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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Burger King Worldwide Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| December 29, 2014 |
BKW / Burger King Worldwide Inc. 15-12B - - FORM 15 FORM 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact name of registrant as |
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| December 22, 2014 |
BKW / Burger King Worldwide Inc. S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-182232 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-182232 UNDER THE SECURITIES ACT OF 1933 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State of Other Jurisdiction of Incorpor |
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| December 22, 2014 |
BKW / Burger King Worldwide Inc. S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 S-8 POS 1 d841865ds8pos.htm POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Registration No. 333-189501 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-189501 UNDER THE SECURITIES ACT OF 1933 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State of Ot |
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| December 17, 2014 |
Amendment No.2 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 2) Under the Securities Exchange Act of 1934 Burger King Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) Jill Granat Senior Vice President, General Counsel and Secretary Burger King Worldw |
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| December 17, 2014 |
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): December 15, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jur |
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| December 15, 2014 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 26, 2014, pursuant to the provisions of Rule 12d2-2 (a). |
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| December 12, 2014 |
EX-4.2 5 d837586dex42.htm EX-4.2 Exhibit 4.2 Supplemental Indenture SUPPLEMENTAL INDENTURE, (this “Supplemental Indenture”) dated as of December 12, 2014, by and among 1011778 B.C. Unlimited Liability Company, an unlimited liability company organized under the laws of British Columbia (the “Issuer”), New Red Finance, Inc., a Delaware corporation (the “Co-Issuer”, and together with the Issuer, the |
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| December 12, 2014 |
EX-10.2 7 d837586dex102.htm EX-10.2 Exhibit 10.2 GUARANTY dated as of December 12, 2014 among 1013421 B.C. UNLIMITED LIABILITY COMPANY, as Guarantor CERTAIN SUBSIDIARIES IDENTIFIED HEREIN, as Guarantors and JPMORGAN CHASE BANK, N.A., as Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS SECTION 1.01. Credit Agreement 2 SECTION 1.02. Other Defined Terms 2 ARTICLE II GUARANTY SECTION 2.01 |
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| December 12, 2014 |
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION BURGER KING WORLDWIDE, INC. ARTICLE ONE EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BURGER KING WORLDWIDE, INC. ARTICLE ONE The name of the corporation is Burger King Worldwide, Inc. (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office is located at 1209 Orange Street, Wilmington, Delaware, 19801, in the County of New Castle. The name of its registered |
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| December 12, 2014 |
EX-99.1 Exhibit 99.1 RESTAURANT BRANDS INTERNATIONAL ANNOUNCES SUCCESSFUL COMPLETION OF TIM HORTONS AND BURGER KING TRANSACTION Restaurant Brands International to Begin Trading on Monday, December 15, 2014 Oakville, Ontario – December 12, 2014 – Restaurant Brands International Inc. (TSX, NYSE: QSR) is pleased to announce the successful completion of the transaction with Tim Hortons Inc. (TSX, NYSE |
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| December 12, 2014 |
EX-10.1 Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT Dated as of October 27, 2014 among 1011778 B.C. UNLIMITED LIABILITY COMPANY, as the Parent Borrower, NEW RED FINANCE, INC., as the Subsidiary Borrower, 1013421 B.C. UNLIMITED LIABILITY COMPANY, as Holdings, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, THE LENDERS PARTY HERETO, WELLS FARGO BANK, NATIONAL ASSOCIATION |
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| December 12, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 12, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. |
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| December 12, 2014 |
SECOND AMENDED AND RESTATED BYLAWS BURGER KING WORLDWIDE, INC. (a Delaware corporation) ARTICLE I EX-3.2 3 d837586dex32.htm EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF BURGER KING WORLDWIDE, INC. (a Delaware corporation) ARTICLE I OFFICES Section 1. Registered Office. The registered office of Burger King Worldwide, Inc., a Delaware corporation (the “Corporation”), in the State of Delaware shall be located at 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The na |
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| December 12, 2014 |
EX-4.1 Exhibit 4.1 EXECUTION VERSION 1011778 B.C. UNLIMITED LIABILITY COMPANY, as Issuer, NEW RED FINANCE, INC., as Co-Issuer, the GUARANTORS party hereto AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Agent $2,250,000,000 6.00% Second Lien Senior Secured Notes due 2022 INDENTURE Dated as of October 8, 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INCORPORATION BY RE |
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| December 10, 2014 |
Financial Statements and Exhibits, Other Events 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): December 10, 2014 (December 9, 2014) Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 |
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| December 10, 2014 |
EX-99.2 Exhibit 99.2 Burger King Worldwide, Inc., Tim Hortons Inc. and Restaurant Brands International Inc. Announce Expiration of Election Deadline MIAMI, Florida and TORONTO, Ontario, December 10, 2014 — Burger King Worldwide, Inc. (NYSE: BKW), Tim Hortons Inc. (TSX: THI, NYSE: THI) and Restaurant Brands International Inc. today announced the preliminary results of the consideration elections ma |
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| December 10, 2014 |
EX-99.1 Exhibit 99.1 TIM HORTONS SHAREHOLDERS APPROVE PROPOSED TRANSACTION TO CREATE A NEW GLOBAL LEADER IN THE QUICK SERVICE RESTAURANT INDUSTRY WITH THE CREATION OF “RESTAURANT BRANDS INTERNATIONAL” Oakville, Ontario and Miami, Florida – December 9, 2014 – Tim Hortons Inc. (TSX, NYSE: THI) today announced the company’s shareholders have approved the transaction with Burger King Worldwide, Inc. ( |
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| December 10, 2014 |
EX-99.2 Exhibit 99.2 Burger King Worldwide, Inc., Tim Hortons Inc. and Restaurant Brands International Inc. Announce Expiration of Election Deadline MIAMI, Florida and TORONTO, Ontario, December 10, 2014 — Burger King Worldwide, Inc. (NYSE: BKW), Tim Hortons Inc. (TSX: THI, NYSE: THI) and Restaurant Brands International Inc. today announced the preliminary results of the consideration elections ma |
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| December 10, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - FORM 8-K 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): December 10, 2014 (December 9, 2014) Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 |
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| December 10, 2014 |
EX-99.1 2 d835559dex991.htm EX-99.1 Exhibit 99.1 TIM HORTONS SHAREHOLDERS APPROVE PROPOSED TRANSACTION TO CREATE A NEW GLOBAL LEADER IN THE QUICK SERVICE RESTAURANT INDUSTRY WITH THE CREATION OF “RESTAURANT BRANDS INTERNATIONAL” Oakville, Ontario and Miami, Florida – December 9, 2014 – Tim Hortons Inc. (TSX, NYSE: THI) today announced the company’s shareholders have approved the transaction with B |
