The One Group Hospitality Inc. (STKS)

[kimzerfantastik]

CCAC ~ 8K...10/16/13;
The ONE Group, LLC /Jonathan Segal /Samuel Goldfinger
http://www.sec.gov/Archives/edgar/data/1399520/000114420413055468/v356835_8k.htm

detail...

Item 2.01: Completion of Acquisition or Disposition of Assets.

On October 16, 2013, Committed Capital Acquisition Corporation, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) among the Company, CCAC Acquisition Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Merger Sub”), The ONE Group, LLC (“One Group”) and Samuel Goldfinger as One Group Representative. One Group is a Delaware limited liability company that, through itself and several subsidiary entities, develops and operates upscale, high-energy restaurants and lounges and provides turn-key food and beverage services for hospitality venues including boutique hotels, casinos and other high-end locations in the United States and the United Kingdom.

Pursuant to the Merger Agreement and upon the filing of a certificate of merger with the Secretary of State of the State of Delaware, on October 16, 2013 (the “Closing Date”), Merger Sub was merged with and into One Group, with One Group being the surviving entity and thereby becoming a wholly owned subsidiary of the Company.

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Merger Agreement /Exhibit 2.1

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On the Closing Date, there was a change in our board of directors and executive officers. Michael Rapp, who served as our Chairman and President, and Philip Wagenheim, who served as our Secretary and a director, resigned from all of their executive officer positions effective immediately, and after appointing Jonathan Segal and Nicholas Giannuzzi to serve as Class III and II members, respectively, of the board of directors, Michael Rapp, Phillip Wagenheim and Jason Eiswerth each tendered his resignation as a director, with the resignation of Mr. Eiswerth to be effective immediately and the resignations of Messrs. Rapp and Wagenheim to be effective on the tenth day following the filing of an Information Statement on Schedule 14F-1 with the SEC (the “14F Effective Date”). In addition, we expanded the size of the board of directors from three to five and appointed Messrs. Serruya and Perlman as Class I directors, whose term will expire at our first annual meeting of stockholders, Messrs. Giannuzzi and Deitchle as Class II directors, whose term will expire at our second annual meeting of stockholders, and Jonathan Segal as a Class III director, whose term will expire at our third annual meeting of stockholders. The appointments to the board of directors of each of Messrs. Deitchle, Perlman and Serruya are each effective on the 14F Effective Date, with Michael Serruya serving as non-executive Chairman. Our board of directors then appointed Jonathan Segal to serve as our Chief Executive Officer and Samuel Goldfinger to serve as our Chief Financial Officer and Secretary with all such appointments to be effective immediately.

Jonathan Segal - Chief Executive Officer, Director
Samuel Goldfinger - Chief Financial Officer, Secretary
Michael Serruya - Non-Executive Chairman, Director
Gerald W. Deitchle - Director
Richard E. Perlman - Director
Nicholas Giannuzzi - Director

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http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001399520&type=&dateb=&owner=include&count=40

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The ONE Group
www.togrp.com

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