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Failure to Report Acquisition of Shares to FTC Leads to $1.4 Million Penalty

  • The FTC reached a settlement with investment fund operator Biglari Holdings Inc. to resolved allegations that it failed to report an acquisition of shares in restaurant chain operator Cracker Barrel Old Country Store, Inc. to the FTC in violation of the Hart-Scott-Rodino Act.
  • According to the complaint, which was filed simultaneously with the final judgment, Biglari allegedly failed to report two acquisitions of Cracker Barrel shares even though these acquisitions, combined with the shares of Cracker Barrel that Biglari already owned, exceeded the HSR filing threshold that triggers the requirement for an HSR filing and a waiting period before the completion of the acquisition. The complaint further alleged that Biglari should have been aware of this requirement because it had been previously fined $850,000 for HSR violations over earlier purchases of Cracker Barrel shares.
  • Under the terms of the proposed final judgment, Biglari will pay a civil money penalty of $1.4 million. The proposed settlement is subject to a 60-day public comment period, after which the U.S. District Court for the District of Columbia may approve the proposed settlement upon finding that it is in the public interest.