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| December 5, 2014 |
Financial Statements and Exhibits, Other Events 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): December 5, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| December 5, 2014 |
Tim Hortons and Burger King Worldwide Provide Transaction Update and Set Election Deadlines EX-99.1 Exhibit 99.1 Tim Hortons and Burger King Worldwide Provide Transaction Update and Set Election Deadlines Oakville, Ontario and Miami Florida; December 5, 2014: Tim Hortons Inc. (TSX, NYSE: THI) and Burger King Worldwide Inc. (NYSE: BKW) today confirmed that the proposed transaction to create a new global quick service restaurant leader operating two iconic, independent brands has been appr |
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| December 5, 2014 |
Tim Hortons and Burger King Worldwide Provide Transaction Update and Set Election Deadlines EX-99.1 Exhibit 99.1 Tim Hortons and Burger King Worldwide Provide Transaction Update and Set Election Deadlines Oakville, Ontario and Miami Florida; December 5, 2014: Tim Hortons Inc. (TSX, NYSE: THI) and Burger King Worldwide Inc. (NYSE: BKW) today confirmed that the proposed transaction to create a new global quick service restaurant leader operating two iconic, independent brands has been appr |
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| December 5, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 8-K 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): December 5, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| November 24, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following script was, and will be, used by Tim Hortons Inc.’s proxy solicitors: Tim Horto |
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| November 24, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following script was, and will be, used by Tim Hortons Inc.’s proxy solicitors: Outbound |
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| November 24, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following Q&A Factsheet was, and will be, used by Tim Hortons Inc.’s proxy solicitors: CO |
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| November 13, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 1 d820878d425.htm 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following materials were posted by Tim Hortons Inc. to its Transact |
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| November 6, 2014 |
Burger King Worldwide 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 5, 2014 |
Tim Hortons Inc. declares a dividend of $0.32 per common share Exhibit 99.2 FOR IMMEDIATE RELEASE (All amounts in Canadian dollars) Tim Hortons Inc. declares a dividend of $0.32 per common share OAKVILLE, ONTARIO, (November 5, 2014): Tim Hortons Inc. (TSX: THI, NYSE: THI) today announced that the Board of Directors has declared a dividend of $0.32 per common share payable to shareholders of record as of November 20, 2014. The dividend is payable on December 5 |
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| November 5, 2014 |
THI / Tim Hortons, Inc. 425 - Merger Prospectus - 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): November 5, 2014 TIM HORTONS INC. (Exact name of registrant as specified in its charter) Canada 001-32843 98-0641955 (State or other jurisdiction of incorporation) (Commission File Nu |
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| November 5, 2014 |
BKW / Burger King Worldwide Inc. DEFM14C - - DEFM14C DEFM14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 5, 2014 |
Exhibit 99.3 TIM HORTONS INC. Safe Harbor Under the Private Securities Litigation Reform Act of 1995 and Canadian Securities Laws The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements to encourage companies to provide prospective information, so long as those statements are identified as forward-looking and are accompanied by meaningful cautio |
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| November 5, 2014 |
Exhibit 99.1 FOR IMMEDIATE RELEASE (Unaudited. All amounts in Canadian dollars and presented in accordance with U.S. GAAP.) Tim Hortons Inc. announces 2014 third quarter results: Strong momentum in the business; same-store sales growth highest in past 10 quarters Financial & Sales Highlights Performance Q3 2014 Q3 2013 % Change YTD 2014 Total revenues $ 909.2 $ 825.4 10.2% $ 2,549.9 Operating inco |
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| November 4, 2014 |
Burger King Worldwide Reports Third Quarter 2014 Results EX-99 Exhibit 99 Burger King Worldwide Reports Third Quarter 2014 Results MIAMI – November 4, 2014 – Burger King Worldwide, Inc. |
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| November 4, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 4, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| October 31, 2014 |
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): October 27, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdiction |
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| October 31, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 8-K 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): October 27, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| October 30, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following materials were posted by Tim Hortons Inc. to its Transaction Update Website (avai |
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| October 28, 2014 |
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): October 24, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juri |
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| October 28, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - FORM 8-K 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): October 24, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juri |
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| October 21, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 8-K 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): October 15, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| October 21, 2014 |
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): October 15, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdict |
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| October 15, 2014 |
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): October 8, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juris |
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| October 15, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - FORM 8-K 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): October 8, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juris |
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| September 18, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 425 425 1 d792312d425.htm 425 Filed by Burger King Worldwide, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Tim Hortons Inc.; Burger King Worldwide, Inc. Commission File No.: 001-32843, 001-35511 S-4 File No.: 333-198769 The following materials were posted by Tim Hortons Inc. to its Transactio |
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| September 16, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - FORM 8-K 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): September 16, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Ju |
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| September 16, 2014 |
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): September 16, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Ju |
