BNHN / Benihana Inc - SEC Dosyaları, Yıllık Rapor, Vekil Beyanı

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BNHN / Benihana Inc / Coliseum Capital Management, LLC - SCHEDULE 13D AMENDMENT NO. 14 Activist Investment

Schedule 13D Amendment No. 14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14)* Benihana Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 082047101 (CUSIP Number) Christopher Shackelton/Adam Gray Metro Center 1 Station Place, 7th Floor South Stamford, CT 06

MIAMI, Aug. 21, 2012 /PRNewswire/ -- Benihana Inc. (previously traded as NASDAQ: BNHN) ("Benihana" or the "Company"), operator of the nation's largest

Exhibit 99.1 MIAMI, Aug. 21, 2012 /PRNewswire/ - Benihana Inc. (previously traded as NASDAQ: BNHN) ("Benihana" or the "Company"), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced the completion of its acquisition by funds advised by the Private Equity Group of Angelo, Gordon & Co. ("Angelo Gordon"). Earlier today, Benihana's public company stockholder

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): August 21, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction of incorporation) (Commission File Number

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION BENIHANA INC. ARTICLE ONE

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BENIHANA INC. ARTICLE ONE The name of the corporation is Benihana Inc., (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office is located at 2711 Centerville Road, Suite 400, in the City of Wilmington, in the County of New Castle, in the State of Delaware 19808. The name of its registered agent at

- S-8 POS

Registration Nos. 333-178674 333-108315 333-33880 333-63783 333-13973 As filed with the Securities and Exchange Commission on August 22, 2012. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-178674 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-108315 POST-EFFECTIVE AMENDMENT NO

- S-8 POS

Registration Nos. 333-178674 333-108315 333-33880 333-63783 333-13973 As filed with the Securities and Exchange Commission on August 22, 2012. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-178674 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-108315 POST-EFFECTIVE AMENDMENT NO

BY-LAWS BENIHANA INC. A Delaware Corporation (amended as of August 21, 2012) ARTICLE I

Exhibit 3.2 BY-LAWS OF BENIHANA INC. A Delaware Corporation (amended as of August 21, 2012) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, in the City of Wilmington, in the County of New Castle, Delaware 19808. The name of the corporation's registered agent at such address shall

MIAMI, Aug. 21, 2012 /PRNewswire/ -- Benihana Inc. (previously traded as NASDAQ: BNHN) ("Benihana" or the "Company"), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced the completion of its acquisition by

Exhibit 99.1 MIAMI, Aug. 21, 2012 /PRNewswire/ - Benihana Inc. (previously traded as NASDAQ: BNHN) ("Benihana" or the "Company"), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced the completion of its acquisition by funds advised by the Private Equity Group of Angelo, Gordon & Co. ("Angelo Gordon"). Earlier today, Benihana's public company stockholder

- S-8 POS

Registration Nos. 333-178674 333-108315 333-33880 333-63783 333-13973 As filed with the Securities and Exchange Commission on August 22, 2012. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-178674 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-108315 POST-EFFECTIVE AMENDMENT NO

- S-8 POS

Registration Nos. 333-178674 333-108315 333-33880 333-63783 333-13973 As filed with the Securities and Exchange Commission on August 22, 2012. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-178674 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-108315 POST-EFFECTIVE AMENDMENT NO

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION BENIHANA INC. ARTICLE ONE

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BENIHANA INC. ARTICLE ONE The name of the corporation is Benihana Inc., (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office is located at 2711 Centerville Road, Suite 400, in the City of Wilmington, in the County of New Castle, in the State of Delaware 19808. The name of its registered agent at

BY-LAWS BENIHANA INC. A Delaware Corporation (amended as of August 21, 2012) ARTICLE I

Exhibit 3.2 BY-LAWS OF BENIHANA INC. A Delaware Corporation (amended as of August 21, 2012) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, in the City of Wilmington, in the County of New Castle, Delaware 19808. The name of the corporation's registered agent at such address shall

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES 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 (Date of earliest event reported): August 21, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction of incorporation) (Commission File Number

- S-8 POS

Registration Nos. 333-178674 333-108315 333-33880 333-63783 333-13973 As filed with the Securities and Exchange Commission on August 22, 2012. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-178674 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT FILE NO. 333-108315 POST-EFFECTIVE AMENDMENT NO

Entry into a Material Definitive Agreement - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): August 3, 2012 BENIHANA INC (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorporati

CERTIFICATION

Exhibit 31.02 CERTIFICATION I, J. David Flanery, certify that: 1. I have reviewed this Annual Report on Form 10-K/A of Benihana Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the First Fiscal Quarter of Fiscal Year 2013 --Comparable Sales Increase of 4.5% for the Quarter Represents Ten Consecutive Quarters, Including Thirty-One Consec

