SUBSEQUENT EVENTS |
9 Months Ended |
|---|---|
Sep. 27, 2026 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On October 2, 2026, the Company filed a definitive proxy statement (the “Proxy Statement”) with the SEC in connection with a special meeting of the Company’s stockholders to be held on November 13, 2026, at which the Company’s stockholders will be asked to vote on, among other things, the approval and adoption of the Merger Agreement, the other Transaction Agreements and the Transactions. The Company has received demand letters from several purported stockholders relating to books and records requests pursuant to Section 220 of the Delaware General Corporation Law, alleged disclosure deficiencies in the definitive or preliminary proxy statements, or appraisal pursuant to Section 262 of the Delaware General Corporation Law. In addition, on October 22, 2026, two complaints were filed in New York state court asserting claims under New York common law for negligent misrepresentation and concealment and for negligence against UBI and the members of the Board. No assurances can be made as to the outcome of such demands or complaints or other future actions. The Company believes that the claims asserted in the complaints and the potential claims threatened in the demand letters are without merit, and the Company and the Board deny all allegations of purported wrongdoing contained therein. On October 28, 2026, Howard Friedman, the Chief Executive Officer of the Company, who also serves as the Company’s principal operating officer and as a member of the Board, informed the Executive Vice President, Chief Legal Officer, and Corporate Secretary of the Company of his determination that, in connection with the Company’s return to being a private company and contingent upon the Closing, he will cease his employment with the Company and its subsidiaries shortly following the Closing. It is anticipated that Mr. Friedman’s departure as an employee from the Company and its subsidiaries will be effective November 30, 2026. Mr. Friedman’s determination was not the result of any disagreement with the Company, Intersnack Group, the Continuing Stockholders or their respective affiliates on any matter relating to the Company’s operations, policies, or practices. Pursuant to the Merger Agreement, Mr. Friedman will also depart from the Board, effective as of and contingent upon the Closing. On October 29, 2026, Intersnack Group and the Continuing Stockholders, as the owners (directly or indirectly) of UBH following the Closing, entered into a letter agreement with B. John Lindeman, a member of the Board, to offer Mr. Lindeman the position of Chief Executive Officer of UBH following the Closing, subject to the Closing. In November 2026, the building in Hanover that was held for sale as of September 27, 2026 was sold by the Company for gross sale price of $20.5 million. As part of the closing, the Company made a principal payment of $17.2 million against its Real Estate Term Loan. Except as described above, the Company determined that there were no events requiring recognition or disclosure in the financial statements.
|