0001437749-14-010036.txt : 20140528
0001437749-14-010036.hdr.sgml : 20140528
20140528152928
ACCESSION NUMBER: 0001437749-14-010036
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140527
FILED AS OF DATE: 20140528
DATE AS OF CHANGE: 20140528
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MORGANS FOODS INC
CENTRAL INDEX KEY: 0000068145
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 340562210
STATE OF INCORPORATION: OH
FISCAL YEAR END: 0602
BUSINESS ADDRESS:
STREET 1: 4829 GALAXY PARKWAY, SUITE S
CITY: CLEVELAND
STATE: OH
ZIP: 44128
BUSINESS PHONE: 2163607500
MAIL ADDRESS:
STREET 1: 4829 GALAXY PARKWAY, SUITE S
CITY: CLEVELAND
STATE: OH
ZIP: 44128
FORMER COMPANY:
FORMER CONFORMED NAME: MORTRONICS INC
DATE OF NAME CHANGE: 19861014
FORMER COMPANY:
FORMER CONFORMED NAME: MORGANS RESTAURANTS INC
DATE OF NAME CHANGE: 19820616
FORMER COMPANY:
FORMER CONFORMED NAME: SUGARDALE FOODS INC
DATE OF NAME CHANGE: 19760608
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GURASAHANEY RAMESH J
CENTRAL INDEX KEY: 0001210956
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08395
FILM NUMBER: 14872582
MAIL ADDRESS:
STREET 1: 4829 GALAXY PARKWAY, SUITE S
CITY: CLEVELAND
STATE: OH
ZIP: 44128
4
1
rdgdoc.xml
FORM 4
X0306
4
2014-05-27
1
0000068145
MORGANS FOODS INC
MRFD
0001210956
GURASAHANEY RAMESH J
2589 MIDDLETON ROAD
HUDSON
OH
44236
1
V.P.-Operations Services
Common Share
2014-05-27
4
D
0
249
D
0
D
Non-Qualified Stock Option
3.50
2014-05-27
4
D
0
21333
3.50
D
2008-11-06
2018-11-06
Common Share
21333
0
D
Common share of Morgan's Foods, Inc. ("Company") disposed of in connection with the merger of Company with and into Apex Brands Foods, Inc. ("Merger Sub"), a wholly owned subsidiary of Apex Restaurant Management, Inc. ("Apex"), on May 27, 2014, pursuant to the Agreement and Plan of Merger, dated as of March 30, 2014, between Apex, Merger Sub and Company, each Company common share was canceled and extinguished and converted into the right to receive $5.00 in cash, without interest, less any required withholding taxes. ("Per Share Merger Consideration")
Immediately prior to the effective time of the Merger, each holder of a then-outstanding option to purchase common shares will be entitled to receive, in settlement thereof, for each common share subject to such option, a cash payment, without interest and less any applicable withholding taxes, equal to the product of (i) the excess, if any, of the Per Share Merger Consideration over the per share price of the options and (ii) the number of common shares subject to such holder's options not previously exercised, whether or not then vested and exercisable. Each outstanding option or other right to receive common shares granted, whether or not then vested or exercisable, was cancelled and extinguished and converted into the right to receive $3.50 per share in cash, without interest and less any applicable withholding taxes.
/s/ Ramesh J. Gursahaney
2014-05-28