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the First Fiscal Quarter of Fiscal Year 2013 -Comparable Sales Increase of 4.5% for the Quarter Represents Ten Consecutive Quarters, Including Thirty-One Consecutive Periods, of Comparable Sales Growth- -Benihana Teppanyaki Brand Earns Number One Position in Knapp-Track Comparable Sales Survey for May and June

Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 32.01 Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the filing of this Annual Report on Form 10-K/A (the “Report”) of Benihana Inc. (“Registrant”), the undersigned hereby certifies, to such officer’s knowledge, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the

Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 32.02 Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the filing of this Annual Report on Form 10-K/A (the “Report”) of Benihana Inc. (“Registrant”), the undersigned hereby certifies, to such officer’s knowledge, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8K

UNITED STATES 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 (Date of earliest event reported): July 30, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorporati

Annual Report - FORM 10-K/A (AMENDMENT NO. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended April 1, 2012 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 0-26396 Benihana Inc. (Exact name of registrant as specifi

CERTIFICATION

Exhibit 31.01 CERTIFICATION I, Richard C. Stockinger, certify that: 1. I have reviewed this Annual Report on Form 10-K/A of Benihana Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respe

- DEFM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

BNHN / Benihana Inc / BFC FINANCIAL CORP - BENIHANA, INC Activist Investment

Benihana, Inc UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Benihana Inc. (Name of Issuer) Common Stock, Par Value $0.10 Per Share (Title of Class of Securities) 082047101 (CUSIP Number) BFC Financial Corporation 2100 West Cypress Creek Road Fort Lauderdale, Florida 33309 Attn: Alan B. Levan, Chai

[UBS Logo] Rule 10b5-1 Trading Plan

EX-99.1 Exhibit 99.1 [UBS Logo] Rule 10b5-1 Trading Plan This Trading Plan (the “Trading Plan”) is entered into on July 13, 2012 (“Seller’s Adoption Date”) between BFC Financial Corporation (“Seller”) and UBS Financial Services Inc. (“UBSFS”) for the purpose of selling shares of common stock (“Stock”) of Benihana Inc. (“Issuer”), BNHN (Ticker), including; Stock that the Seller has the right to acq

- FORM RW

VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Tanya Aldave July 11, 2012 Re: Benihana Inc. Withdrawal of Registration Statement on Form S-3 (File No. 333-163317) Dear Ms. Aldave: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Act”), Benihana Inc. (the “Company”) hereby respectfully requests the withdrawal of its Regis

- FORM AW

VIA EDGAR July 9, 2012 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Dana Brown Re: Benihana Inc. Withdrawal of Amendment No. 1 to Registration Statement on Form S-3 (Registration No. 333-163317) Dear Mr. Brown: Pursuant to Rule 477 under the Securities Act of 1933, as amended, Benihana Inc. (the “Company”) hereby respectfully requests the withdrawal o

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 v3174588k.htm CURRENT REPORT UNITED STATES 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 (Date of earliest event reported): July 2, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction of incorp

Benihana Inc. Announces Quarterly Dividend Payment of $0.08 per Common Share

Benihana Inc. Announces Quarterly Dividend Payment of $0.08 per Common Share MIAMI, July 2, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced that the Board of Directors has authorized and declared a dividend in the amount of $0.08 per Common Share. The dividend is payable in cash on July 26, 2012 to st

- PREM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT

UNITED STATES 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 (Date of earliest event reported): June 15, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 State or other jurisdiction (Commission (I.R.S. Employer of incorporatio

CERTIFICATION

Exhibit 31.02 CERTIFICATION I, J. David Flanery, certify that: 1. I have reviewed this Annual Report on Form 10-K of Benihana, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to

CERTIFICATION

Exhibit 31.01 CERTIFICATION I, Richard C. Stockinger, certify that: 1. I have reviewed this Annual Report on Form 10-K of Benihana Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-33880, 333-63783, 333-13973, 333-150322 and 333-166165 on Form S-8 and Registration Statements No. 333-83585, 333-13977 and 333-179994 on Form S-3 of our reports dated June 15, 2012, relating to the consolidated financial statements of Benihana Inc.

