Item 1.01 Entry into a Material Definitive Agreement.
On
The Underwriting Agreement contains customary representations, warranties, and covenants of the Company and also provides for customary indemnification by the Company in favor of the Underwriters against certain liabilities and customary contribution provisions in respect of those liabilities.
The offering and sale of the Common Stock was made pursuant to the Company's
Registration Statement on Form S-3 (Registration No. 333-255928) (the "Initial
Registration Statement") filed by the Company with the
The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On
The information contained in this Item 7.01 of this Current Report, including the press release attached hereto as 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished herewith:
Exhibit Number Description 1.1 Underwriting Agreement, by and betweenKura Sushi USA, Inc. andWilliam Blair & Company, LLC andStephens Inc. , as representative of the Underwriters, datedJuly 20, 2021 5.1 Opinion ofSquire Patton Boggs (US) LLP as to the legality of the securities 99.1 Press Release byKura Sushi USA, Inc. datedJuly 23, 2021
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