✪✪✪ Strategy Case Analysis: Outback Steakhouse

Wednesday, October 20, 2021 1:00:03 PM

Strategy Case Analysis: Outback Steakhouse



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10 Things You Didn't Know About Outback Steakhouse

We tried to do this. We really did. We rented a house very near my work several years ago. We tried to buy a house in that neighborhood. Part of it was price. Part of it was anticipated repairs. Part of it was the increased cost of real estate taxes and property insurance. But the real deal breaker for us was education. We had 4 kids at home at that time. Even the real estate agents who were trying to sell us homes in that area acknowledged that the nearby public schools were below par and in some opinions unsafe.

My wife who is herself a public school teacher pored over the statistics and we really could not come to any conclusion other than to move to a suburban area with far superior schools. An easy bike commute can cover over 8 miles each way. Am I suggesting that we carefully choose our jobs, schools, and even our city of residence, just to avoid car commuting? Yes I am. Well considering that the area in question was a quarter mile from the Atlantic, about half of the 8 mile radius you describe would leave us mighty soggy. We tried to find a different city. Because of licensing restrictions both my wife and I had to remain in the state unless we wanted to go through substantial effort and expense to be relicensed elsewhere.

The few job offers we got elsewhere in the state were at substantially reduced salaries. Funny thing is that 9 years later my eldest daughter bought a small house in the same general area we had rented in. She has a five minute commute but she and her husband are going broke from house repairs, house payments, property taxes, property insurance and private school tuition to make sure that their kids get a good education. We all make sacrifices to one extent or the other. I hate my commute but I would much rather put up with the 25 minute commute in order to avoid the crushing debt load that would have occurred if I wanted to live in a safe area in my city, with decent schools and a reasonable bike ride to my office where I would also have to join a health club in order to shower and change into my suit after biking to work.

On the positive side, since your job is fancy enough to involve suits and licenses, it is probably high-paying enough to allow you to retire decades before most people, bringing your average commute back down as you age. Riding a bike is not an insane physical trial where you come out dripping with sweat and smelling like a hog. Rich Schmidt October 6, , am. Well, you know one now! I just checked the weather history for that day — the high was 84 degrees F! Showering at work is good for reducing your own hot water bills, but not necessary for most people who bike to work. Joe Average November 17, , am. Gave this a shot a while back and I was unfit to be at work after my bike ride.

Its hot, hilly and humid here TN in the summer. One alternative that I explored but did not spent any money on yet was a powered bicycle that has the effect of flattening the hills out. Still have to pedal. Our solution is a 7. My wife and I carpool every day. Took a long time to find employment so near each other. Our big city friends are a little confused by our attachment to this small town but it works for us. Short distances.

Nice schools. The only challenege and an easy one is entertaing ourselves on the weekends. This has been improving for a long time with free park concerts local bands , local plays, hiking, walking, cookouts, etc. Look for small cities and large towns. Not a place where six figure incomes are common though. Weston October 6, , pm. Probably true for most, and I certainly wish it was true for me. No matter how fit I may be at that particular period all it takes is the slightest exertion and I start sweating like a pig.

Think it is a genetic thing. I recall my father being the same way, and one of my daughters also sweats profusely with minimal exertion. Uncephalized June 11, , pm. Same here. I sweat like a horse during even moderate exercise, and even when it is cold outside. I blame it on being brought up in Arizona where you NEED overactive sweat glands to avoid heat stroke. I sweat pretty easy myself too. One trick I found was to soak a t-shirt with water, wring it and wear it before whatever labour I had to do that would cause me to sweat. It even made it possible to work even in the 30 C 86 F summer heat not in the sun though. Not sure if this would work for commuting to work definitely need to change shirt somewhere, maybe a nearby fast food , but maybe something to try on a day off.

Ah, I forgot also — gym memberships might pay for themselves if you can use a shower there near your work. Josh September 16, , am. Just for the record: In my area, a good number of the higher-paying tech jobs require, at minimum, a long-sleeve shirt and tie. A smaller, but still significant, number require a suit. Rick September 16, , am. I bike commute 3 miles each way to my suit-and-tie job. I sweat a ton, due to a combination of a humid climate, active sweat glands, and enjoying a fast ride.

I usually shower when I get home at night. My solution for arriving at work sweaty? Wear biking clothes, clean up with baby wipes, then change into work clothes. Pohlman October 6, , am. I agree with most of your topics, but I have to disagree with you on this post, at least for my situation. I would hate living in a major city too much traffic, no yard, no garage, etc. I drive 60 miles per day 30 miles each way. For the record, I drive a 14 year old manual transmission Honda Civic with K miles on it, and I average 37 mpg. I dunno J.

Because his coworkers did not start with this premise, they quickly brushed off his idea of living close to work, and set themselves up with ridiculous commutes. This mindset has made them poor, while he and Mr. Money Mustache became millionaires. Joe Average February 13, , pm. Aaron September 15, , am. I live in NYC and get pretty mustachian about entertainment expenses. The public libraries are top notch and beautify. Kevin October 6, , am. No cars involved. But my job provides me with an iPhone hotspot, so I can get online and work from the train. Working on the train is pretty useful — you can get that whole morning email catch-up session done undisturbed!

A seasoned worker will even be able to count this as part of their 8-hour workday I get on the train at 8, which means my workday ends at 4, which means I leave the office at DJ October 11, , am. I LOVE taking the train into town every day. I can listen to music and watch the world go by, daydreaming, or I can read a book or do my readings for school although sometimes that makes be a bit dizzy. I would much rather commute on the train and relax then stress out on the freeway.

Especially in the winter. Plus, our commuter trains are fairly clean and have some decent bathrooms just in case. I have no real intention of getting my license, despite everyone bugging me to do so. And trust me, there is no sane reason to be driving in downtown Toronto. Kira August 11, , pm. Anyone working for a large company should at least find out what kind of incentives the company offers.