State of Incorporation

Exhibit 21.01 Subsidiary Name State of Incorporation 1501 Broadway Restaurant Corp. New York Benihana Bethesda Corp. New York Benihana Brickell Station Corp. Delaware Benihana Broomfield Corp. Delaware Benihana Carlsbad Corp. Delaware Benihana Chandler Corp. Delaware Benihana Columbus Corp. Delaware Benihana Coral Springs Corp. Delaware Benihana Encino Corp. California Benihana Inc. Delaware Benih

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 32.02 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Benihana Inc. (the “Company”) on Form 10-K for the fiscal year ended April 1, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, J. David Flanery, Chief Financial Officer of the Comp

Benihana Inc. Reports Fiscal Fourth Quarter and Full Year 2012 Results

Benihana Inc. Reports Fiscal Fourth Quarter and Full Year 2012 Results MIAMI, June 15, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese theme and sushi restaurants, today reported financial results for its fiscal fourth quarter and full year ended April 1, 2012. The fourth quarter of fiscal year 2012 consisted of 13 weeks and the full fiscal year

April 1,

Exhibit 13.01 BENIHANA INC. AND SUBSIDIARIES SELECTED FINANCIAL DATA The following table sets forth, for the periods indicated, selected consolidated financial data that has been derived from our audited consolidated financial statements. The following selected consolidated financial data should be read in conjunction with our consolidated financial statements and related notes thereto and “Manage

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 32.01 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Benihana Inc. (the “Company”) on Form 10-K for the fiscal year ended April 1, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Richard C. Stockinger, Chief Executive Officer of the

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended April 1, 2012 or, o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 0-26396 Benihana Inc. (Exact name of registrant as specified in its charter)

- POS AM

Registration No. 333-163317 As filed with the Securities and Exchange Commission on June 14, 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Benihana Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 65-053860 (State of Incorporation) (IRS Employer Iden

Benihana to Be Acquired by Angelo, Gordon & Co.’s Private Equity Group for $296 Million Stockholders to Receive $16.30 Per Share in Cash in Successful Conclusion to Strategic Review

EXHIBIT 99.1 Benihana to Be Acquired by Angelo, Gordon & Co.’s Private Equity Group for $296 Million Stockholders to Receive $16.30 Per Share in Cash in Successful Conclusion to Strategic Review MIAMI, May 22, 2012 - Benihana Inc. (NASDAQ: BNHN) (“Benihana” or the “Company”), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced that it has entered into a

AGREEMENT AND PLAN OF MERGER by and among BENIHANA INC. SAFFLOWER HOLDINGS CORP. SAFFLOWER ACQUISITION CORP. Dated as of May 22, 2012 TABLE OF CONTENTS

EX-2.1 2 e61932185ex21.htm AGREEMENT AND PLAN OF MERGER EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER by and among BENIHANA INC. SAFFLOWER HOLDINGS CORP. and SAFFLOWER ACQUISITION CORP. Dated as of May 22, 2012 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.1. Certain Definitions 1 Section 1.2. Certain Other Definitions 8 ARTICLE II THE MERGER Section 2.1. The Merger 9 Section 2.2. Closing 10 S

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): May 22, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction of incorporation) (Commission File Number) (

P R O S P E C T U S Benihana Inc. 1,582,577 SHARES OF COMMON STOCK

Filed Pursuant to Rule No. 424(b)(1) Registration No. 333-179994 P R O S P E C T U S Benihana Inc. 1,582,577 SHARES OF COMMON STOCK BFC Financial Corporation (the “Selling Stockholder”) may offer for sale 1,582,577 outstanding shares of our common stock, which shares were issued upon the conversion of our Series B Convertible Preferred Stock originally issued by us to the Selling Stockholder in Ju

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the Fourth Fiscal Quarter and Full-Year Fiscal 2012 --Represents Nine Consecutive Quarters and Twenty-Seven Consecutive Periods of Comparable Sales Growth-- --Co

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the Fourth Fiscal Quarter and Full-Year Fiscal 2012 -Represents Nine Consecutive Quarters and Twenty-Seven Consecutive Periods of Comparable Sales Growth- -Consistently Outstanding Sales Results Earn Benihana Teppanyaki Brand Number One Position in Knapp-Track Comparable Sales Survey for Calendar 2011- MIAMI,

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): April 10, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorporat

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): March 26, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorporat

Benihana Inc. Announces Quarterly Dividend Payment of $0.08 per Common Share

Benihana Inc. Announces Quarterly Dividend Payment of $0.08 per Common Share MIAMI, March 26, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced that the Board of Directors has authorized and declared a dividend in the amount of $0.08 per Common Share. The dividend is payable in cash on April 23, 2012 to

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): March 13, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorporat

Benihana Announces Exploration of Strategic Alternatives

Benihana Announces Exploration of Strategic Alternatives MIAMI, March 13, 2012 /PRNewswire/ - Benihana Inc.

