SEC Filing Summary: Form 8-K
Business Context and Reporting Period
Company: Plastron Acquisition Corp. II (Note: The request metadata references "ONE Group Hospitality, Inc.", but the filing text explicitly identifies the registrant as Plastron Acquisition Corp. II).
Filing Date: May 14, 2009
Reporting Period: Event date of May 14, 2009.
Business Context: The registrant is a Delaware corporation reporting an unregistered sale of equity securities.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, margins, debt, or liquidity metrics. The only financial data disclosed relates to a specific equity transaction:
- Shares Sold: 61,856 shares of Common Stock.
- Purchase Price: $927.84 aggregate.
- Price Per Share: Approximately $0.015.
- Total Outstanding Shares: 2,061,856 shares as of May 14, 2009.
Material Changes
The primary material change reported is the issuance of 61,856 new shares of Common Stock to Charles Allen. This transaction increased the total outstanding share count to 2,061,856. The sale was conducted pursuant to a Common Stock Purchase Agreement and relied on exemptions from registration under Section 4(2) of the Securities Act of 1933 and Regulation D.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance, outlook, or management discussion regarding future operations or financial performance.
Risks and Contingencies: The shares issued to Mr. Allen are subject to a restrictive legend. They are not registered under the Securities Act and cannot be sold or transferred without an effective registration statement or an applicable exemption. Specifically, they may not be sold pursuant to the Section 4(1) exemption under the conditions outlined in the January 21, 2000 letter from the SEC's Office of Small Business Policy.
Investor Verification Checklist
- Verify the correct registrant name (Plastron Acquisition Corp. II) versus the metadata reference (ONE Group Hospitality, Inc.).
- Confirm the terms of the Common Stock Purchase Agreement (Exhibit 10.2) attached to the filing.
- Review the restrictive legend on the stock certificates to understand transfer limitations for the new shares.
- Check subsequent filings for any registration statements filed to lift the restrictions on the unregistered shares.