RECENTLY SOLD CHAINS

Inside the Franchise Battle Waging at Jack in the Box

  • Operators have banded together to address growing concerns.

    WEB EXCLUSIVE JANUARY 25, 2019 BY KEVIN HARDY

     

    FLICKR: THOMAS HAWK

    Jack in the Box has had some open conflicts with its franchisee association in recent months.

    Michael Norwich says no one has more invested in the Jack in the Box concept than its franchisees. They’ve made the biggest investment in the brand and have every incentive to ensure it’s successful.

    “We put our heart and soul into it,” he says. “We have probably the most at stake.”

    But franchisees are worried about the current direction of corporate leaders. Much of that is tied to declining sales: In November, Jack in the Box reported total quarterly sales of $177.5 million—a 23.5 percent year-over-year decline. Norwich says Jack in the Box’s years-long transition from a restaurant operation company to an asset-light franchise company has been painful and franchisees worry corporate decisions are too focused on short-term metrics like stock performance and neglect the long-term health of the brand.

    Norwich is a 27-year franchisee of the brand and the chairman of the National Jack in the Box Franchisee Association, which was formed in 1995 and now includes 95 franchisees representing the ownership of about 2,000 stores of the brand’s total of about 2,240.

    He recalled the days when former Jack in the Box CEO Paul Schultz would meet with franchisees and talk through complexities of operating restaurants.

    “He’d pound the table and say, ‘Don’t you think I care about restaurant operations? I have 80 percent of the stores,’” Norwich says. “Nowadays, there are operators that are much bigger than the company operations themselves. It’s changed.”

    That evolution, Norwich says, has driven the need for franchisees to band together through the independent association.

    “The issues we had back then are far different issues than the issues we have today,” he says. “There are so many things that have changed in the overall franchise business model over the last few years that it really necessitated strong franchisee associations more than ever now.”

    READ MORE: Is Jack in the Box exploring a sale?

    The association has continually sparred with corporate leadership in recent months: In October, the group approved a vote of no confidence in CEO Lenny Comma that franchisees described as a culmination of years of frustrations. In November, it filed a complaint with the California Department of Business Oversight regarding Jack in the Box’s new financial restructuring strategy. And in December, the group filed a lawsuit against the brand, alleging a breach of contract.

    “The relationship shouldn’t be this way,” Norwich says. “But thus far it’s been difficult. And we don’t believe that we’ve been particularly well heard or understood.”

    While the association has repeatedly made headlines, Jack in the Box operators aren’t the only ones making waves through an independent associations.

    In October 2018, more than 400 McDonald’s operators voted to form a self-funded advocacy group, reportedly motivated by concerns over shrinking cash flow and burdens associated with store remodel mandates from corporate. Likewise, the Tim Hortons franchisees joined together to create the Great White North Franchisee Association in March 2017. That group, which boasted half of all Canadian franchisees as members, said its conception was in response to “the mismanagement of the Tim Hortons franchise” by TDL Group Corp. and its parent company Restaurant Brands International.

    “We wholeheartedly agree that having productive dialogue between a franchise and your franchisees is essential to a healthy franchisee relationship and a franchise system." — Matthew Haller, SVP of government relations and public affairs at the International Franchise Association.

    Matthew Haller, SVP of government relations and public affairs at the International Franchise Association, says franchisee councils and associations are a mainstay of the franchise business model, whether it’s in the restaurant, hotel or retail space.

    By its nature, the franchise model is inter-dependent: franchisors only make money when franchisees make money. To keep that relationship healthy, most franchise companies have some mechanism designed to keep open lines of communication. Associations make it easier for franchisors to introduce new initiatives and roll out new products. And they act as sounding boards, connecting corporate leaders to operators with real experience on the ground.  

    “We wholeheartedly agree that having productive dialogue between a franchise and your franchisees is essential to a healthy franchisee relationship and a franchise system,” Haller says.

    But, he says, not all those groups are created equally, particularly recent ones birthed from controversy.

