0001140361-24-002448.txt : 20240117 0001140361-24-002448.hdr.sgml : 20240117 20240117093212 ACCESSION NUMBER: 0001140361-24-002448 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240112 FILED AS OF DATE: 20240117 DATE AS OF CHANGE: 20240117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Perelman Matthew Terker CENTRAL INDEX KEY: 0001771891 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33174 FILM NUMBER: 24536944 MAIL ADDRESS: STREET 1: 853 BROADWAY, SUITE 2014 CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAMBRIDGE FRANCHISE PARTNERS, LLC CENTRAL INDEX KEY: 0001737771 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33174 FILM NUMBER: 24536946 BUSINESS ADDRESS: STREET 1: 208 N. GARNETT STREET CITY: HENDERSON STATE: NC ZIP: 27536 BUSINESS PHONE: 917-734-2746 MAIL ADDRESS: STREET 1: 853 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cambridge Franchise Holdings, LLC CENTRAL INDEX KEY: 0001777553 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33174 FILM NUMBER: 24536945 BUSINESS ADDRESS: STREET 1: 853 BROADWAY, SUITE 2014 CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 9176852967 MAIL ADDRESS: STREET 1: 853 BROADWAY, SUITE 2014 CITY: NEW YORK STATE: NY ZIP: 10003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sloane Alexander R CENTRAL INDEX KEY: 0001771894 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33174 FILM NUMBER: 24536943 MAIL ADDRESS: STREET 1: 853 BROADWAY, SUITE 2014 CITY: NEW YORK STATE: NY ZIP: 10003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARROLS RESTAURANT GROUP, INC. CENTRAL INDEX KEY: 0000809248 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 161287774 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 968 JAMES STREET CITY: SYRACUSE STATE: NY ZIP: 13203 BUSINESS PHONE: 315-424-0513 MAIL ADDRESS: STREET 1: 968 JAMES STREET CITY: SYRACUSE STATE: NY ZIP: 13203 FORMER COMPANY: FORMER CONFORMED NAME: CARROLS HOLDINGS CORP DATE OF NAME CHANGE: 19870113 4 1 form4.xml FORM 4 X0508 4 2024-01-12 0000809248 CARROLS RESTAURANT GROUP, INC. TAST 0001737771 CAMBRIDGE FRANCHISE PARTNERS, LLC 853 BROADWAY, SUITE 1605 NEW YORK NY 10003 true 0001777553 Cambridge Franchise Holdings, LLC 853 BROADWAY, SUITE 1605 NEW YORK NY 10003 true 0001771891 Perelman Matthew Terker 853 BROADWAY, SUITE 1605 NEW YORK NY 10003 true true 0001771894 Sloane Alexander R 853 BROADWAY, SUITE 1605 NEW YORK NY 10003 true true true Common Stock, par value $0.01 per share 2024-01-12 4 S 0 2005309 D 10442310 I See Footnotes Common Stock, par value $0.01 per share 283234 D Common Stock, par value $0.01 per share 152284 D On September 14, 2023, Cambridge Franchise Holdings, LLC ("CFH") entered into a master forward confirmation with an unaffiliated third party broker-dealer (in its capacity as buyer for the forward sale transactions, the "Forward Purchaser," and each such forward sale transaction, a "Forward" and collectively, the "Forwards"), with respect to Forwards (A) intended to comply with Rule 10b5-1(c) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and (B) covering up to the lesser of (i) 3,285,622 shares of common stock, par value $0.01 per share, (the "Forward Shares") of Carrols Restaurant Group, Inc. (the "Issuer"), and (ii) the maximum number of Forward Shares permitted to be sold under Rule 144 of the Securities Act of 1933, as amended. (continued from Footnote 1) January 12, 2024, was the final day of the execution period with respect to the Forwards, and, on the settlement date, CFH will deliver to the Forward Purchaser 2,005,309 Forward Shares and receive from the Forward Purchaser a cash payment of $15,037,611.66, or approximately $7.4989 per Forward Share. Of the 3,285,622 maximum number of Forward Shares which could have been sold under these Forwards, 2,005,309 were sold and 1,280,313 remain unsold as of January 12, 2024. Such cash payment was based on a price per Forward Share equal to the product of (i) 100% minus the commission paid to the Forward Purchaser and (ii) a price per Forward Share equal to a weighted-average of the daily volume-weighted average prices during the term of the Forward, such weighting with respect to each trading day during the term of the Forward based on the number of Forward Shares for such trading day. Matthew Perelman and Alexander Sloane are the managing principals of Cambridge Franchise Partners, LLC ("CFP"), which is the sole member and manager of CFH. Accordingly, each of Matthew Perelman, Alexander Sloane and CFP may be deemed to beneficially own the securities of the Issuer held by CFH. The filing of this statement on Form 4 shall not be deemed an admission that any of the reporting persons beneficially owns any securities of the Issuer not owned directly by such reporting person, and each reporting person disclaims any beneficial ownership of any securities of the Issuer, for purposes of Section 16 of the Exchange Act, or otherwise, except to the extent of such reporting person's pecuniary interest therein. The reporting persons may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Exchange Act. (continued from Footnote 3) The filing of this statement on Form 4 shall not be deemed an admission that any reporting person is a member of such a group. Matthew Perelman is the beneficial and record owner of these shares of common stock of the Issuer. Alexander Sloane is the beneficial and record owner of these shares of common stock of the Issuer. CAMBRIDGE FRANCHISE PARTNERS, LLC By: /s/ Matthew Perelman, Co-President 2024-01-17 CAMBRIDGE FRANCHISE HOLDINGS, LLC By: /s/ Matthew Perelman, Co-President 2024-01-17 MATTHEW TERKER PERELMAN /s/ Matthew Terker Perelman 2024-01-17 ALEXANDER R SLOANE /s/ Alexander R Sloane 2024-01-17