Item 1.01 Entry into a Material Definitive Agreement.
On April 10, 2020, Kura Sushi USA, Inc. (the "Company") entered into a Revolving
Credit Agreement (the "Revolving Credit Agreement") with Kura Sushi, Inc., the
holder of a majority of the Company's capital stock ("Kura Japan"), which
provides for a $20 million revolving credit line with a termination date of
March 31, 2024. The maturity date for amounts borrowed under the Revolving
Credit Agreement is twelve months after the disbursement date, unless renewed or
extended by mutual agreement of both parties for an additional twelve
months. The interest rate applied to amounts borrowed under the Revolving Credit
Agreement will be determined at the time of each advance. The Company entered
into the Revolving Credit Agreement as a precautionary measure in order to
increase its access to liquidity in light of the restaurant closures and
economic uncertainty resulting from the COVID-19 outbreak.
The foregoing is only a summary of the material terms of the Revolving Credit
Agreement and does not purport to be complete, and is qualified in its entirety
by reference to the Revolving Credit Agreement, a copy of which is attached to
this Current Report on Form 8-K as Exhibit 10.1 and incorporated by reference
Item 2.02 Results of Operations and Financial Condition.
On April 14, 2020, Kura Sushi USA, Inc. issued a press release disclosing
earnings and other financial results for its second fiscal quarter ended
February 29, 2020, and that its management would review these results in a
conference call at 5:00 p.m. (EST) on April 14, 2020. A copy of this press
release is attached hereto as Exhibit 99.1.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference into any other
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as expressly set forth by specific reference in such a filing.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The discussion of the Revolving Credit Agreement set forth under Item 1.01 of
this Current Report on Form 8-K is incorporated in this Item 2.03 by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
10.1 Revolving Credit Agreement, dated April 10, 2020, between Kura Sushi
USA, Inc. and Kura Sushi, Inc.
99.1 Press Release dated April 14, 2020
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