Cheesecake

The Securities and Exchange Commission has charged The Cheesecake Factory, which trades on the NASDAQ, with issuing material misstatements in its March 23 and April 2 press releases regarding the impact of COVID-19 on its business.

Those releases were filed with the SEC as Form 8Ks.

The March 23 release, which was distributed by Berk Communications, disclosed that Cheesecake was transitioning to an “off-premise model” (i.e., to-go and delivery) that was “enabling the company’s restaurants to operate sustainably at present under this current model.”

The SEC’s Dec. 4 cease and desist notice says by March 23, Cheesecake told potential investors that it had cash to support approximately only 16 weeks of operations under the prevailing circumstances.

Internal documents showed that Cheesecake was experiencing a negative cash flow rate of $6 million per week.

The April 2 sales update press release again said, “the restaurants are operating sustainably at present under this [off-premise] model.”

The SEC determined that Cheesecake “violated Section 13(a) of the Exchange Act and Rules 13a-11 and 12b-20 thereunder, which collectively require every issuer of a security registered pursuant to Section 12 of the Exchange Act to file with the Commission accurate current reports on Form 8-K that contain material information necessary to make the required statements made in the reports not misleading. “

The company has agreed to settle the SEC charges without admitting or denying any guilt and pay a fine of $125K.