which Mr. Biglari is compensated
|
·
|
Our disclosure separates the discussion of our operating business and investments business
|
·
|
The Incentive Agreement was amended in July 2013 to more closely tie Mr. Biglari’s incentive compensation to the earnings of our operating businesses, by excluding any realized or unrealized gains or losses, earnings and all other amounts attributable to any investments by Biglari Holdings and its subsidiaries in The Lion Fund
|
·
|
Adoption of stock ownership guidelines for our non-employee directors
|
·
|
Because the Company does not grant options or other stock awards to non-employee directors to avoid the dilution of our shareholders’ ownership interests, the Board adopted stringent Stock Ownership Guidelines for our non-employee directors to ensure that the interests of our non-employee directors are aligned with the interests of our shareholders in maximizing the long-term value of the Company
|
·
|
Our non-employee directors are required to own shares equal in value to at least five times their annual cash retainer. Directors have until four years from the adoption of the policy to meet the guideline
|
What We Do
|
What We Don’t Do
|
|
þ Align executive compensation with the long-term interests of our shareholders by adhering to a “pay for performance” compensation philosophy
þ Avoid dilution to shareholders by requiring our CEO to use pre-tax cash incentive dollars to purchase shares in the open market, rather than through equity grants
þ Require holding periods on equity purchased by our CEO in the open market under the Incentive Agreement
þ Utilize an independent compensation consulting firm that provides no other services to the Company
þ Maintain stringent Stock Ownership Guidelines for our non-employee directors
þ Have a Lead Independent Director serve as a liaison between the Chairman and the independent directors, facilitating more effective communications and corporate governance
|
ý No Employment Agreements with our CEO and other named executive officer
ý No stock options
ý No restricted stock or other forms of equity awards
ý No traditional executive perquisites, such as auto allowances, health club memberships, executive physicals, country club memberships, or personal financial planning services
ý No discretionary bonuses for our CEO
ý No excise tax gross-ups
|
(amounts in thousands)
|
||||||||
Fiscal 2014
|
Fiscal 2013
|
|||||||
Change in shareholders’ equity:
|
||||||||
Net Earnings
|
$ | 28,804 | $ | 140,271 | ||||
Other comprehensive income, net
|
(21,979 | ) | (22,440 | ) | ||||
Deconsolidation of affiliated partnerships
|
- | 37,864 | ||||||
Adjustment to treasury stock for holdings in investment partnerships
|
(18,594 | ) | (11,033 | ) | ||||
Issuance of stock for rights offering
|
85,873 | 75,595 | ||||||
Exercise of stock options
|
24 | 17 | ||||||
Adjustment of redeemable noncontrolling interest to maximum redemption value
|
- | (4,810 | ) | |||||
Change in shareholders’ equity
|
74,128 | 215,464 | ||||||
Reconciling of change in adjusted book value to change in shareholders’ equity:
|
||||||||
Add accrued CEO incentive compensation
|
- | 6,200 | ||||||
Less earnings from investment partnerships included in net earnings
|
(12,316 | ) | (13,296 | ) | ||||
Less deconsolidation of affiliated partnerships
|
- | (37,864 | ) | |||||
Add adjustment to treasury stock for holdings in investment partnerships
|
18,594 | 11,033 | ||||||
Less issuance of stock for rights offering
|
(85,873 | ) | (75,595 | ) | ||||
Change in other comprehensive income due to foreign currency translation adjustments