In my current scenario, public transportation would take longer and I would incur more childcare costs that would negate the transportation savings not to mention cutting into family bonding time. Jenny September 7, , am. Stashette October 6, , am. Even though some people would consider this reasonable, it has really gotten old. I agree that something needs to change, because I hate throwing money away on gas and car expenses.

The point of this article was to shake at least a few people out of their complacency. Stashette October 6, , pm. You talked about paying more for a house closer to your work, but it seems the opposite would be true as well—settling for a lower salary for a job closer to your house. The Mister already has a job close to home. I have no car, and live riiight at the end of the subway lines. My rent is a month big city of boston after all for about sq feet of space. So biking might be better, but I live in the northeast, so winter will quickly crush that attempt. There are some very bad areas south of work, so I need to be careful where I look.

I would love to save the 2 hours a day of my life to dedicate to my family, but at this point, doubling rent costs to save 10 hours a week 40 a month is tough to swallow, and will push my retirement off many many years. Nice dilemma! Boston has a strong bike community, which usually means there are good roads and paths hidden in amongst the bad. And Boston has balmy summery winters compared to where I grew up and rode year-round. Even if you rule out the snowy and rainy days, you can still do well over half of your commuting by bike. But it depends on how much you are getting paid, and how much you would love to have time with your family. Continuing to shop around for apartments, as well as jobs and even home cities in the long run, seems like a good plan. Well here is the google maps version, says Note that Google Bike directions will often disregard perfectly bikeable roads and give you an unnecessarily long route.

And adjust as needed. There are nearly infinite possibilities by bike with a commute like that. You could start with 1 day a week, or even going 1 way and carrying the bike onto the subway for the ride home if that is allowed. If you are not already in good shape, then the extra fitness you gain from even cracking into this bike ride will change your entire life for the better. Seriously — bike riding is like the fountain of youth. So at least there is a shower for me to use when I get to work if I need it. First things first, I gotta give my bike a once over. Ryan April 22, , pm. My very very straight 5 mi.

But there are probably affordable places to rent closer to your office which are bikeable, if you keep looking. For me, the mile range gets a little far. Mike October 6, , am. Fig Newton January 20, , pm. My 25km As far as winter riding goes, there are no bad riding days, just bad equipment. My clothing stops the wind with some insulation layers for warmth.

Money Mustache January 21, , am. Wow, Fig! Paul November 25, , am. Hey guys… I live 25 kms from my office. I am 55 and live in Ottawa. My employer has a bike room, lockers and showers. Life is good. Bullseye January 21, , am. Seen a few other guys out there in the morning who are obviously commuters, maybe you are one of them! Fig Newton January 21, , pm. I start at 7-ish in the morning and start home at 3pm. Bullseye January 22, , am. Actually, your route overlaps mine from Burloak and Sutton, and times are the same-ish, I work , usually. Was that you I saw this morning on Burloak at , as I passed by in my car? I ride 4 different bikes depending on certain things, but always wearing a white helmet and a beige windbreaker.

I bike year round in MPLS to work 8 miles round trip. Best part of my day…I love the snow days. Inspiring stories on this blog. Marcia Frugal Healthy Simple October 6, , pm. It used to be longer, but I got a job 2 miles closer to home. In the old days, I would bike days a week. Thomas October 8, , am. My ride to work just about each day during teaching semesters, and that is Also, and sometimes more importantly, I had to leave hours early, just to take into consideration that the mornings queues might be especially bad or that an accident made the whole traffic stop for an hour or two. Now, I still leave early, about 30min.

I push myself a bit but try to avoid making it unpleasant. Anyway, go for it! MMM October 8, , am. Wow, Excellent story Thomas! I would have thought Doing that much cycling would be Awesome for you health. JB May 10, , am. So out of curiosity, I have rode my bike to work several times. About 8. I have to go to my gym first to take a shower, then walk a mile to my office since I lock my bike at the gym. I am going to experiment with the body wipes and just wipe down once I go directly to the office and see if anyone notices or cares. Any other ideas? Roger February 19, , am. Marianna October 10, , pm. Ingrid October 13, , pm. Hi and you may have already tried your first ride to work by now. If not, I would suggest trying it on a Sunday or Saturday when there is significantly less traffic and it doesn;t matter how long it takes or how sweaty you are when you get there.

We often ride around Sydney on Sunday mornings when we are able to go most of the roads without fear of traffic. Nat Pearre June 4, , pm. As a fellow Maldiner Maldite? It looks like you could bike to Malden station in just a couple of minutes, fold up your bike, sit through the 24 minute ride, jump off at Ruggles and bike the remaining mile or so in another few minutes.

Craig From Az November 19, , pm. You get used to the mileage very quickly. I started bicycle commuting in already an experienced road cyclist at the time — certainly made it easier with a 14 mile each way commute. My employer moved me all over the east side of the Phoenix metro area, and my commute ranged from 14 to 21 miles each way. Note that the 21 miles only took me about 15 minutes longer on a bike than by car, for which I received 1. People at work thought I was insane for commuting during the summer hottest day I rode — degrees. Heath November 20, , pm.

The standard advice appears to be: wear many thinner layers and then take them off as you warm up. Do people actually stop, take off layers and then stow them in the middle of a commute? Seems like a pain. Liz June 4, , am. I Absolutely love this post because I have been gearing up to tackle my morning commute to work. I, like jforest, live a little over 7 miles from work.

Luckily for me, it is nothing but bike routes the entire ride. The only problem I see are the dramatic changes in elevation along the route. I should just pack the stuff needed to freshen up and just do it! Marieta May 3, , pm. Bike, got to the bathroom to wipe yourself down, re-deodorize, and go to work! Miami Al November 13, , pm. I liked City living for a bit. Moved to Miami Suburbs. Did that for 10 years and enjoying it. Not sure where the future will take me. I do miss being able to just walk around to stuff. Kids have lots of activities everywhere. We're pretty happy with our life, but reading your site got us to whack our expenses dramatically, and focused on FI instead of just getting through the month has been a big life change.

