American Restaurant Concepts Announces Board Approval of 1-for-7 Reverse Stock Split

LAFAYETTE, La., Oct. 31, 2013 /PRNewswire/ -- American Restaurant Concepts, Inc. (OTCBB: ANPZ), operator and franchisor of the award-winning Dick's Wings & Grill® restaurants, announced today that its board of directors has approved a 1-for-7 reverse stock split of the Company's shares of common stock.

On October 21, 2013, the Company's stockholders approved a proposal to grant the Company's board of directors the discretionary authority to effect a reverse stock split of the Company's common stock within an approved range.  After evaluating such items as the current and anticipated trading price and volume of the Company's stock, the minimum threshold prices at which brokerages and institutional investors can invest in stocks, prevailing market conditions, and the liquidity of the Company's stock, the board of directors approved a ratio of 1-for-7 for the reverse split.  The reverse split will become effective on Monday, November 4, and the shares are expected to begin trading on a split-adjusted basis on Tuesday, November 5.

"We are very pleased that our stockholders approved the reverse stock split," stated Richard Akam, CEO of American Restaurant Concepts.  "A higher stock price will provide us with several significant benefits.  It will help raise our corporate profile and make our stock more appealing to institutional investors and analysts.  In addition, we believe that it will help us complete some significant transactions before the end of the year."

Akam continued, "The reverse stock split is just one part of our overall strategy to drive growth and shareholder value. We have recently added seasoned leadership to our management team and board of directors, strengthened our financial position by working to settle and clear past debts and liabilities, and implemented several initiatives to enhance our operations. We believe these actions will allow us to build on our operational success and expand into other brands and categories as the opportunities arise."

"We are aware of the concerns investors typically express with respect to a reverse stock split, including the perception that it could have a negative effect on our stock price.  These concerns were considered by our board in determining the appropriate reverse split ratio.  We believe that the 1-for-7 ratio properly balances the aforementioned expected benefits with the negative effects associated with these concerns," concluded Akam.

On the effective date of the reverse split, every seven shares of the Company's issued and outstanding common stock will be automatically combined and converted into one issued and outstanding share of common stock without any further action on the part of the Company's stockholders.  The number of shares authorized for issuance and the par value of the shares will not change.  Any fractional shares resulting from the reverse split will be rounded up to the nearest whole share.

The reverse stock split will not affect any stockholder's percentage ownership interest or proportionate voting power or other rights in the Company's common stock, except to the extent that any stockholder receives whole shares in lieu of fractional shares.  The Company's common stock will continue to trade under the trading symbol "ANPZ" but will have a new CUSIP number.  A new character "D" will be appended to the Company's trading symbol for 20 days to indicate that the reverse stock split occurred.

Stockholders will receive instructions from the Company's transfer agent, Island Stock Transfer, regarding the process for exchanging their shares.  Island Stock Transfer can be reached at (727) 289-0010.

Additional information regarding the reverse stock split can be found in the Company's definitive proxy statement filed with the SEC on September 23, 2013.

About American Restaurant Concepts, Inc.                          

American Restaurant Concepts, Inc., headquartered in Lafayette, Louisiana, is the operator and franchisor of the Dick's Wings & Grill® full-service restaurants and Dick's Wings Express® express restaurants.  The Company prides itself on its award-winning chicken wings, for which it boasts 365 mouth-watering flavors.  It offers customers the freshest wings, sandwiches, burgers, wraps, salads and signature waffle fries, all in a unique setting that combines a family-friendly environment with a sports-themed restaurant.  The Company currently has 15 full-service restaurants and one express restaurant.  For more information, please visit the Company's website at www.dickswingsandgrill.com.

Safe Harbor Provision

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, that are intended to be covered by the safe harbor created thereby.  All statements other than statements of historical fact contained herein, including, without limitation, statements regarding the Company's future financial position, business strategy, plans and objectives are forward-looking statements.  Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expects," "intends," "plans," "projects," "estimates," "anticipates," or "believes" or the negative thereof or any variation thereon or similar terminology or expressions.  Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from results proposed in such statements.  Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can provide no assurance that such expectations will prove to have been correct.  Important factors that could cause actual results to differ materially from the Company's expectations include, but are not limited to, those factors set forth in the Company's Annual Report on Form 10-K for the year ended December 30, 2012 and its other filings and submissions with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made.  Except as required by law, the Company assumes no obligation to update or revise any forward-looking statements.

 

SOURCE American Restaurant Concepts, Inc.



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