|
582 | (8 | ) | |||||
Less exercise of stock options
|
(24 | ) | (17 | ) | ||||
Add adjustment of redeemable noncontrolling interest to maximum redemption value
|
- | 4,810 | ||||||
Change in adjusted book value
|
$ | (4,909 | ) | $ | 110,727 |
Fiscal 2014
|
Fiscal 2013
|
|||||||
Beginning Shareholders’ Equity
|
$ | 564,589 | $ | 349,125 | ||||
Adjustment for treasury stock and equity in investment partnerships
|
(397,699 | ) | (28,025 | ) | ||||
Adjusted book value
|
$ | 166,890 | $ | 321,100 |
|
·
|
Aligns with our overriding objective of increasing the per-share intrinsic value of the enterprise
|
|
·
|
Provides challenging goals, since the threshold level of book value needed to earn an incentive is set at the High Water Mark plus the Hurdle Rate
|
|
·
|
Serves as both a short- and long-term incentive through the required purchase of our common stock in the open market
|
|
·
|
Ensures proper long-term alignment with our shareholders given the share purchase provisions and holding requirements, while avoiding the dilution associated with equity awards
|
|
·
|
Offers shareholders advantageous tax treatment since pre-tax cash incentive dollars are used to purchase shares in the open market
|
|
·
|
Avoids encouraging excessive risk taking by promoting action intended to create long-term, sustainable value for the benefit of all shareholders
|
Name and
Principal
Position
|
Fiscal
Year
|
Salary ($)
|
Bonus ($)
|
Non-Equity
Incentive Plan
Compensation ($)a
|
All Other
Compensation($)b
|
Total ($)
|
|||||||||||||||
Sardar Biglari,
|
2014
|
$900,000 | $ | — | $ | — | $ | — | $ | 900,000 | |||||||||||
Chairman / Chief
|
2013
|
$900,000 | $ | — | $ | 10,000,000 | $ | 42,797 | $ | 10,942,797 | |||||||||||
Executive Officer
|
2012
|
$900,000 | $ | — | $ | 10,000,000 | $ | 17,788 | $ | 10,917,788 | |||||||||||
Bruce Lewis,
|
2014
|
$330,962 | $ | 365,000 | $ | — | $ | — | $ | 695,962 | |||||||||||
Controller
|
2013
|
$320,000 | $ | 300,000 | $ | — | $ | — | $ | 620,000 | |||||||||||
2012
|
$231,385 | $ | 218,000 | $ | — | $ | 40,416 | c | $ | 489,801 | |||||||||||
a.
|
Represents incentive compensation paid in accordance with the terms of the Incentive Agreement.
|
b.
|
Prior to fiscal year 2014, the Company had a direct ownership in CCA Industries and Mr. Biglari served on the Board of Directors of CCA Industries until July 2014. The value of director’s fees received was $42,500 in 2013 and $17,500 in 2012.
|
c.
|
Includes reimbursed relocation expenses of $40,080.
|
|
·
|
$3,500 for each in-person Board meeting attended;
|
|
·
|
$1,250 for each committee meeting attended in-person not held in conjunction with a Board meeting;
|
|
·
|
$500 for each committee meeting attended held in conjunction with a Board meeting; and
|
|
·
|
$500 for any meeting (Board or committee) in which the director participated by phone.
|
Name
|
Fees Earned or Paid in Cash
|
All Other Compensation
|
Total
|
|||||||||
Philip L. Cooley
|
$ | 217,500 | $ | — | $ | 217,500 | ||||||
Kenneth R. Cooper
|
$ | 61,000 | $ | — | $ | 61,000 | ||||||
William L. Johnson
|
$ | 61,000 | $ | — | $ | 61,000 | ||||||
James P. Mastrian
|
$ | 56,000 | $ | — | $ | 56,000 | ||||||
Ruth J. Person
|
$ | 55,000 | $ | — | $ | 55,000 |
ITEM 12
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
Name & Address of Beneficial Owner
|
Amount and Nature of
Beneficial Ownership
|
Percent of Class
|
||
Sardar Biglari
17802 IH 10 West, Suite 400
San Antonio, TX 78257
|
387,009 (1)
|
18.7
|
||
GAMCO Investors, Inc.
One Corporate Center
Rye, NY 10580-1435
|
200,086 (2)
|
9.7
|
||
BlackRock, Inc.