Joe Average February 13, , am. I did the city living thing and the military version of the same barracks for several years but found that I was spending alot of money to get away from the congested city to more rural settings — fishing, camping, hiking, etc. I guess it just depends on what your personal method for unwinding is. We visit a trendy part of the next city down the highway that has alot of amenities and yes it would be nice to walk down the neighborhood street and take a left — and have dozens of places to eat and drink and buy books. Was like this when I lived in Italy. Fortunately I eventually moved to the fringes of the city there and had a yard, driveway, etc.

Some folks relax mingling with others in bars and cafes. I like that but what really makes me the happiest is knocking around my shop, my yard or my house. The side effects of being an introvert. Also there are the problems with kids and dogs — both of which we have. Great neighborhood schools, easy to run around town to soccer, Scouts, and school events. Nice affordable homes too. David March 16, , am. Val October 6, , am. MMM… what if you have kids you need to take to daycare near work? Yeah, good question. Kids change things a bit for me too. I am much more selective about the roads I tow my son along with the bike trailer — it has to be either the dead-quiet streets of my immediate neighborhood, or the off-street bike paths that cover the rest of town.

On the positive side, however, a 7-mile commute with no extra daycare driving is far below the average.. Rachel April 25, , am. I figured out a creative way to cut back on the commute with biking and drop my son off at his bus stop. He gets on the bus at AM to go to middle school his school is about 15 miles away. The bus stop is downtown, a few blocks from my office. Our house is 2 miles away. So, how to get my son to the bus stop, and still be able to bike to work?

The solution was pretty simple once I thought it through — in the morning, I drive my son to the bus stop, with my bike attached to the back of the car 2 miles. I then park my car at my office and bike home. Get ready for work, etc. So I cut a commuting routine that would have been 8 miles of ridiculous back-and-forth driving to 4 miles driving, 4 miles biking. Still better! Chris November 3, , am. No reason to leave the kids carrier at the day care. Phil October 11, , am. Val, I took my kids to daycare in a bicycle trailer for years. On the safety side, I did a spot of research before I bought the trailer a Chariot Cougar and the only tests I could find were done by a German road safety lab who determined that kids were actually safer in a trailer than on the back of a bike or tag-a-long.

Dancedancekj October 6, , am. What if you have two work locations that you spend an equal number of days at? I had the same dilemma when I started my new job last month. Since I had to move for the job anyway, I ultimately decided to live 3 km away from the first work site, then car commute via back roads to the other. Soon I will look into finding a safe route to cyclocommute the 20 km to my second work site.

Chris October 6, , am. Honestly, I used to think that people who ride bikes are geeks. This is retarded. I currently commute 23 miles each way and have a gas guzzler that gets 16 mpg. MMM October 6, , pm. You should definitely get a real car.. Think 35 as a bare minimum. My car has 5 comfortable seats and gets 42MPG on average. My construction van carries a table saw, miter saw, large compressor, and about other smaller tools plus lumber. Sometimes just adding a cheap MPG scooter or a motorbike is a money-saver. Chris October 6, , pm. I wish I flew around in a LazyBoy recliner in a comfy climate controlled cockpit. My last flying gig had me in me in a full pressure suit much like Astronauts wear , in a metal ejection seat no recline btw and terrible climate control, considering the outside temp was routinely C at 70,ft.

My own breath exhaling out of a valve consistently caused ice to form on the insides of my windows-sound comfy? Also, my back felt money after doing this for ten hours straight with little ability to stretch and move. I fixed my comment to make it a bit more clear. Slash April 30, , am. I am in a commuting quandry myself. I may just rent an apartment for 6 months which is 22 miles from work, which would take 32 minutes with traffic each way. However, for the long term, I would like to work closer to work so I can bike. I have a touring bike road bikes irritate the bulging disk in my neck which I love riding.

And I drive a car that has a 3. So you can imagine my need to shorten the commute or dump the Acura…. What would you suggest? Liz October 6, , am. I see some commenters have brought up the public transport commute. What is your take on this MMM? I work in central London, England, and those who drive to work are rare. I think the average commute is around an hour door to door, and travelling 50 miles to work by train is not unusual.

Not everyone has the same options available to them, but I am writing this article to suggest to most that there IS a better world for workers if you make the choice for yourself. A minute walk or bike ride, to get to a job that is fun and lets you have free time outside of work. They do exist! If anyone wants this lifestyle, they should continue to fight for it. You are batshit crazy. Move out of the city, dude. It was my worst commute, ever, 1. I got to hate my fellow man so bad, changing from surface rail to tibe to tube. Liz October 7, , am. I moved back into the city, about 5 miles from work, so now I cycle or sometimes run — best thing ever.

I was just wondering what others have put more eloquently — if you make use of the time, is it so bad? I agree, there are some crazy commutes out there, your old one sounds pretty bad. London is expensive to operate a car and they have a higher population density than most American cities. It is a mindset to walk minutes to a train or bus to get to work. I live 8. It would be more of a health benefit than a time benefit for me since it takes 45 minutes to ride a bike vs 25 minutes by car. There are times I have meetings after work and I need to drive my car to work. I am going to try and do it more. B October 6, , pm.

Great article. We moved to south Longmont earlier this year. Its about 1. The commute is wonderful. A short ride is a wonderful way to start a day. Plus I get the benefit of smelling Oskar Blues in the morning. My wife on the other hand still commutes 12miles to Lafayette. I guess half of us commuting is still better than both. On the same note as Brave New World.

I work in a company of 11 people. We are right off of Ken Pratt kind of by Safeway. About Half of the people decided they were going to work here and then bought a house in Boulder or Johnstown. Crazy just crazy! Wow, that is a happy story! Bullseye October 6, , pm. MMM, you have to be the best blogger out there right now, and I read a lot of blogs. Every article is quality, keep up the excellent writing! My commute is exactly 10 miles, and I bike it occasionally, but usually drive. Would a road bike make a big difference? Or do I just need to suck it up and stop complaining? Trying to talk wife into moving to cheaper area, becoming instantly mortgage free, and implementing this plan sooner! Definitely worthwhile!