- FORM S-3

Registration No. 333- As filed with the Securities and Exchange Commission on March 8 , 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Benihana Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 65-053860 (State of Incorporation) (IRS Employer Identification No.) 8750 Northwest 36th Str

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): February 29, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorpo

Management Presentation Investor Conference

Exhibit 99.1 Management Presentation Investor Conference Forward-Looking Statements Statements made in this presentation, other than those concerning historical financial information, may be considered “forward-looking statements,” which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and based upon current expectations, involving a number of

BNHN / Benihana Inc / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BENIHANA INC (Name of Issuer) Common Stock (Title of Class of Securities) 082047101 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

Benihana Inc. Reports Results for Fiscal Third Quarter 2012 Eighth Consecutive Quarter of Company-Wide Comparable Sales Growth; Stockholder-Friendly Initiatives Completed During the Quarter

Benihana Inc. Reports Results for Fiscal Third Quarter 2012 Eighth Consecutive Quarter of Company-Wide Comparable Sales Growth; Stockholder-Friendly Initiatives Completed During the Quarter MIAMI, Feb. 8, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese theme and sushi restaurants, today reported financial results for its twelve-week fiscal third

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 v3015948k.htm CURRENT REPORT UNITED STATES 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 (Date of earliest event reported): February 8, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Comm

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 1, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 0-26396 BENIHANA INC. (Exact name of registrant as specified in its c

BNHN / Benihana Inc / RBC Global Asset Management (U.S.) - SCHEDULE 13G AMENDMENT NO. 3 Passive Investment

Schedule 13G Amendment No. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Benihana Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 082047101 (CUSIP Number) December 30, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

Submission of Matters to a Vote of Security Holders

8-K 1 t723408k.htm FORM 8-K UNITED STATES 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 (Date of earliest event reported): January 10, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission

BNHN / Benihana Inc / AMERIPRISE FINANCIAL INC - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

Amendment No. 2 to Schedule 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #2 Under the Securities and Exchange Act of 1934 Benihana, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 082047101 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

to Schedule 13G Joint Filing Agreement

EX-99.II Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated January 10, 2012 in connection with their beneficial ownership of Benihana, Inc. Columbia Management Investment Advisers, LLC authorizes Ameriprise Financial, Inc. to execute the Schedule 13G to which this Exhibit is attached and make a

to Schedule 13G

EX-99.I Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser – Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the Final Four-Week Period and Entire Twelve-Week Period of the Third Fiscal Quarter 2012 -- Represents Twenty-Fourth Consecutive Period and Eighth Consecutive Q

Benihana Inc. Reports Total Restaurant Sales and Comparable Restaurant Sales Results for the Final Four-Week Period and Entire Twelve-Week Period of the Third Fiscal Quarter 2012 - Represents Twenty-Fourth Consecutive Period and Eighth Consecutive Quarter of Comparable Sales Growth - MIAMI, Jan. 5, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): January 5, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorpora

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

UNITED STATES 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 (Date of earliest event reported): January 3, 2012 BENIHANA INC. (Exact name of registrant as specified in its charter) Delaware 0-26396 65-0538630 (State or other jurisdiction (Commission (I.R.S. Employer of incorpora

Benihana Inc. Announces Initiation of Quarterly Dividend Payment Represents Annual Dividend Yield of Approximately 3%

Benihana Inc. Announces Initiation of Quarterly Dividend Payment Represents Annual Dividend Yield of Approximately 3% MIAMI, Jan. 3, 2012 /PRNewswire/ - Benihana Inc. (NASDAQ: BNHN), operator of the nation's largest chain of Japanese theme and sushi restaurants, today announced that the Board of Directors has authorized and declared a quarterly dividend in the amount of $0.08 per Common Share. The

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BENIHANA INC. 8685 N.W. 53rd Terrace Suite 201 Miami, Florida 33166 August 1, 2011 BY EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Benihana Inc. Registration Statement on Form S-4 File No. 333-174815 (“Form S-4”) Ladies and Gentlemen: On behalf of Benihana Inc. (the “Company”) (the “Registrant”) under the above-captioned registration statement (the “Registrati

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Hughes Hubbard & Reed LLP One Battery Park Plaza New York, New York 10004-1482 Telephone: 212-837-6000 Fax: 212-422-4726 hugheshubbard.

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-3561 July 6, 2011 Via E-mail Cristina L. Mendoza Senior Vice President, General Counsel and Secretary Benihana Inc. 8685 Northwest 53rd Terrace Miami, Florida 33166 Re: Benihana Inc. Registration Statement on Form S-4 Filed June 9, 2011 File No. 333-174815 Dear Ms. Mendoza: We have limited our review of your registration state