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| September 15, 2014 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 15, 2014 BURGER KING WORLDWIDE, INC. |
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| September 11, 2014 |
BKW / Burger King Worldwide Inc. CORRESP - - CORRESP September 11, 2014 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 29, 2014 |
EX-2.1 2 d780808dex21.htm EX-2.1 Exhibit 2.1 EXECUTION COPY ARRANGEMENT AGREEMENT AND PLAN OF MERGER BY AND AMONG BURGER KING WORLDWIDE, INC., 1011773 B.C. UNLIMITED LIABILITY COMPANY, NEW RED CANADA PARTNERSHIP, BLUE MERGER SUB, INC., 8997900 CANADA INC. AND TIM HORTONS INC. AUGUST 26, 2014 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 2 Section 1.1 Definitions 2 Section 1.2 Interpretation 19 S |
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| August 29, 2014 |
EX-2.1 Exhibit 2.1 EXECUTION COPY ARRANGEMENT AGREEMENT AND PLAN OF MERGER BY AND AMONG BURGER KING WORLDWIDE, INC., 1011773 B.C. UNLIMITED LIABILITY COMPANY, NEW RED CANADA PARTNERSHIP, BLUE MERGER SUB, INC., 8997900 CANADA INC. AND TIM HORTONS INC. AUGUST 26, 2014 TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 2 Section 1.1 Definitions 2 Section 1.2 Interpretation 19 Section 1.3 Disclosure 19 S |
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| August 29, 2014 |
BKW / Burger King Worldwide Inc. 425 - Merger Prospectus - 8-K 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 26, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdicti |
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| August 29, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 26, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdicti |
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| August 29, 2014 |
EX-10.1 Exhibit 10.1 EXECUTION COPY VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of August 26, 2014, by and among Tim Hortons Inc., a corporation organized under the laws of Canada (the “Company”) and the persons whose names appear on the signature pages hereto (each a “Stockholder” and, together, the “Stockholders”). RECITALS A. On August 26, 2014, Burger |
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| August 29, 2014 |
EX-10.1 Exhibit 10.1 EXECUTION COPY VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of August 26, 2014, by and among Tim Hortons Inc., a corporation organized under the laws of Canada (the “Company”) and the persons whose names appear on the signature pages hereto (each a “Stockholder” and, together, the “Stockholders”). RECITALS A. On August 26, 2014, Burger |
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| August 28, 2014 |
EX-99.1 2 d780881dex991.htm EX-99.1 Exhibit 99.1 EXECUTION COPY VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of August 26, 2014, by and among Tim Hortons Inc., a corporation organized under the laws of Canada (the “Company”) and the persons whose names appear on the signature pages hereto (each a “Stockholder” and, together, the “Stockholders”). RECITALS A. |
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| August 28, 2014 |
BKW / Burger King Worldwide Inc. / 3G Capital Partners LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 Burger King Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) Jill Granat Senior Vice President, General Counsel and Secretary Burger King Worldwide, Inc. 5505 Blue La |
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| August 26, 2014 |
EX-99.1 Exhibit 99.1 WORLD’S THIRD LARGEST QUICK SERVICE RESTAURANT COMPANY LAUNCHED WITH TWO ICONIC AND INDEPENDENT BRANDS: TIM HORTONS AND BURGER KING New Global Company Will Have Approximately $23 billion in System Sales and Over 18,000 Restaurants in 100 Countries Tim Hortons and Burger King to Operate as Independent Brands While Benefiting From the New Company’s Global Scale and Reach, and Sh |
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| August 26, 2014 |
EX-99.1 Exhibit 99.1 Creating a Global QSR Leader August 26th, 2014 This presentation includes forward-looking statements, which are often identified by the words “may”, “might”, “believes”, “thinks”, “anticipates”, “expects”, “intends” or similar expressions and includes statements regarding (1) expectations whether a transaction will be consummated, including whether conditions to the consummati |
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| August 26, 2014 |
EX-99.1 2 d781570dex991.htm EX-99.1 Exhibit 99.1 WORLD’S THIRD LARGEST QUICK SERVICE RESTAURANT COMPANY LAUNCHED WITH TWO ICONIC AND INDEPENDENT BRANDS: TIM HORTONS AND BURGER KING New Global Company Will Have Approximately $23 billion in System Sales and Over 18,000 Restaurants in 100 Countries Tim Hortons and Burger King to Operate as Independent Brands While Benefiting From the New Company’s Gl |
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| August 26, 2014 |
EX-99.1 Exhibit 99.1 Creating a Global QSR Leader August 26th, 2014 This presentation includes forward-looking statements, which are often identified by the words “may”, “might”, “believes”, “thinks”, “anticipates”, “expects”, “intends” or similar expressions and includes statements regarding (1) expectations whether a transaction will be consummated, including whether conditions to the consummati |
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| August 26, 2014 |
Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 26, 2014 BURGER KING WORLDWIDE, INC. |
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| August 26, 2014 |
BKW / Burger King Worldwide Inc. DEFA14A - - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 26, 2014 BURGER KING WORLDWIDE, INC. |
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| August 26, 2014 |
Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 26, 2014 BURGER KING WORLDWIDE, INC. |
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| August 26, 2014 |
BKW / Burger King Worldwide Inc. DEFA14A - - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 26, 2014 BURGER KING WORLDWIDE, INC. |
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| August 25, 2014 |
TIM HORTONS AND BURGER KING CONFIRM TALKS REGARDING POTENTIAL STRATEGIC TRANSACTION EX-99.1 Exhibit 99.1 TIM HORTONS AND BURGER KING CONFIRM TALKS REGARDING POTENTIAL STRATEGIC TRANSACTION OAKVILLE, ON, and MIAMI, FL, August 24, 2014 – In response to media reports, Tim Hortons Inc. (THI: TSX; NYSE) and Burger King Worldwide Inc. (BKW: NYSE) today confirmed that they are in discussions regarding the potential creation of a global leader in the quick service restaurant business. Th |
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| August 25, 2014 |
Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 24, 2014 BURGER KING WORLDWIDE, INC. |
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| August 1, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 1, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdictio |
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| August 1, 2014 |
Burger King Worldwide Reports Second Quarter 2014 Results EX-99 Exhibit 99 Burger King Worldwide Reports Second Quarter 2014 Results MIAMI – August 1, 2014 – Burger King Worldwide, Inc. |
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| August 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 16, 2014 |
Submission of Matters to a Vote of Security Holders 8-K 1 d730960d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 15, 2014 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 1-35511 45-5011014 (State or Other Jurisdiction (Commis |
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| April 25, 2014 |
Burger King Worldwide Reports First Quarter 2014 Results EX-99 Exhibit 99 Burger King Worldwide Reports First Quarter 2014 Results MIAMI – April 25, 2014 – Burger King Worldwide, Inc. |