Regardless of the physics, I am happy, because biking fast is fun. Archon October 12, , pm. I believe that rolling resistance comes into play here, especially if the mountain bike has low pressures to allow for rougher terrain. Googling led me to the following site which apparently does bike tire comparison testing, including rolling resistance:. The top graph on each page shows data for the 15 best performers, and road tires which take higher pressure by design have about 5 watts less of rolling resistance compared to mountain bike tires.

This is just me fudging an approximate average based on those charts. So going from Mountain bike to road bike will save you powering a refrigerator with your legs in addition to moving you from A to B. It may be an interesting experiment for you to increase the pressure in the tires you have now, and see if it becomes easier to ride, as the graphs show rolling resistance decreasing with pressure. PS: Rolling resistance should also be a consideration with road tires! Tracy October 8, , am. I used to ride a hybrid bike for a mile commute uphill , then decided to splurge on a road bike… and it makes a huge difference!

John October 10, , pm. I just bought my first mountain bike in years after having a road bike for a while. Massive difference! I spent the last year walking 2 mile every day to work. I rode the bike occasionally but honestly it was too quick for my taste. I would love to be about 10 miles out for a good bike commute. Daniel October 31, , am. I would also say get some clip in pedals or SPDs as Shimano calls them and some mountain bike style shoes with recessed clips.

They take some practice but they are much more power efficient and make cycle commuting a doddle. Erin October 6, , pm. It seems like the best option for me, but the time and money lost is still frustrating. Move close to work, and I mean now, like this weekend! Send us pictures of your new pad and your lovely walk or bike ride to work. Thanks for the reply, MMM! The soul-crushing commuting will come to an end! Thanks for the as always sound advice! Marcia Frugal Healthy Simple October 7, , am. I agree. One of my engineers drives 70 miles each way, 4 days per week.

He fills his gas tank every 2 days, I fill mine every 2 weeks. Physics girl October 6, , pm. I commute about 2 miles on a bike in West Chester, PA. It is fairly hilly, but a pleasant ride. I have had many many comments about safety — do you feel safe? I generally answer that I feel comfortable that I have taken precautions such as lights and reflectors and that I bike safely. Dee October 6, , pm. The bus is pretty much my favourite reading location. There are some people who are totally batshit insane about commuting.

They drive to the train station, take the train into NYC, take the subway to near the office, and then walk into the office. Some of them take a ferry, which is even more expensive. So they are away from home for about 15 hours per day. The justification? So their kids can go to a nice school! It was a total nightmare. I was away from home for about 13 hours every weekday and it left me exhausted. I guess I could do better but I like having some separation from work. They like to go to the private and charter schools further away from home. While you can never fully separate nature vs.

Adrienne October 7, , am. They learn a lot at home from me and their dad both part-timers. What they get at school is more socialization and learning to work together. We left a 10 out of 10 public school for a 2 out of 10 public school test scores because we wanted a closer school in our new community we just moved to. The school is diverse and has been a positive influence on our kids. Ah commuting sucks for sure. But at work? Our town is very expensive. So, people who work here…many come from the towns nearby. Then a long stretch of highway. To the south is Carpinteria mins , then Ventura, Oxnard, and Camarillo 45 mins to an hour. These other towns are cheaper, but you will have at least a minute commute each way.

The expectation is to have a bigger house, I think. Now we both work in the same area, so it would be nice to be closer. I leave work early every day to pick up my son from school. People know this. All so I can work longer hours!! Bullseye October 7, , am. He drives 15 minutes, takes a ferry across the river, then the MTA train into the city, 1 hr 45 mins each way 48 miles.

When I do my quarterly visit to that office, I sometimes park at his house and do the commute with him…holy crap! And the kids are the most fun when they are young. Not as much as these mega-commuters though. Retirement is nice but I value some time in my younger years to enjoy the simple things too like playing with our kids, dog, and little family excursions to the park or grocery store. Yabusame October 7, , am. Until 2 years ago, I had a 2 mile commute on my bike. Accounts receivable — related parties.

The ESA was amended on April 1, and last amended on December 27, to reflect the current use of personnel, office space, professional services and additional general office expenses. Upon successful completion of a public offering under certain terms, GGH will refund a majority of the amount HBH has prepaid under the ESA and the full amount to the extent it has available funds. Employment Agreements. See the Executive Compensation section of this Proxy Statement for a discussion of the employment agreement between the Company and Mr. Delinquent Section 16 a Reports. Mathis filed one Form 4 late representing one transaction not reported on a timely basis; ii Ms. Echevarria filed one Forms4 late representing one transaction not reported on a timely basis; iii Mr.

Lawrence filed one Form 4 late representing one transaction not reported on a timely basis; iv Dr. Moel filed one Form 4 late representing one transaction not reported on a timely basis; and v Mr. Cannon filed a Form 3 late and one Form 4 late representing three transactions not reported on a timely basis. Director Independence. Lawrence, Steven A. Mathis was not deemed independent as a result of his service as our Chief Executive Officer, and his significant stock ownership. Involvement in Certain Legal Proceedings. Further, no such legal proceedings are believed to be contemplated by governmental authorities against any director or executive officer.

As part of the settlement, the NASD expressly withdrew numerous allegations and charges, and also resolved almost all of the remaining charges in the case. Mathis received a day suspension from acting in a principal capacity for InvestPrivate, and InvestPrivate was suspended for 60 days from accepting new engagements to offer private placements. While the settlement with the NASD resolved most of the issues in the case, a few remaining charges were not resolved, namely, whether Mr. Mathis inadvertently or willfully failed to properly make certain disclosures on his personal NASD Form U-4, specifically, the existence of certain federal tax liens on his Form U4 during the years Mathis negligently failed to make certain disclosures on his Form U4 concerning personal tax liens, and to have willfully failed to make other required U4 disclosures regarding those tax liens.

