BH 10-K Annual Report Dec. 31, 2021 | Alphaminr
Biglari Holdings Inc.
ALPHAMINR

BH 10-K Fiscal year ended Dec. 31, 2021

Balance Sheet
Cash Flow
Income Statement
Debt
BIGLARI HOLDINGS INC.
Name: Biglari Holdings Inc. <br /> CIK: 1726173 <br /> Filing Type: 10-K/A <br /> Report Date: 2021-12-31 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/1726173/000172617322000008/bh-20211231.htm <br />
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of EquityItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1. Summary Of Significant Accounting PoliciesNote 1. Summary Of Significant Accounting Policies (continued)Note 2. InvestmentsNote 3. Investment PartnershipsNote 3. Investment Partnerships (continued)Note 4. Other Current AssetsNote 5. Property and EquipmentNote 6. Asset Retirement ObligationsNote 7. Goodwill and Other Intangible AssetsNote 7. Goodwill and Other Intangible Assets (continued)Note 8. Accounts Payable and Accrued ExpensesNote 9. Other LiabilitiesNote 10. Income TaxesNote 10. Income Taxes (continued)Note 11. Notes Payable and Lease ObligationsNote 12. Leased Assets and Lease CommitmentsNote 12. Leased Assets and Lease Commitments (continued)Note 13. Related Party TransactionsNote 13. Related Party Transactions (continued)Note 14. Commitments and ContingenciesNote 15. Fair Value Of Financial AssetsNote 15. Fair Value Of Financial Assets (continued)Note 16. Accumulated Other Comprehensive IncomeNote 17. Business Segment ReportingNote 17. Business Segment Reporting (continued)Note 18. Supplemental Disclosures Of Cash Flow InformationNote 19. Supplemental Oil and Gas Disclosures (unaudited)Note 19. Supplemental Oil and Gas DisclosuresNote 19. Supplemental Oil and Gas Disclosures (unaudited) (continued)Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.01 First Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Annex II to the Companys Amendment No. 2 to Registration Statement on Form S-4 filed March 6, 2018). 3.02 Articles of Amendment to the First Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.02 to the Companys Form 8-K12B filed April 30, 2018). 3.03 By-Laws of the Company (incorporated by reference to Exhibit 3.03 to the Companys Form 8-K12B filed April 30, 2018). 4.01 Specimen Class A Common Stock Certificate of the Company (incorporated by reference to Exhibit 4.01 to the Companys Amendment No. 3 to Registration Statement on Form S-4 filed March 28, 2018). 4.02 Specimen Class B Common Stock Certificate of the Company (incorporated by reference to Exhibit 4.02 to the Companys Amendment No. 3 to Registration Statement on Form S-4 filed March 28, 2018). 4.03 Description of Registrants Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. 10.01* The Steak n Shake Non-Qualified Savings Plan, amended and restated as of March 15, 2010(incorporated by reference to Exhibit 4.3 to the Predecessors Registration Statement on Form S-8 dated April 22, 2010). 10.02 Amended and Restated Incentive Agreement, dated September 28, 2010, by and between the Predecessor and Sardar Biglari (incorporated by reference to Annex A to the Predecessors definitive Proxy Statement dated September 29, 2010). 10.03 Services Agreement, dated as of September 15, 2017, by and among Biglari Holdings Inc., Biglari Capital Corp. and Biglari Enterprises LLC (incorporated by reference to Exhibit 10.1 to the Predecessors Current Report on Form 8-K dated September 15, 2017). 10.04* First Amendment, dated as of July 1, 2013, to the Amended and Restated Incentive Agreement, dated as of September 28, 2010, by and between Biglari Holdings Inc. and Sardar Biglari(incorporated by reference to Exhibit 10.3 to the Predecessors Current Report on Form 8-K dated July 2, 2013). 10.05 Credit Agreement, dated as of March 19, 2014, among Steak n Shake Operations, Inc., as borrower, Steak n Shake Enterprises, Inc. and Steak n Shake, LLC, as subsidiary guarantors, the lenders party thereto, Jefferies Finance LLC, as joint lead arranger, syndication agent, documentation agent, book manager, administrative agent and collateral agent, and Fifth Third Bank, as joint lead arranger, swingline lender and issuing bank(incorporated by reference to Exhibit 10.1 to the Predecessors Current Report on Form 8-K dated March 21, 2014). 10.06 Security Agreement, dated as of March 19, 2014, by Steak n Shake Operations, Inc., Steak n Shake Enterprises, Inc. and Steak n Shake, LLC, as pledgors, assignors and debtors, in favor of Jefferies Finance LLC, in its capacity as collateral agent, pledgee, assignee and secured party (incorporated by reference to Exhibit 10.2 to the Predecessors Current Report on Form 8-K dated March 21, 2014). 10.07 Form of Indemnity Agreement for Directors, as adopted on June 3, 2015 (incorporated by reference to Exhibit 10.1 to the Predecessors Current Report on Form 8-K dated June 4, 2015). 10.08 Amended and Restated Partnership Agreement of The Lion Fund II, L.P. as amended on June 3, 2015 (incorporated by reference to Exhibit 10.1 to the Predecessors Current Report on Form 8-K dated June 4, 2015). 10.09* Second Amendment to Amended and Restated Incentive Agreement dated March 26, 2019, by and between Biglari Holdings Inc. and Sardar Biglari (incorporated by reference to Exhibit 10.01 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2019). 21.01 Subsidiaries of the Company. 31.01 Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.02 Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.01** Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 99.1 Report of Netherland, Sewell Associates Inc. Independent Petroleum Engineers and Geologists.