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| April 25, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d713554d8k.htm 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 25, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State |
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| April 25, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 2, 2014 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 2, 2014 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ De |
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| February 21, 2014 |
Exhibit 10.37 BURGER KING WORLDWIDE HOLDINGS, INC. 2011 OMNIBUS INCENTIVE PLAN AMENDED AND RESTATED OPTION AWARD AGREEMENT This Amended and Restated Option Award Agreement (the ?Award Agreement?) amends, restates, supersedes and replaces the Option Award Agreement between the Participant and Burger King Worldwide Holdings, Inc., the predecessor-in-interest of Burger King Worldwide, Inc. (the ?Comp |
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| February 21, 2014 |
Exhibit 10.36 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN MATCHING OPTION AWARD AGREEMENT Unless defined in this Matching Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan (as may be amended from time to time, the “Plan”) |
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| February 21, 2014 |
Exhibit 21.1 BURGER KING WORDLWIDE, INC. List of Subsidiaries Entity Name Jurisdiction Administracion de Comidas Rapidas, S.A. de C.V. Mexico BK Acquisition, Inc. Delaware BK Argentina Servicios, S.A. Argentina BK Asiapac (Japan) Y.K. Japan BK Asiapac, Pte. Ltd. Singapore BK CDE, Inc. Delaware BK Grundstucksverwaltungs Beteiligungs GmbH Germany BK Grundstucksverwaltungs GmbH & Co. KG Germany BK (U |
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| February 21, 2014 |
Exhibit 10.35 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN BOARD MEMBER RESTRICTED STOCK UNIT AWARD AGREEMENT On or before December 31, 2012 you made an election to forgo some or all of your annual retainer paid to you as a Director and fees paid to you as a Director for attending meetings of the Board or any committee of the Board and for serving as chairman of, or |
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| February 21, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35 |
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| February 21, 2014 |
Exhibit 10.38 BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN AMENDED AND RESTATED MATCHING OPTION AWARD AGREEMENT This Amended and Restated Matching Option Award Agreement (the ?Award Agreement?) amends, restates, supersedes and replaces the Option Award Agreement between the Participant and Burger King Worldwide, Inc. (the ?Company?), with respect to a Non-Qualified Stock Option (the ?Op |
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| February 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Burger King Worldwide, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 121220107 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 13, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 13, 2014 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdic |
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| February 13, 2014 |
Amendment No. 2 to SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* BURGER KING WORLDWIDE, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the app |
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| February 13, 2014 |
Burger King Worldwide Reports Fourth Quarter and Full Year 2013 Results EX-99 Exhibit 99 Burger King Worldwide Reports Fourth Quarter and Full Year 2013 Results MIAMI February 13, 2014 Burger King Worldwide, Inc. |
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| October 28, 2013 |
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): October 28, 2013 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juri |
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| October 28, 2013 |
Exhibit 10.32 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Unless defined in this Option Award Agreement (this ?Award Agreement?), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?). Pursuant to Sect |
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| October 28, 2013 |
Exhibit 10.31 BURGER KING CORPORATION SEVERANCE PAY PLAN AND SUMMARY PLAN DESCRIPTION Effective: July 30, 2013 PURPOSE OF THE PLAN The purpose of the Burger King Corporation U.S. Severance Pay Plan (?Plan?) is to provide severance pay benefits to eligible employees whose employment with Burger King Corporation. or any of its participating subsidiaries is terminated involuntarily under the conditio |
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| October 28, 2013 |
EX-99 Exhibit 99 Burger King Worldwide Reports Third Quarter 2013 Results Delivers New Menu Innovation and Continued International Expansion MIAMI – October 28, 2013 – Burger King Worldwide, Inc. |
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| October 28, 2013 |
Exhibit 10.33 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN BOARD MEMBER OPTION AWARD AGREEMENT This Award is issued pursuant to the Company’s compensation program for the Board and represents the initial Option authorized under such program. Unless defined in this Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed |
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| October 28, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: |
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| October 17, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 11, 2013 BURGER KING WORLDWIDE, INC. |
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| September 27, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 23, 2013 BURGER KING WORLDWIDE, INC. |
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| July 31, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 31, 2013 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdiction (IR |
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| July 31, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3 |
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| July 31, 2013 |
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 10.31 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to Employment Agreement (the ?Amendment?) is made effective as of the 11th day of April, 2013 (the ?Effective Date?), by and between BURGER KING CORPORATION, a Florida corporation (together with any Successor thereto, the ?Company?), and STEVEN M. WIBORG (?Executive?). WITNESSETH WHEREAS, the parties hereto entered into a |
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| July 31, 2013 |
Exhibit 10.29 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Unless defined in this Option Award Agreement (this ?Award Agreement?), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?). Pursuant to Sect |
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| July 31, 2013 |
Exhibit 10.30 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN BOARD MEMBER OPTION AWARD AGREEMENT This Award is issued pursuant to the Company?s compensation program for the Board and represents the initial Option authorized under such program. Unless defined in this Option Award Agreement (this ?Award Agreement?), capitalized terms will have the same meanings ascribed |
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| July 31, 2013 |
EX-99 Exhibit 99 Burger King Worldwide Reports Second Quarter 2013 Results Adjusted Diluted EPS Grows by 20% driven by positive comparable sales, 125 net new restaurant openings, and strong execution towards a fully-franchised business model MIAMI – July 31, 2013 – Burger King Worldwide, Inc. |
