Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Other than the 2025 Notes, as discussed above and in our Current Report on Form 8-K filed on May 11, 2020, there were no sales of equity securities during the second quarter of 2020 that were not registered under the Securities Act of 1933.
We did not repurchase any shares of our outstanding common stock during the thirteen weeks ended June 28, 2020.
Item 6. Exhibits
EXHIBIT
NUMBER DESCRIPTION OF EXHIBITS FILINGS REFERENCED FOR
INCORPORATION BY REFERENCE
4.1 Indenture, dated as of May 8, 2020, between Bloomin’ Brands, Inc. and Wells Fargo Bank, National Association
May 11, 2020 Form 8-K, Exhibit 4.1
4.2 Form of 5.00% Convertible Senior Notes due 2025
May 11, 2020 Form 8-K, Included as Exhibit A to Exhibit 4.1
10.1* Amendment to Officer Employment Agreement, dated as of April 6, 2020, between Bloomin’ Brands, Inc. and David J. Deno
March 29, 2020 Form 10-Q, Exhibit 10.4
10.2 Agreement dated April 8, 2020, between Bloomin’ Brands, Inc. and JANA Partners, LLC.
April 9, 2020 Form 8-K, Exhibit 10.1
10.3 First Amendment to Amended and Restated Credit Agreement, dated as of May 4, 2020, among Bloomin’ Brands, Inc., OSI Restaurant Partners, LLC, the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent
May 5, 2020 Form 8-K, Exhibit 10.1
10.4 Form of Convertible Note Hedge Transactions confirmation
May 11, 2020 Form 8-K, Exhibit 10.1
10.5 Form of Warrant Transactions confirmation
May 11, 2020 Form 8-K, Exhibit 10.2
10.6 Consulting Agreement effective June 1, 2020, by and between Bloomin’ Brands, Inc. and Joseph J. Kadow
March 29, 2020 Form 10-Q, Exhibit 10.6
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Filed herewith
31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Filed herewith
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
Furnished herewith
32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
Furnished herewith
101.INS Inline XBRL Instance Document Filed herewith
101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document Filed herewith
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Filed herewith
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Filed herewith
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BLOOMIN’ BRANDS, INC.
EXHIBIT
NUMBER DESCRIPTION OF EXHIBITS FILINGS REFERENCED FOR
INCORPORATION BY REFERENCE
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) Filed herewith
* Management contract or compensatory plan or arrangement required to be filed as an exhibit.
(1) These certifications are not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. These certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates them by reference.
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BLOOMIN’ BRANDS, INC.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: July 31, 2020 BLOOMIN’ BRANDS, INC.
(Registrant)
By: /s/ Christopher Meyer
Christopher Meyer
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.