40 East 52nd Street
New York, NY 10022
|
147,705 (3)
|
7.2
|
||
Dimensional Fund Advisors LP
Palisades West, Building One
6300 Bee Cave Road
Austin, TX 78746
|
131,503 (4)
|
6.4
|
||
The Vanguard Group
100 Vanguard Blvd.
Malvern, PA 19355
|
118,943 (5)
|
5.8
|
||
Janus Capital Management LLC
151 Detroit Street
Denver, CO 80206
|
113,652 (6)
|
5.5
|
||
Piper Jaffray Companies
800 Nicollet Mall Suite 800
Minneapolis, MN 55402
|
110,577 (7)
|
5.4
|
1)
|
This information was obtained from a Schedule 13D/A filed with the SEC on January 9, 2015 by The Lion Fund I, Biglari Capital, Sardar Biglari, Philip L. Cooley, the 401(k) Plan and the Steak n Shake Non-Qualified Savings Plan, and the most recent Form 4 filed with the SEC by certain of the foregoing persons. By virtue of his relationships with the other reporting persons discussed in the Schedule 13D/A, Mr. Biglari may be deemed to have the sole power to vote and dispose of the shares beneficially owned by the reporting persons, other than the shares held under each of the 401(k) Plan and the Deferred Compensation Plan and the shares beneficially owned by Dr. Cooley. Mr. Biglari has sole power to direct the voting of the shares held under each of the 401(k) Plan and the Deferred Compensation Plan. Mr. Biglari shares with Dr. Cooley the power to vote and dispose of the shares beneficially owned by Dr. Cooley. Mr. Biglari disclaims beneficial ownership of the shares that he does not directly own.
|
2)
|
This information was obtained from a Schedule 13D/A filed with the SEC on January 21, 2015.
|
3)
|
This information was obtained from Forms 13F filed with the SEC by BlackRock, Inc. and affiliated funds on October 29, 2014.
|
4)
|
This information was obtained from a Form 13F filed with the SEC on November 13, 2014.
|
5)
|
This information was obtained from a Form 13F filed with the SEC on November 12, 2014.
|
6)
|
This information was obtained from a Form 13F filed with the SEC on November 14, 2014.
|
7)
|
This information was obtained from a Form 13F filed with the SEC by Advisory Research, Inc. on November 6, 2014.
|
Name & Address of Beneficial Owner
|
Amount and Nature of
Beneficial Ownership
|
Percent of Class
|
||||||
Sardar Biglari
|
387,009 | (1) | 18.7 | |||||
Philip L. Cooley
|
7,475 | (2) | * | |||||
Ruth J. Person
|
512 | * | ||||||
Kenneth R. Cooper
|
313 | * | ||||||
William L. Johnson
|
360 | * | ||||||
James P. Mastrian
|
336 | (3) | * | |||||
Bruce Lewis
|
— | — | ||||||
All directors and executive officers as a group (7 persons)
|
388,530 | 18.8 |
*
|
Less than 1%
|
1)
|
Includes 31,019 shares owned directly by Mr. Biglari, 347,027 shares owned directly by The Lion Fund I, 1,000 shares held under the 401(k) Plan, 488 shares held under the Steak n Shake Non-Qualified Savings Plan and 7,475 shares beneficially owned by Dr. Cooley. See footnote 1 above.
|
2)
|
Includes 814 shares owned by Dr. Cooley’s spouse. Dr. Cooley disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
|
3)
|
Shares owned by Mr. Mastrian’s spouse. Mr. Mastrian disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
|
Plan category
|
Number of securities to
be issued upon exercise of outstanding options, warrants and rights |
Weighted-average
exercise price of outstanding options, warrants and rights |
Number of securities
remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) |
|||||||||
(a)
|
(b)
|
(c)
|
||||||||||
Equity compensation plans approved by security holders
|
7,323 | $ | 275.08 | — | ||||||||
Equity compensation plans not approved by security holders
|
— | $ | — | — | ||||||||
Total
|
7,323 | $ | 275.08 | — |
Comparison of Fees
|
Typical “2 and 20” Hedge Fund
|
The Lion Fund
|
||
December 31, 2013
|
$18,496,040
|
$14,701,852
|
|
1.
|
None of the independent directors is our officer or employee or an officer or employee of our subsidiaries or affiliates, nor has been such an officer or employee within the prior three years; further, no immediate family member of the independent directors is, or has been in the past three years, an executive officer of the Company.