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| June 21, 2013 |
BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN EX-99.1 Exhibit 99.1 BURGER KING WORLDWIDE, INC. AMENDED AND RESTATED 2012 OMNIBUS INCENTIVE PLAN Section 1. Purpose. The purpose of the Burger King Worldwide, Inc. Amended and Restated 2012 Omnibus Incentive Plan is to attract, retain and reward those employees, directors and other individuals who are expected to contribute significantly to the success of the Company and its Affiliates, to incent |
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| June 21, 2013 |
S-8 As filed with the Securities and Exchange Commission on June 21, 2013 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BURGER KING WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 45-5011014 (State or other jurisdiction of incorporation or organization) (I.R.S. Employ |
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| June 7, 2013 |
Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A 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 7, 2013 BURGER KING WORLDWIDE, INC. |
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| May 20, 2013 |
Submission of Matters to a Vote of Security Holders - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 15, 2013 BURGER KING WORLDWIDE, INC. |
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| May 3, 2013 |
Financial Statements and Exhibits, Other Events - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 2, 2013 BURGER KING WORLDWIDE, INC. |
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| May 3, 2013 |
Exhibit 99.1 News Release BURGER KING® FRANCHISEE YI-KO HOLDING GmbH ACQUIRES COMPANY-OWNED BURGER KING® RESTAURANTS IN GERMANY Acquisition Part of Burger King Worldwide Inc.’s Global Refranchising Strategy and Includes Development Commitment in Germany MIAMI & MUNICH –May 2, 2013 – Burger King Worldwide, Inc. (NYSE: BKW) today announced the sale of its wholly-owned subsidiary Burger King GmbH and |
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| April 30, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material Pursuant to §240. |
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| April 26, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001- |
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| April 26, 2013 |
Exhibit 10.28 June 19, 2012 Name of Employee (?you?) On April 3, 2012 we announced that Burger King Worldwide Holdings, Inc. (the ?Company?) has entered into an agreement to merge with and into a wholly-owned subsidiary of Justice Delaware Holdco Inc. a company that will be listed on the New York Stock Exchange (the ?Transaction?). A copy of the Business Combination Agreement and Plan of Merger, d |
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| April 26, 2013 |
BURGER KING WORLDWIDE HOLDINGS, INC. 2011 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Exhibit 10.27 BURGER KING WORLDWIDE HOLDINGS, INC. 2011 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Unless defined in this Option Award Agreement (this ?Award Agreement?), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan (as may be amended from time to time, the ?Plan?). Pursuant to Section 6 of the Plan, you h |
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| April 26, 2013 |
EX-99 Exhibit 99 Burger King Worldwide Reports First Quarter 2013 Results Adjusted Diluted EPS Grows 49% to $0. |
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| April 26, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d524910d8k.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): April 26, 2013 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 ( |
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| April 11, 2013 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 8, 2013 BURGER KING WORLDWIDE, INC. |
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| April 11, 2013 |
EX-99.1 Exhibit 99.1 NEWS RELEASE BURGER KING WORLDWIDE, INC. ELEVATES COMPANY’S TOP TALENT AS C.E.O. BERNARDO HEES AND C.F.O. DANIEL SCHWARTZ ASSUME NEW ROLES WITHIN BKW Succession Plan Has Executive Team Well Positioned to Lead Company for Long-Term Profitable Growth Miami – April 11, 2013 – Burger King Worldwide, Inc. (NYSE: BKW) today announced an evolution of its senior management team as Chi |
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| April 11, 2013 |
EX-99.2 Exhibit 99.2 NEWS RELEASE BURGER KING WORLDWIDE, INC. (BKW) ANNOUNCES OUTLOOK FOR FIRST QUARTER 2013 RESULTS Burger King Worldwide, Inc. Expects Adjusted Diluted EPS Growth of More Than 45% to Approximately $0.17; Board Approves a 20% Increase of Cash Dividend to $0.06 Per Share, and the Initiation of a $200 Million Share Repurchase Program MIAMI – April 11, 2013 – Burger King Worldwide, I |
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| April 5, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 1, 2013 BURGER KING WORLDWIDE, INC. |
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| April 2, 2013 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 2, 2013 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule |
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| February 22, 2013 |
Exhibit 10.26 BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Unless defined in this Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (as may be amended from time to time, the “Plan”). Pursuant to Section 6 of the Plan, you have been granted a |
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| February 22, 2013 |
THIRD SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR EX-4.7 3 d444026dex47.htm EX-4.7 Exhibit 4.7 THIRD SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR This Third Supplemental Indenture is entered into as of August 1, 2012 (this “Supplemental Indenture”), by and among Burger King Worldwide, Inc., a Delaware corporation (the “New Guarantor”), the indirect parent company of Burger King Corporation, a Florida corporation (the “Issuer”), and Wilmington T |
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| February 22, 2013 |
Exhibit 10.25 BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN OPTION AWARD AGREEMENT Unless defined in this Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (as may be amended from time to time, the “Plan”). Pursuant to Section 6 of the Plan, you have been granted a |
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| February 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35 |
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| February 22, 2013 |
FIRST SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR EX-4.6 2 d444026dex46.htm EX-4.6 Exhibit 4.6 FIRST SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR This First Supplemental Indenture is entered into as of August 1, 2012 (this “Supplemental Indenture”), by and among Burger King Worldwide, Inc., a Delaware corporation (the “New Guarantor”), the indirect parent company of Burger King Capital Holdings, LLC, a Delaware limited liability company (the “C |
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| February 22, 2013 |
EX-21.1 6 d444026dex211.htm EX-21.1 Exhibit 21.1 BURGER KING WORDLWIDE, INC. List of Subsidiaries Entity Name Jurisdiction Administracion de Comidas Rapidas, S.A. de C.V. Mexico BK Acquisition, Inc. Delaware BK Argentina Servicios, S.A. Argentina BK Asiapac (Japan) Y.K. Japan BK Asiapac, Pte. Ltd. Singapore BK Card Company, LLC Florida BK CDE, Inc. Delaware BK Grundstucksverwaltungs Beteiligungs G |
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| February 15, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 15, 2013 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisdic |
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| February 15, 2013 |
EX-99.1 Exhibit 99.1 Burger King Worldwide, Inc. Reports Fourth Quarter and Full Year 2012 Results Burger King Worldwide completes 2012 with fourth quarter adjusted diluted EPS up 58%, driven by U.S. and Canada comparable sales growth of 3.7% and 330 net new restaurants globally MIAMI – February 15, 2013 – Burger King Worldwide, Inc. (NYSE: BKW) today reported financial results for the fourth quar |
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| February 14, 2013 |
Schedule 13G Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* BURGER KING WORLDWIDE, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the |
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| February 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Burger King Worldwide, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 121220107 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| December 13, 2012 |
EX-99.1 Exhibit 99.1 BURGER KING WORLDWIDE, INC. AND ALSEA, S.A.B. DE C.V SIGN NEW JOINT VENTURE TO SIGNIFICANTLY EXPAND BRAND PRESENCE IN MEXICO MIAMI & MEXICO CITY – December 12, 2012—Burger King Worldwide, Inc. (NYSE: BKW), today announced that it has entered into a joint venture agreement for Mexico with Alsea, S.A.B. de C.V. (BMV: ALSEA) focused on significantly increasing the BURGER KING® br |
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| December 13, 2012 |
Financial Statements and Exhibits, Other Events - FORM 8-K 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): December 12, 2012 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jur |
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| October 29, 2012 |
EXECUTION VERSION CREDIT AGREEMENT dated as of September 28, 2012, among BURGER KING HOLDINGS, INC. |
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| October 29, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q 10-Q 1 d398889d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period |
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| October 29, 2012 |
Press Release Exhibit 99 Burger King Worldwide, Inc. Reports Third Quarter 2012 Results Burger King Worldwide Reports Fifth Consecutive Quarter of System-wide Comparable Sales Growth and Initiates Quarterly Cash Dividend MIAMI – October 29, 2012 – Burger King Worldwide, Inc. (NYSE: BKW) today reported financial results for its third quarter ended September 30, 2012. Third Quarter Highlights: • Sys |
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| October 29, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K 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): October 29, 2012 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Juri |
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| October 29, 2012 |
EXECUTION VERSION GUARANTEE AGREEMENT made by BURGER KING WORLDWIDE, INC. in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of September 28, 2012 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitional Provisions 2 ARTICLE II GUARANTEE 2 SECTION 2.1. Guarantee 2 SECTION 2.2. Right of Contribution 3 SECTION 2.3. No Subrogatio |
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| October 29, 2012 |
EX-10.31 3 d398889dex1031.htm EX-10.31 EXECUTION VERSION GUARANTEE AND COLLATERAL AGREEMENT made by BURGER KING HOLDINGS, INC., BURGER KING CORPORATION, and THE GUARANTORS IDENTIFIED HEREIN in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of September 28, 2012 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitional Provisio |
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| October 3, 2012 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 28, 2012 BURGER KING WORLDWIDE, INC. |
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| August 6, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3 |
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| August 1, 2012 |
Press release Exhibit 99.1 Burger King Worldwide, Inc. Reports Second Quarter 2012 Results Burger King Worldwide Expands Menu and Grows System-wide Comparable Sales by 4.4% MIAMI – August 1, 2012 – Burger King Worldwide, Inc. (NYSE: BKW) today reported financial results for its second quarter ended June 30, 2012. Second Quarter Highlights: • System-wide comparable sales increased 4.4% and system-w |
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| August 1, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K 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 1, 2012 Commission file number: 001-35511 BURGER KING WORLDWIDE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 45-5011014 (State or Other Jurisd |
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| June 29, 2012 |
BKW / Burger King Worldwide Inc. / 3G Capital Partners LP - SCHEDULE 13D Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Burger King Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) Jill Granat Senior Vice President, General Counsel and Secretary Burger King Worldwide, Inc. 5505 Blue Lagoon Drive Mia |
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| June 29, 2012 |
Joint Filing Agreement Exhibit 1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule 13D jointly on behalf of each such party. |
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| June 28, 2012 |
8-K 1 d373586d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 24, 2012 BURGER KING WORLDWIDE, INC. BURGER KING HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware Delaware 001-35511 001-3287 |
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| June 28, 2012 |
SEPARATION AGREEMENT AND GENERAL RELEASE EX-10.1 EXHIBIT 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (this “Agreement”), dated June 1, 2012, is entered into by and between Burger King Corporation (the “Company”), and Jonathan Fitzpatrick (“you”). 1. Separation from Employment. This Agreement contains the mutual resolution we agreed upon regarding your separation from the Company and the ben |
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| June 25, 2012 |
Securities and Exchange Commission Letter from PricewaterhouseCoopers LLP Exhibit 16.1 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 25 June 2012 Commissioners: We have read the statements made by Justice Delaware Holdco Inc. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Justice Delaware Holdc |
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| June 25, 2012 |
Press Release Exhibit 99.1 BURGER KING WORLDWIDE, INC. ANNOUNCES CLOSE OF TRANSACTION WITH JUSTICE HOLDINGS LIMITED; BURGER KING WORLDWIDE TO LIST ON NYSE TODAY UNDER TICKER SYMBOL “BKW” MIAMI – June 20, 2012 – Burger King Worldwide, Inc. (“Burger King Worldwide”) today announced the consummation of its business combination with a subsidiary of Justice Holdings Limited (“Justice”). Burger King Wor |
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| June 25, 2012 |
DIRECTOR INDEMNIFICATION AGREEMENT EX-10.1 2 d371919dex101.htm FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.1 DIRECTOR INDEMNIFICATION AGREEMENT This Director Indemnification Agreement, dated as of June , 2012 (this “Agreement”), is made by and between Burger King Worldwide Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. Section 141 of the Delaware General Corporation Law provides that the bu |
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| June 25, 2012 |
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): June 19, 2012 BURGER KING WORLDWIDE, INC. BURGER KING HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35511 45-5011014 Delaware 001-32875 7 |
