8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 24, 2015

Preferred Restaurant Brands, Inc.

(Exact name of Company as specified in its charter)

Florida	333-170662	80-0608195
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	3033 South Dean Martin Drive, Las Vegas, NV, 89103
	(Address of principal executive offices)
	Phone: (702) 834-7101
	(Company’s Telephone Number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Preferred Restaurant Brands, Inc.

Form 8-K

Current Report

Item 1.02 – Termination of Material Definitive Agreement

On September 24, 2015, by mutual agreement between Preferred Restaurant Brands, Inc., a Florida corporation (the “Company”) and Capriotti’s Sandwich Shop Inc., mutually agreed to terminate the agreement between Preferred Restaurant Brands, Inc. and Capriotti’s Sandwich Shop Inc. As per the terms of the termination agreement the Company has completed the sale of two of its nine locations to Capriotti’s Sandwich Shops Inc., effective as of September 24, 2015.  In addition, the Company has initiated the rebranding of the other seven remaining locations to its own proprietary brand, “AMERICA’S BEST” deli and sandwich company. The seven AMERICA’S BEST locations include 3 in the Dallas Metroplex and 4 in Orange County.  Rebranding to the company’s proprietary brand is expected to be completed within the next 3-4 weeks. All obligations have been completed or terminated, and there are no other obligations responsible between either party.

Item 2.01 – Completion of Acquisition or Disposition of Assets

The information provided in Item 1.02 of this Current Report on Form 8-K related to the aforementioned Termination of Agreement is incorporated by reference into this Item 2.01. As a result of the Termination of the Agreement, the Company has sold two of its nine locations to Capriotti’s Sandwich Shop Inc.

ITEM 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Press Release of Preferred Restaurant Brands, Inc., dated September 21, 2015.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Preferred Restaurant Brands, Inc.
Date: September 30, 2015	By: /s/ Kenneth Antos
	Kenneth Antos
	President, CEO

EX-99.1

Exhibit 99.1

PREFERRED RESTAURANT BRANDS TO REBRAND ITS FORMER CAPRIOTTI’S SANDWICH SHOP LOCATIONS

Ø 7 stores to become PRBI proprietary brand “AMERICA’S BEST”

Ø Enhanced Store Level Profitability

Ø 3 Week Transition for Rebranding and Store Conversion

LAS VEGAS, September 16, 2015 /PRNewswire/ -- Preferred Restaurant Brands Inc (OTCQB: PRBI; the "Company"), announces the rebranding of its seven former Capriotti’s Sandwich Shop locations.

A Mutual Termination Agreement was executed effective Sept 24, 2015, between the Company and Capriotti’s Sandwich Shop Inc concerning the 9-store portfolio.  Under the Agreement, two of the Company’s former Capriotti’s locations, located in Mission Valley San Diego and North Las Vegas, were sold to the Franchisor.  The Company’s remaining 7 current locations will be rebranded to the Company’s proprietary brand “AMERICA’S BEST” (Deli and Sandwich Company).  Three of the seven current locations are in the DFW area with the other four current locations in Southern California … including Newport Beach, Irvine Marketplace, Tustin and Fountain Valley.  You can find us at www.yoursandwichshop.com (website currently under construction).

The theme will be menu items named after American cities customers can relate to … such as “THE PHILADELPHIA” for our Philly Cheese Steak, “THE NEW YORK” for our signature Pastrami, “THE MEMPHIS” for our BBQ sandwich, and so on.

"We are very excited about the AMERICA’S BEST brand and theme … and believe we will have a concept and food experience that our guests will absolutely love … and will leave them wanting to revisit us over and over with their friends, family and colleagues” said Ken Antos, Chairman & CEO of PRBI.

Rebranding of our restaurant locations will result in enhanced store level profitability with several profit upsides … including but not limited to …

Ø Elimination of Franchisor Royalties

Ø Streamlined and competitive product procurement (lower COGS)

Ø Higher margin flow-thru due to expanded day part menus and price optimization

Ø Sandwich size options linked to customer segments and preferences

The rebranding and store conversion to AMERICA’S BEST should be completed within 3-4 weeks from Agreement date, allowing for menu training, point of sale rebranding and other associated required modifications.

Headquartered in Las Vegas NV, Preferred Restaurant Brands is a multi-brand, multi-unit restaurant development and operating company … and currently operates:

Ø 6 Papa John's Pizza franchised locations in the Fresno / Sacramento corridor. Also, the company has an additional 6 Papa John’s in various stages of buildout and lease which the company expects to open in the next 4 to 6 months.  In addition, 9 leases have been executed which after completion will bring our total Papa John’s locations to 21.  Papa John’s Pizza is the #1 Recognized Pizza Brand of the avid NFL fan.  PRBI thru its Master Development Agreement with Papa John's International has exclusive rights to buildout over 25 locations by the end of 2017 in the Fresno / Sacramento areas.

Ø 7 AMERICA’S BEST locations which will be as a result of the store rebranding to PRBI proprietary brand as mentioned.

Ø ELEMENTS Fine Casual Dining & Cocktails – Las Vegas

Ø SOCIAL Bistro & Wine Bar in Tivoli Village – Las Vegas.  Tivoli Village is a high-end retail and dining destination located in one of the most affluent sections of Southern Nevada, near the master planned community of Summerlin...and is currently in Phase 2 development.

In addition, the Company has other restaurant concepts in various stages of development.

For information contact:

Lance Garrick

Senior VP Corporate Controller

Preferred Restaurant Brands Inc

investorrelations@prbmail.com

702 834-7101

www.socialbistrowinebar.com

www.elementscasualdining.com

www.yoursandwichshop.com