All of the underlying tax liabilities were paid in so the liens were released in The suspension was completed on September 4, , and all fines have been paid. Mathis has never disputed that he failed to make or timely make these disclosures on his Form U4; he only disputed the willfulness finding. Thereafter, Mr. Court of Appeals. In each instance, the decision of the NAC was affirmed. That application was approved in Mr. Therefore, Mr. Corporate Governance. Board Leadership Structure.

The Board does not have an express policy regarding the separation of the roles of Chief Executive Officer and Board Chairman as the Board believes it is in the best interests of the Company to make that determination based on the position and direction of the Company and the membership of the Board. The Board has not designated a lead independent director. As Chief Executive Officer, Mr. The Board believes Mr. The Board believes that this leadership structure is appropriate as Mr. While management is charged with the day-to-day management of risks that GGH faces, the Board of Directors, and the Audit Committee of the Board, have been responsible for oversight of risk management. The full Board, and the Audit Committee since it was formed, have responsibility for general oversight of risks facing the Company.

The Audit Committee also reviews and assesses the adequacy of the implementation of appropriate systems to mitigate and manage the principal risks. Review and Approval of Transactions with Related Parties. The Board of Directors adopted a policy to comply with Item of Regulation S-K of the Exchange Act as well as the Nasdaq Rules requiring that disinterested directors approve transactions with related parties which are not market-based transactions.

Generally, the Board of Directors will approve transactions only to the extent the disinterested directors believe that they are in the best interests of GGH and on terms that are fair and reasonable in the judgment of the disinterested directors to GGH. Audit Committee. The Board of Directors established the Audit Committee on April 15, and revised the charter as of March 25, The members of our Audit Committee are Messrs. Lawrence, Dumont, and Dr. Moel chairperson. The Board of Directors determined that Messrs. The Audit Committee meets periodically with our independent accountants and management to review the scope and results of the annual audit and to review our financial statements and related reporting matters prior to the submission of the financial statements to the Board.

In addition, the Audit Committee meets with the independent auditors at least on a quarterly basis to review and discuss the annual audit or quarterly review of our financial statements. We have established an Audit Committee Charter that deals with the establishment of the Audit Committee and sets out its duties and responsibilities. The Audit Committee is required to review and reassess the adequacy of the Audit Committee Charter on an annual basis. No Nominating Committee. GGH has not established a nominating committee, however the Company adopted its nomination guidelines compliant under Nasdaq rules effective April 15, and most recently updated them on March 25, Pursuant to Nasdaq Rule , nominations must be made by a majority of the independent directors.

Our independent directors are currently Messrs. Lawrence, Dumont, Cannon, Allen, Dr. Moel and Ms. Eligible stockholders may nominate a person to the Board of Directors based on the procedure set forth in the nomination guidelines. Compensation Committee. The Board of Directors established the Compensation Committee effective upon the uplisting of our common stock to Nasdaq and amended the same effective March 25, Such committee is in compliance with Nasdaq Rule d. The members of our Compensation Committee are Ms. Rodriguez chairperson , and Messrs. Dumont, Cannon, and Allen. The Compensation Committee consists of three independent directors and one non-independent director in accordance with Nasdaq Rule a 2 and all non-employee directors for purposes of Rule 16b-3 of the Exchange Act.

Mathis and Ms. Echevarria, must be determined by the Compensation Committee and the CEO and CFO may not be present during voting or deliberations for their compensation. Although Nasdaq Rule d 3 provides that the Compensation Committee may in its discretion, not Board discretion retain compensation consultants, independent legal counsel, and other advisors, the independent directors acting as the compensation committee have not decided to do so.

Code of Business Conduct and Whistleblower Policy. The Code of Conduct contains written standards that are designed to deter wrongdoing and to promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; full, fair, accurate, timely and understandable public disclosures and communications, including financial reporting; compliance with applicable laws, rules and regulations; prompt internal reporting of violations of the code; and accountability for adherence to the code. Insider Trading Policy. Employee, Officer and Director Hedging. Stockholder Communications to the Board. If the correspondence is not addressed to the particular member, the communication will be forwarded to a Board member to bring to the attention of the Board.

The Board of Directors held six formal meetings either in person or via telephone during the fiscal year ended December 31, and acted by unanimous written consent ten times during The Board has held seven meetings thereafter through the date of this Proxy Statement and has acted by unanimous written consent eight times. Regular communications were maintained throughout and among all of the officers and directors of the Company. Board members are not required to attend the Annual Meeting. Executive Compensation. The below table summarizes the compensation paid to our executive officers for the years ending December 31, and Awards 1. All Other. Represents the grant date full fair value of compensation costs of stock options granted during the respective year for financial statement reporting purposes, using the Black-Scholes option pricing model.

Refer to the Outstanding Equity Awards at Fiscal Year End schedule regarding option details on an award-by-award basis. The above table does not include any options granted under the Gaucho Plan. The agreement sets limits on the Mr. Mathis is subject to a covenant not to compete during the term of the agreement and following his termination for any reason, for a period of twelve months. Upon a change of control as defined by the agreement , all of Mr.

Following Mr. Mathis is prohibited from soliciting Company clients or employees for one year and disclosing any confidential information of GGH for a period of two years. The agreement may be terminated by the Company for cause or by the CEO for good reason, in accordance with the terms of the agreement. On September 20, , the Board of Directors extended the Employment Agreement on the same terms for a period of days.

Lawrence, the sole independent director present at the meeting of the Board of Directors extended his employment agreement to expire on June 30, On July 12, , the Board of Directors extended Mr. On March 29, , the Board of Directors further entered into an employment retention bonus agreement with Mr. Mathis, which offered him a retention bonus in recognition for his continued service with GGH for an additional three years. The retention bonus consists of the real estate lot on which Mr. On March 29, , the independent members of the Board of Directors extended the agreement until December 31, On July 5, , the independent members of the Board of Directors most recently extended the agreement until October 31, All other terms of the Employment Agreement remain the same.

The Compensation Committee considers various factors when evaluating and determining the compensation terms and structure of its executive officers, including the following:. Company management is responsible for reviewing the base salary, annual bonus and long-term compensation levels for other Company employees, and the Company expects this practice to continue going forward. The entire Board of Directors remains responsible for significant changes to, or adoption, of new employee benefit plans.

The Company believes that the compensation environment for qualified professionals in the industry in which we operate is highly competitive. In order to compete in this environment, the compensation of our executive officers is primarily comprised of the following four components:. Base Salary. Base salary, paid in cash, is the first element of compensation to our officers. In determining base salaries for our key executive officers, the Compensation Committee aims to set base salaries at a level it believes enables us to hire and retain individuals in a competitive environment and to reward individual performance and contribution to our overall business goals. The Compensation Committee believes that base salary should be relatively stable over time, providing the executive a dependable, minimum level of compensation, which is approximately equivalent to compensation that may be paid by competitors for persons of similar abilities.

The Compensation Committee believes that base salaries for our executive officers not including our chief executive officer are appropriate for persons serving as executive officers of public companies similar in size and complexity similar to the Company. Echevarria, does not have a written employment agreement but receives a base salary as noted above, believed to be in accordance with industry standards and norms. Our equity incentives are also intended to reward the attainment of long-term corporate objectives by our executives.

The Compensation Committee also believes that grants of equity-based compensation are necessary to enable us to be competitive from a total remuneration standpoint. At the present time, we have two equity incentive plans for our management and employees. Almost all shares of common stock reserved for issuance in connection with awards under the Equity Incentive Plan have been or were utilized in conjunction with existing, expired or cancelled awards of stock options. The Company will not issue any additional options under the Equity Incentive Plan.

As of March 31, , there are a total of , shares of common stock that are reserved for issuance in connection with awards under the Equity Incentive Plan. We have no set formula for granting awards to our executives or employees. The Company has granted each of its executive officers stock options, as outlined below. Discretionary Annual Bonus. Discretionary cash bonuses are another prong of our compensation plan.

The Board of Directors believes that it is appropriate that executive officers and other employees have the potential to receive a portion of their annual cash compensation as a cash bonus to encourage performance to achieve key corporate objectives and to be competitive from a total remuneration standpoint. We have no set formula for determining or awarding discretionary cash bonuses to our other executives or employees.

Pursuant to his employment agreement, Scott Mathis, our CEO, is eligible to receive a discretionary cash bonus, to be determined by the Board of Directors. Another element of the overall compensation is through providing our executive officers various employment benefits, such as the payment of health and life insurance premiums on behalf of the executive officers. Our executive officers are also eligible to participate in our k plan on the same basis as other employees and the Company historically has made matching contributions to the k plan, including for the benefit of our executive officers.

The agreement sets limits on Mr. The Board of Directors extended the Employment Agreement on various dates such that as of July 5, the Employment Agreement, as amended, expires on October 31, The Board of Directors also approved the payment of Mr. The Board of Directors granted a retention bonus to Mr. Mathis that consists of the real estate lot on which Mr. Mathis, the Company must be legally permitted to issue a deed for the property. Mathis is eligible to receive a pro-rata portion of the bonus if his employment is terminated before the end of the Retention Period.

The Company is accruing all compensation not paid to Mr. Mathis pursuant to his employment agreement until the Company has sufficient funds to pay his full compensation. Mathis in connection with his deferred compensation. During December, Mr. The balance owed to Mr. The following table provides information as to option awards granted by the Company and held by each of the named executive officers of GGH as of December 31, There have been no stock awards made to Mr. Mathis or Ms. Echevarria as of December 31, Compensation of Directors. Since its founding, the Company has compensated the non-employee members of its Board of Directors only with grants of stock options.

The following table sets forth compensation received by our non-employee directors:. Frequency of the Advisory Vote on Executive Compensation. At the Annual Meeting of Stockholders, the Board of Directors included an advisory stockholder vote regarding named executive officer compensation every three years. The next required advisory vote regarding the frequency of an advisory vote on named executive officer compensation will be at the Annual Meeting of Stockholders.

Risks of Compensation Programs. The Company believes that this vesting, coupled with the internal controls and oversight of the risk elements of its business, have minimized the possibility that the compensation programs and practices will have a material adverse effect on the Company and its financial, and operational, performance. As described above, the Board of Directors has general oversight responsibility with respect to risk management and exercises appropriate oversight to ensure that risks are not viewed in isolation and are appropriately controlled.

At the Annual Meeting a vote will be taken on a proposal to approve the election of the one 1 Class II director nominee. The Board currently consists of seven 7 directors divided into three classes. Delaware law permits, but does not require, a classified or staggered board of directors, pursuant to which the directors can be divided into as many as three classes with staggered terms of office, with one class of directors standing for election each year. As a classified board, a certain number, but not all, of the directors of our Board of Directors will be elected each year.

Lawrence for re-election as a Class II director, to be elected at the Annual Meeting to serve a three-year term until the annual meeting of stockholders, or until his respective successor, if any, is duly elected and qualified. There are no family relationships between or among any of our executive officers, directors or nominees for director. Moel Class I Director , Mr. Cannon Class I Director , Mr. Dumont Class I Director , Ms. Rodriguez Class I Director , Mr. Allen Class III Director will continue to serve as directors until their election at the and annual stockholder meetings, as applicable.

Required Vote. In accordance with Delaware law, the directors will be elected by a plurality of votes cast at the Annual Meeting. As a result, abstentions and broker non-votes will have no effect on this proposal. For the avoidance of doubt, the Company may not deliver a fixed purchase notice and a VWAP purchase notice on the same trading day. We will not issue or sell any shares of common stock, and Tumim Stone Capital will not purchase or acquire any shares of common stock pursuant to the Purchase Agreement, to the extent that after giving effect thereto, the aggregate number of shares of common stock that would be issued pursuant to the Purchase Agreement and the transactions contemplated hereby would exceed 1,, representing Additionally, we will not issue or sell, and Tumim Stone Capital will not purchase or acquire, any shares of common stock pursuant to the Purchase Agreement which, when aggregated with all other shares of common stock then beneficially owned by Tumim Stone Capital and its affiliates as calculated pursuant to Section 13 d of the Exchange Act and Rule 13d-3 promulgated thereunder , would result in the beneficial ownership by Tumim Stone Capital of more than 4.

All of the Commitment Shares shall be fully earned as of the closing date regardless of whether any fixed purchases or VWAP purchases are issued. The Commitment Shares constitute Registrable Securities and are included in the effective registration statement and prospectus. Unless otherwise terminated in accordance with the terms of the Purchase Agreement, the Purchase Agreement automatically terminates on the earliest to occur of i the first day of the month next following the month anniversary of the effective date of this Registration Statement, ii the date on which Tumim Stone Capital shall have purchased all shares available pursuant to the Purchase Agreement, iii the date on which the common stock shall have failed to be listed or quoted on Nasdaq, and iv the date on which we commence a voluntary bankruptcy case or any person commences a proceeding against us, a custodian is appointed for us or for all or substantially all of our property, or we make a general assignment for the benefit of our creditors.

This would allow the Company flexibility in accessing the equity line of credit to pursue its business growth, current announced partnerships and collaborations. Although the number of shares of our common stock that our existing stockholders own will not decrease, the shares of our common stock owned by our existing stockholders will represent a smaller percentage of our total outstanding shares of our common stock after any such issuance. We are not seeking the approval of our stockholders to authorize our entry into the Purchase Agreement and related transaction documents, as we have already entered into the Purchase Agreement and related transaction documents, which are binding obligations on us.

In accordance with Delaware law, approval of Proposal No. As a result, abstentions will have the same effect as votes against this proposal. Common Stock to be awarded under the plan. At the present time, the Company has two equity incentive plans for management and employees. On August 28, , the Company increased its number of shares available under the Plan to 5,, shares of common stock , shares on a post-split basis with an automatic increase on January 1 of each year by the amount equal to 2. On January 1, , the number of authorized shares under the plan was increased by 1,, as a result of the automatic increase.

On January 1, , the number of authorized shares under the plan was increased again by , on a post-split basis as a result of the automatic increase. Currently, a total of , shares are authorized under the Plan. As of June 30, , a total of , shares were available under the Plan for awards. This means that if the stockholders approve this Proposal No.

The primary goal of the amendment to the Plan is to provide the company with a sufficient reserve of common stock to offer appropriate incentives to Company employees, directors and consultants. The following table shows, for each name executive officer and director, the total number of shares of Company common stock subject to stock awards that have been granted under the Equity Incentive Plan and the Plan since both plans have been effective through June 30, Additionally, the following table provides other information regarding the Equity Incentive Plan:.

The Company plans to acquire certain real property located in Argentina from the related, but independent entity, Hollywood Burger Holdings, Inc. Given the current corporate structure and Argentine law, the real property will be acquired through the subsidiaries in Argentina. About the San Rafael, Mendoza location:. This property was chosen due to its lot size of approximately 48, square feet approximately 1. A significant area of the property also serves as a parking lot. For many businesses in Argentine cities, parking is a rare commodity, both culturally and economically. This location had approximately 80 parking spaces at last count.

The rent leasing agreement with the Municipality of San Rafael is scheduled to end in August The rent amount is to be adjusted by inflation every 6 months, taking in consideration the inflation rates calculated by two private consulting firms. The avenue sees a high concentration of traffic both day and night and is the main thoroughfare en route to a number of cultural destinations such as public schools, rugby and soccer athletic clubs, tennis and golf clubs, supermarkets, bars and nightlife, country clubs, and offices. This unique piece of real estate, which takes up and entire city block, is accessible from the four streets surrounding the block. There are several reasons for the Company wanting to acquire the land and building assets:.

Additionally, current directors, Dr. Steven Moel and Mr. Consequently, the purchase of real estate from HBH constitutes a related party transaction for purposes of the Nasdaq Listing Rules and other applicable law. Mathis and Lawrence, Ms. Echevarria, and Dr. Why does the Company need stockholder approval? As stated above, Mr. Together, these factors trigger the requirement for stockholder approval under Nasdaq Rule a. The Company currently owns 20,, shares of Gaucho Group, Inc. The Company plans to acquire the remaining 5,, shares of GGI in exchange for shares of common stock of the Company. Mathis has an ownership interest in GGI. We are asking our stockholders to ratify the selection of Marcum as our independent registered public accounting firm.

If our stockholders fail to ratify the selection, it will be considered as a direction to the Board to consider the selection of a different firm. The Board considers Marcum to be well qualified to serve as the independent auditors for the Company and Marcum has experience since in doing so. However, even if the selection is ratified, the Board of Directors in its discretion may select a different independent registered public accounting firm at any time during the year if it determines that such a change would be in the best interests of the Company and our stockholders.

Fees Billed by Independent Accounting Firm. The following table sets forth the aggregate fees billed to us by Marcum, LLP, our independent registered public accounting firm, for the years ended December 31, and Pre-Approval Policies and Procedures. The Audit Committee Charter provides that the Audit Committee is responsible for the appointment, compensation, retention and oversight of the independent public accountants, and pre-approves all audit services and permissible non-audit services to be provided to the Company by the independent public accountants.

The Audit Committee may, in its discretion, delegate the authority to pre-approve all audit services and permissible non-audit services to the Chairman of the Audit Committee provided the Chairman reports any delegated pre-approvals to the Audit Committee at the next meeting thereof. The Audit Committee has not, however, adopted any specific policies and procedures for the engagement of non-audit services. The Board of Directors approved Marcum performing our audit for the and fiscal years and approved Marcum performing our audit for the fiscal year. While we intend to carefully consider the voting results of this proposal, the final vote is advisory in nature and therefore not binding on the Company.

However, our Board of Directors values the opinions of all of our stockholders and will consider the outcome of this vote when making future decisions with respect to our auditors. A revised letter, correcting certain deficiencies in the original proposal was submitted by the Stockholder on June 27, Name and address of Stockholder:. John and Dawn Roderique. Clifton, VA Number of shares held by Stockholder: 20, shares of common stock. For more than ten years, Gaucho Group Holdings, Inc. At AWE, the company operates a vineyard and winery, has developed a luxury housing project and sells lots to individuals, and operates a restaurant and a golf course. With a large portion of more than 4, acres owned by the Company at AWE available for subdividing and lots with complete infrastructure for sale, real estate development and sales has been a primary focus of the company.

Over the same four years, Mr. Although the company stated during that it reduced expenses, levels represent a meager 15 percent reduction. Since February, no acquisitions have been announced, revenue for product lines has not increased, no lots have been sold, and no specific strategies that will increase revenue with certainty have been implemented. In a corporate presentation dated June 3, , Gaucho provided no guidance for sales of any product line. The company has a history of not providing sales guidance for the coming year.

Continuing decision-making and strategy development by the current CEO has zero probability of turning Gaucho from large losses to profitable operations. A new CEO is needed. Cause is defined therein, in pertinent part, as follows:. As such, the Company cannot take the proposed action assuming it wanted to , because it has no legal basis to do so and if it did, it would be liable for breach of contract. Mathis managed to reduce outstanding obligations and fund real estate purchases. As a result, we believe the Company is well-positioned for the future and for new collaborations and partnerships that can help to propel the Company to new heights. Real Estate and Algodon Wine Estates. Consumer Products and Wine. The Company has had some years of underperformance financially but during this time it has taken many steps to retain and grow its businesses, trying to work with cards dealt by a global pandemic and an uncertain economy in Argentina.

However, these numbers cannot properly be viewed in a vacuum. The decline in revenues was in part reflective of the renewed efforts to build out the infrastructure at Algodon Wine Estates so that more lots could be deeded and formally sold. As many in the U. As provided under Delaware law and the bylaws of the Company, the power to elect and remove officers is reserved to the Board of Directors and not to the stockholders. As such, while we intend to carefully consider the voting results of this proposal, the final vote is advisory in nature and therefore not binding on the Company.

However, our Board of Directors values the opinions of all of our stockholders and will consider the outcome of this vote when making future decisions with respect to the Company. As of the date of this Proxy Statement, management does not know of any other matters that will come before the Annual Meeting. Annual Report. Information Available. These reports and other information filed with the SEC by the Company may be inspected and are available for copying at the public reference facilities maintained at the Securities and Exchange Commission at F Street NW, Washington, D.

Our Annual Report on Form K for the year ended December 31, , and other reports filed under the Exchange Act, are also available in print to any stockholder at no cost upon request to: Corporate Secretary, Gaucho Group Holdings, Inc. Proxy Materials Are Available on the Internet. The Company is using the internet as the primary means of furnishing proxy materials to certain holders of common stock, however some will receive their proxy materials by mail via the Full Set Delivery method described above.

If you have received a Notice of Internet Availability of Proxy Materials, you are receiving proxy materials by internet. We are sending a Notice of Internet Availability of Proxy Materials to you which includes instructions on how to access the proxy materials online or how to request a printed copy of the materials. Preliminary Proxy Statement. Confidential, for use of the Commission only as permitted by Rule 14a-6 e 2.

Definitive Proxy Statement. Definitive Additional Material. No fee required. Fee computed on table below per Exchange Act Rules 14a-6 i 4 and Title of each class of securities to which transaction applies:. Aggregate number of securities to which transaction applies:. Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule Set forth the amount on which the filing fee is calculated and state how it was determined :. Proposed maximum aggregate value of transaction:. Total fee paid:. Fee paid with preliminary materials.

Check box if any part of the fee is offset as provided by Exchange Act Rule a 2 and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, of the Form or Schedule and the date of its filing. Amount Previously Paid:. Form, Schedule or Registration Statement No. Filing Party:. Date Filed:. To cancel for cause the employment contract with Scott L. Mathis, Chairman of the Board and. Chief Executive Officer. To vote in person, attend the Annual Meeting and you will be afforded an opportunity to vote via the internet or via paper ballot.

To vote online or via telephone, follow the instructions on the Notice of Internet Availability mailed to you. If you have received or requested to receive your proxy materials by mail, you have the option to vote using the proxy card included in the mailing. To do so, simply complete, sign and date the enclosed proxy card and return it promptly in the envelope provided. If we receive your signed proxy card before the Annual Meeting, we will vote your shares as you direct.

If you have requested your proxy materials be mailed to you, you may submit another properly completed proxy card with a later date;. You may change your vote using the online voting method, in which case your latest internet proxy submitted prior to the Annual Meeting will be counted; or. You may attend the Annual Meeting and vote online or in person. Simply attending the Annual Meeting will not, by itself, revoke your proxy. Name and Address of Beneficial Owner. Amount and Nature of Beneficial Ownership 1. Percent of Common Stock.

Reuben Cannon, S. William Allen 23 Corporate Plaza Dr. All current directors, directors elect, director nominees, executive officers and named executive officers as a group seven persons. Consists of a 23, shares of our common stock owned by Mr. Mathis is a controlling member; c 17, shares owned by Mr. Consists of a 3, shares owned by Mrs. Consists of a 12, shares of our common stock owned by Mr. Lawrence directly; b shares owned by Mr.

Lawrence and his spouse as trustees for the Peter Lawrence Settlement Trust; and c 35, shares of our common stock issuable upon the exercise of stock options.

My commute is exactly 10 Strategy Case Analysis: Outback Steakhouse, and I bike it occasionally, but usually drive. Excludes Assisted Suicide Wrong costs. Consists of a 3, shares held by Strategy Case Analysis: Outback Steakhouse.

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