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| June 22, 2012 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BURGER KING WORLDWIDE, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 121220107 (CUSIP Number) June 19, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| June 20, 2012 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JUSTICE DELAWARE HOLDCO INC. AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE REGISTRANT Exhibit 4.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JUSTICE DELAWARE HOLDCO INC. I, Martin Franklin, being an authorized officer of Justice Delaware Holdco Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), do hereby certify as fo |
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| June 20, 2012 |
Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of June 19, 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”) and 3G Special Situations Fund II, L.P., a limited partnership formed under the laws of the Cayman Islands (“3G” or the “Investor”). WITNESSETH WHEREAS, in connection with the consummation of the transactions |
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| June 20, 2012 |
EX-4.2 3 d368828dex42.htm AMENDED AND RESTATED BYLAWS OF THE REGISTRANT Exhibit 4.2 AMENDED AND RESTATED BYLAWS OF BURGER KING WORLDWIDE, INC. (a Delaware corporation, hereinafter called the “Corporation”) Effective as of 12:01AM, June 20, 2012 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation in the State of Delaware shall be located at 1209 Ora |
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| June 20, 2012 |
REGISTRATION RIGHTS AGREEMENT Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of June 19, 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”), Pershing Square, L.P., a Delaware limited partnership (“Pershing Square”), Pershing Square II, L.P., a Delaware limited partnership (“Pershing Square II”), Pershing Square Intern |
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| June 20, 2012 |
BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN Exhibit 99.1 BURGER KING WORLDWIDE, INC. 2012 OMNIBUS INCENTIVE PLAN Section 1. Purpose. The purpose of the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan is to attract, retain and reward those employees, directors and other individuals who are expected to contribute significantly to the success of the Company and its Affiliates, to |
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| June 20, 2012 |
Form S-8 As filed with the Securities and Exchange Commission on June 20, 2012 No. |
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| June 19, 2012 |
Justice Delaware Holdco Inc. 90,057,000 shares of Common Stock, par value $0.01 per share Final Prospectus Table of Contents File Pursuant to Rule 424(b)(3) Registration Statement No. |
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| June 18, 2012 |
Amendment No. 6 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on June 18, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-5011014 (State or other ju |
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| June 18, 2012 |
AMENDMENT NO.5 TO FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on June 15, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-5011014 (State or other jur |
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| June 18, 2012 |
Acceleration Request Justice Delaware Holdco Inc. 1114 Avenue of the Americas, 41st Floor New York, New York 10036 June 18, 2012 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Justin Dobbie J. Nolan McWilliams Re: Justice Delaware Holdco Inc. Registration Statement on Form S-1 File No. 333-181261 Ladies and Gentleme |
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| June 18, 2012 |
Form 8-A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 JUSTICE DELAWARE HOLDCO INC.* (Exact name of registrant as specified in its charter) Delaware 45-5011014 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Nu |
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| June 15, 2012 |
Amendment No.4 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on June 14, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-5011014 (State or other jur |
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| June 14, 2012 |
SEC Response Letter 601 Lexington Avenue New York, New York 10022 Christopher A. Kitchen To Call Writer Directly: (212) 446-4988 [email protected] (212) 446-4800 www.kirkland.com Facsimile: (212) 446-4900 June 14, 2012 VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Mail Stop |
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| June 14, 2012 |
Amendment No.3 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on June 14, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-5011014 (State or other jur |
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| June 13, 2012 |
FORM RW June 13, 2012 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 8, 2012 |
Amendment No. 2 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on June 8, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-5011014 (State or other jur |
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| June 8, 2012 |
SEC Response Letter 601 Lexington Avenue New York, New York 10022 Christopher A. Kitchen To Call Writer Directly: (212) 446-4988 [email protected] (212) 446-4800 Facsimile: (212) 446-4900 www.kirkland.com June 8, 2012 VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Mail Stop 3 |
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| June 8, 2012 |
Indenture, Dated April 19, 2011 Exhibit 4.6 EXECUTION VERSION BURGER KING CAPITAL HOLDINGS, LLC BURGER KING CAPITAL FINANCE, INC. AND WILMINGTON TRUST FSB, AS TRUSTEE 11% Senior Discount Notes due 2019 INDENTURE Dated as of April 19, 2011 Table of Contents Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitions 36 SECTION 1.3. Incorpora |
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| May 25, 2012 |
EX-99.3 7 d348065dex993.htm CONSENT OF DIRECTOR NOMINEE BERNARDO HEES Exhibit 99.3 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco |
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| May 25, 2012 |
Consent of Director Nominee Alexandre Behring Exhibit 99.1 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco Inc. In connection ther |
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| May 25, 2012 |
Consent of Director Nominee Carlos Alberto Sicupira Exhibit 99.5 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco Inc. In connectio |
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| May 25, 2012 |
Consent of Director Nominee Alexandre Van Damme Exhibit 99.7 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco Inc. In connection th |
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| May 25, 2012 |
Consent of Director Nominee Marcel Herrmann Telles Exhibit 99.6 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco Inc. In connection |
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| May 25, 2012 |
S-1/A 1 d348065ds1a.htm AMENDMENT NO. 1 TO FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on May 25, 2012 No. 333-181261 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 4899 45-501 |
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| May 25, 2012 |
Consent of Director Nominee Alan Parker Exhibit 99.4 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Holdco Inc. In connection therewith, |
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| May 25, 2012 |
EX-99.2 6 d348065dex992.htm CONSENT OF DIRECTOR NOMINEE PAUL J. FRIBOURG Exhibit 99.2 Consent of Director Nominee Justice Delaware Holdco Inc. has filed a Registration Statement on Form S-1 (File No. 333-181261) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the distribution of common stock of Justice Delaware Hol |
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| May 25, 2012 |