|
|
2.
|
None of the independent directors has received, nor has an immediate family member of such directors received, during any twelve month period in the last three years, more than $120,000 in direct compensation from us, other than director and committee fees and pension or other forms of deferred compensation for prior service.
|
|
3.
|
None of the independent directors or any member of their immediate family is or within the past five years has been affiliated with Deloitte & Touche LLP.
|
|
4.
|
None of the independent directors or any member of their immediate families have within the last three years been employed as an executive officer of another company on whose compensation committee one of our present executive officers served.
|
|
5.
|
None of the independent directors is a current employee or has an immediate family member who is a current executive officer of a company that in any of the last three fiscal years has done business with us in an amount in excess of $1 million or 2% of such other company’s consolidated gross revenues.
|
|
6.
|
None of the independent directors serves as a director, trustee, executive officer or similar position of a charitable or non-profit organization to which, in any of the last three fiscal years, we or our subsidiaries made charitable contributions or payments in any single fiscal year in excess of $1 million or 2% of the organization’s consolidated gross revenues.
|
Type of Fee
|
Fiscal 2014
|
Fiscal 2013
|
||||||
Audit Fees(1)
|
$ | 682,800 | $ | 676,500 | ||||
Audit-Related Fees(2)
|
77,700 | 58,200 | ||||||
Tax Fees
|
— | — | ||||||
Total Fees for the Applicable Fiscal Year
|
$ | 760,500 | $ | 734,700 |
(1)
|
Audit fees include fees for services performed for the audit of our annual financial statements including services related to Section 404 of the Sarbanes-Oxley Act and review of financial statements included in our Form 10-Q filings, Form 10-K filing, Registration Statements, comment letters and services that are normally provided in connection with statutory or regulatory filings or engagements. Billings not finalized at time of filing are included in the year paid.
|
(2)
|
Audit-Related Fees include fees for assurance and related services performed that are reasonably related to the performance of the audit or review of our financial statements. This includes services provided to audit Steak n Shake’s 401(k) Plan.
|
Exhibit Number
|
Description
|
|
31.01
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
|
|
31.02
|
Rule 13a-14(a)/15d-14(a) Certification of Controller
|
|
32.01
|
Section 1350 Certifications
|
Biglari Holdings inc.
|
||
|
By:
|
/s/ Bruce Lewis
|
Bruce Lewis
Controller
|
Signature
|
|
Title
|
/s/ Sardar Biglari
|
|
Chief Executive Officer and Chairman of the Board (Principal Executive Officer)
|
Sardar Biglari
|
||
/s/ Bruce Lewis
|
Controller (Principal Financial and Accounting Officer)
|
|
Bruce Lewis
|
||
/s/ Philip L. Cooley
|
|
Director
|
Philip L. Cooley
|
||
/s/ Kenneth R. Cooper
|
|
Director
|
Kenneth R. Cooper
|
||
/s/ William L. Johnson
|
|
Director
|
William L. Johnson
|
||
/s/ James P. Mastrian
|
Director
|
|
James P. Mastrian
|
||
/s/ Dr. Ruth J. Person
|
Director
|
|
Dr. Ruth J. Person
|
Description
|
||
31.01
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
|
|
31.02
|
Rule 13a-14(a)/15d-14(a) Certification of Controller
|
|
32.01
|
Section 1350 Certifications
|
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: January 22, 2015
|
|
|
|
|
|
|
/s/ Sardar Biglari
|
|
|
|
|
|
Sardar Biglari
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: January 22, 2015
|
|
|
|
|
|
|
/s/ Bruce Lewis
|
|
|
|
|
|
Bruce Lewis
|
|
|
|
|
Controller
|
|
|
|
|
|
|
/s/ Sardar Biglari
|
|
|
|
|
Sardar Biglari
|
|
|
|
|
Chairman and Chief Executive Officer
January 22, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Bruce Lewis
|
|
|
|
|
Bruce Lewis
|
|
|
|
|
Controller
January 22, 2015
|
|
|
|
|
1 Year Biglari Chart |
1 Month Biglari Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions