您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:红罗宾汉堡连琐店美股招股说明书(2025-11-10版) - 发现报告

红罗宾汉堡连琐店美股招股说明书(2025-11-10版)

2025-11-10美股招股说明书张***
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红罗宾汉堡连琐店美股招股说明书(2025-11-10版)

Up to $40,000,000 Common Stock We have entered into a distribution agreement (the “distribution agreement”) with Evercore Group L.L.C. (“Evercore”)relating to shares of our common stock, $0.001 par value per share (the “Common Stock”), offered by this prospectus supplement andthe accompanying prospectus. In accordance with the terms of the distribution agreement, from time to time we may offer and sellshares of our Common Stock having an aggregate gross sales price of up to $40,000,000 through or to Evercore, acting as sales agent,pursuant to this prospectus supplement and the accompanying prospectus. Sales of Common Stock, if any, may be made on theNasdaq Global Select Market at market prices or on mutually agreed terms between Evercore and us. Our Common Stock is traded on the Nasdaq Global Select Market under the symbol “RRGB.” The last reported sale price ofour Common Stock as reported on the Nasdaq Global Select Market on November 7, 2025 was $4.69 per share. Sales of our Common Stock, if any, under this prospectus supplement may be made in sales deemed to be an “at the marketoffering” as defined in Rule415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). Subject toterms of the distribution agreement, Evercore is not required to sell any specific number or dollar amounts of securities but will usecommercially reasonable efforts consistent with its normal trading and sales practices, on mutually agreed terms between Evercoreand us. There is no arrangement for funds to be received in any escrow, trust or similar arrangement. Evercore will be entitled to compensation under the terms of the distribution agreement at a fixed commission rate of up to3% of the gross sales price per share sold. In connection with the sale of our Common Stock on our behalf, Evercore will be deemed tobe an “underwriter” within the meaning of the Securities Act and the compensation of Evercore will be deemed to be underwritingcommissions or discounts. We have also agreed to provide indemnification and contributions to Evercore against certain liabilities,including liabilities under the Securities Act and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Investing in our securities involves significant risks. We strongly recommend that you read carefully the risks wedescribe in this prospectus supplement and the risk factors that are incorporated by reference into this prospectus supplementand the accompanying base prospectus from our filings made with the Securities and Exchange Commission. See “RiskFactors” beginning on pageS-4of this prospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense. Evercore ISI The date of this prospectus supplement is November 10, 2025. TABLE OF CONTENTS PageProspectus SupplementABOUT THIS PROSPECTUS SUPPLEMENTS-iiWHERE YOU CAN FIND MORE INFORMATIONS-iiINCORPORATION OF CERTAIN INFORMATION BY REFERENCES-iiiFORWARD-LOOKING STATEMENTSS-ivPROSPECTUS SUPPLEMENT SUMMARYS-1RISK FACTORSS-4USE OF PROCEEDSS-6DILUTIONS-7PLAN OF DISTRIBUTIONS-8LEGAL MATTERSS-9EXPERTSS-9ProspectusABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION1INCORPORATION BY REFERENCE2FORWARD-LOOKING STATEMENTS3THE COMPANY4RISK FACTORS4USE OF PROCEEDS5DESCRIPTION OF CAPITAL STOCK6DESCRIPTION OF THE DEBT SECURITIES9DESCRIPTION OF THE DEPOSITARY SHARES19DESCRIPTION OF THE WARRANTS22DESCRIPTION OF THE RIGHTS24DESCRIPTION OF THE PURCHASE CONTRACTS25DESCRIPTION OF THE UNITS26PLAN OF DISTRIBUTION27LEGAL MATTERS29EXPERTS29 ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus relate to an offering of our Common Stock. Before buying anyof the securities that we are offering, we urge you to carefully read this prospectus supplement and the accompanying prospectus,together with the information incorporated by reference as described under “Where You Can Find More Information” and“Incorporation of Certain Information by Reference” in this prospectus supplement. These documents contain important informationthat you should consider when making your investment decision. This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering and alsoadds to, updates and changes information contained in the accompanying prospectus and the documents incorporated by reference.The second part is the accompanying prospectus, which gives more general information. To the extent the information contained inthis prospectus supplement differs from or conflicts with the information contained in the accompanying prospectus or any documentincorporated by reference, the information in this prospectus supplement will control. If any statement in one of these docum