Response Letter JOSHUA N. KORFF To Call Writer Directly: (212) 446-4943 [email protected] 601 Lexington Avenue New York, New York 10022 (212) 446-4800 www.kirkland.com May 25, 2012 VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Mail Stop 3561 Attention: Mr. Justin Dobbie Ms. Sonia B |
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| May 9, 2012 |
Form of Registration Rights Agreement Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of [•], 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”) and 3G Special Situations Fund II, L.P., a limited partnership formed under the laws of the Cayman Islands (“3G” or the “Investor”). WITNESSETH WHEREAS, in connection with the |
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| May 9, 2012 |
Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries of the Registrant prior to the completion of the Merger Entity Name Jurisdiction Justice Holdco LLC Delaware List of Subsidiaries of the Registrant after completion of the Merger Entity Name Jurisdiction Administracion de Comidas Rapidas, S.A. de C.V. Mexico BK Acquisition, Inc. Delaware BK Argentina Servicios, S.A. Argentina BK Asia |
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| May 9, 2012 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2012 No. |
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| May 9, 2012 |
CERTIFICATE OF INCORPORATION JUSTICE DELAWARE HOLDCO INC. ARTICLE ONE Certificate of Incorporation of the Registrant Exhibit 3.1 CERTIFICATE OF INCORPORATION OF JUSTICE DELAWARE HOLDCO INC. ARTICLE ONE The name of the corporation is Justice Delaware Holdco Inc. ARTICLE TWO The address of the corporation’s registered office in the State of Delaware is 1209 Orange Street, Wilmington, Delaware 19801, in the County of New Castle. The name of its registered agent at such |
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| May 9, 2012 |
Bylaws of the Registrant Exhibit 3.3 BYLAWS OF JUSTICE DELAWARE HOLDCO INC. (a Delaware corporation) Effective as of April 2, 2012 ARTICLE I. OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, Wilmington, Delaware 19801, in the County of New Castle. The name of the corporation’s registered agent at such ad |
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| May 9, 2012 |
EX-4.2 8 d348065dex42.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of [•], 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”), Pershing Square, L.P., a Delaware limited partnership (“Pershing Square”), Pershing Square II, L.P., a Delaware limited partnership (“Pershing Squar |
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| May 9, 2012 |
FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JUSTICE DELAWARE HOLDCO INC. Form of Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3. |
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| May 9, 2012 |
Form of Amended and Restated Bylaws of the Registrant Exhibit 3.4 FORM OF AMENDED AND RESTATED BYLAWS OF BURGER KING WORLDWIDE, INC. (a Delaware corporation, hereinafter called the “Corporation”) Effective as of [•], 2012 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation in the State of Delaware shall be located at [1209 Orange Street, Wilmington |
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| May 9, 2012 |
CONTINGENT CONTRIBUTION AGREEMENT Contingent Contribution Agreement Exhibit 2.2 CONTINGENT CONTRIBUTION AGREEMENT This CONTINGENT CONTRIBUTION AGREEMENT (this “Agreement”), dated as of April 3, 2012, is by and among Justice Holdings Limited, a company limited by shares incorporated with limited liability under the Laws of the British Virgin Islands (“Justice”), Justice Delaware Holdco Inc, a Delaware corporation and direct wholly- |
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| April 17, 2012 |
Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries of the Registrant prior to the completion of the Merger Entity Name Jurisdiction Justice Holdco LLC Delaware List of Subsidiaries of the Registrant after completion of the Merger Entity Name Jurisdiction Administracion de Comidas Rapidas, S.A. de C.V. Mexico BK Acquisition, Inc. Delaware BK Argentina Servicios, S.A. Argentina BK Asia |
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| April 17, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 JUSTICE DELAWARE HOLDCO INC. (Exact name of registrant as specified in its charter) Delaware 45-5011014 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1114 Avenue of the Americas, 41st Floor, New |
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| April 17, 2012 |
Bylaws of the Registrant Exhibit 3.3 BYLAWS OF JUSTICE DELAWARE HOLDCO INC. (a Delaware corporation) Effective as of April 2, 2012 ARTICLE I. OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, Wilmington, Delaware 19801, in the County of New Castle. The name of the corporation’s registered agent at such ad |
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| April 17, 2012 |
FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JUSTICE DELAWARE HOLDCO INC. Form of Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3. |
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| April 17, 2012 |
CERTIFICATE OF INCORPORATION JUSTICE DELAWARE HOLDCO INC. ARTICLE ONE EX-3.1 3 d332416dex31.htm CERTIFICATE OF INCORPORATION OF THE REGISTRANT Exhibit 3.1 CERTIFICATE OF INCORPORATION OF JUSTICE DELAWARE HOLDCO INC. ARTICLE ONE The name of the corporation is Justice Delaware Holdco Inc. ARTICLE TWO The address of the corporation’s registered office in the State of Delaware is 1209 Orange Street, Wilmington, Delaware 19801, in the County of New Castle. The name of it |
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| April 17, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment to the Annual Report on Form 10-K/A of Burger King Holdings, Inc. Exhibit 99.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| April 17, 2012 |
CONTINGENT CONTRIBUTION AGREEMENT Contingent Contribution Agreement Exhibit 2.2 CONTINGENT CONTRIBUTION AGREEMENT This CONTINGENT CONTRIBUTION AGREEMENT (this “Agreement”), dated as of April 3, 2012, is by and among Justice Holdings Limited, a company limited by shares incorporated with limited liability under the Laws of the British Virgin Islands (“Justice”), Justice Delaware Holdco Inc, a Delaware corporation and direct wholly- |
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| April 17, 2012 |
EX-4.1 7 d332416dex41.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of [•], 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”) and 3G Special Situations Fund II, L.P., a limited partnership formed under the laws of the Cayman Islands (“3G” or the “Investor”). WITNESSETH WHERE |
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| April 17, 2012 |
Form of Registration Rights Agreement Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT dated as of [•], 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”), Pershing Square, L.P., a Delaware limited partnership (“Pershing Square”), Pershing Square II, L.P., a Delaware limited partnership (“Pershing Square II”), Pershing Square In |
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| April 17, 2012 |
Form of Amended and Restated Bylaws of the Registrant Exhibit 3.4 FORM OF AMENDED AND RESTATED BYLAWS OF BURGER KING WORLDWIDE, INC. (a Delaware corporation, hereinafter called the “Corporation”) Effective as of [•], 2012 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation in the State of Delaware shall be located at [1209 Orange Street, Wilmington |
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| April 17, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Annual Report on Form 10-K of Burger King Holdings, Inc. Exhibit 99.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the tran |