    “They typically form out of frustration that their voice isn’t being heard. And I think that’s where you can run into more problems,” Haller says. “You always take it with a grain of salt when you’re putting too much stock into the loudest voices in the room.”

    Haller declines to weigh in on individual associations, but he says some groups may be motivated by desires to get out of their contractual obligations with a franchise system.

    JACK IN THE BOX C/O MARISSA WALLACE

    Franchisee associations can do more than just facilitate communication between operators and the franchisor.

    “Sometimes, where there’s smoke there’s fire. But other times it may just be somebody trying to use an independent association to relitigate the terms of an agreement they very clearly entered into with eyes wide open,” he says. “That’s why a franchisee is ultimately governed by a contract.”

    Haller says associations and advisory committees are most useful when they’re formed during times of relative calm. A strong track record of open dialogue and cooperation makes it much easier to weather times of difficulty.

    Tabitha Burke, executive director of the National Jack in the Box Franchisee Association, shares a similar view.

    “I think it’s important for franchisees to start associations when they have a healthy and positive relationship with the franchisor,” she says. “A lot of times you’ll see these associations come out of conflict.”

    Though the Jack in the Box group is involved in a high-profile conflict, Burke says, franchisee associations can do more than just facilitate communication between operators and the franchisor. They also allow owners to band together to purchase insurance and build volume for more favorable pricing from vendors. But at their heart, they’re most effective in ensuring the interests of both sides are aligned.

    “The franchisors are looking at the top line while the franchisees are looking at the bottom line,” she says. “So, it’s finding that balance where both can be profitable.”

    Jack in the Box officials could not be reached for comment. But in a November quarterly earnings call, the CEO told investors his team was “managing through” issues raised by the association. He acknowledged “spirited debates” with the brands franchise community, but assured that corporate was “fully aligned” with franchisee goals.

    "We understand their concerns about issues our industry is facing such as rising labor costs, finding traffic, and market share in a hyper-competitive environment,” Comma said on the call. “We know that Jack in the Box cannot be successful if our franchisees aren't successful.”

     

Taco Bueno Sold to Sun Holdings

2-4-19

Sun Holdings is a multi-concept franchisee based in Dallas with more than 800 locations across eight states.

Taco Bueno chief executive officer Omar Janjua called it, “a new beginning” for the Tex-Mex brand. When Taco Bueno filed for federal bankruptcy protection in November, it also said it struck an agreement with Taco Supremo, LLC, an affiliate of Sun Holdings, Inc. The company announced January 15 that it completed that deal and successfully emerged from its court-supervised financial restructuring. Through the restructuring process, Taco Bueno said, the chain “substantially improved its financial position and established a sustainable capital structure.”

Before the Chapter 11 filing, the Sun Holdings affiliate acquired all of Taco Bueno’s outstanding bank debt and provided a commitment for up to $10 million in debtor-in-possession financing that would support Taco Bueno’s operations during the financial restructuring process. Under the terms, Sun Holdings then would become the owner of Taco Bueno through a debt-for-equity swap.

According to filings, Taco Bueno claimed between $10 million and $50 million in assets and between $100 million and $500 million in liabilities.

Sun Holdings is a multi-concept franchisee based in Dallas with more than 800 locations across eight states that also includes Burger King, Popeyes, Arby’s, Golden Corral, Cici’s Pizza, Krispy Kreme, GNC, and T-Mobile. This is how it broke down at the time of the deal: 296 Burger Kings, 145 Popeyes, 87 Arby's, 21 Golden Corrals, 32 Cici's Pizzas, and 18 Krispy Kreme stores.

“With our sale to Sun Holdings and our financial restructuring completed, we are well positioned for long-term financial health as we grow our food offerings and brand with the added expertise and leadership of Sun Holdings. I’d like to thank our dedicated employees for their commitment to Taco Bueno through this process, and we look forward to continuing to serve freshly prepared meals, in real kitchens, using real ingredients and providing unmatched customer service to guests,” Janjua said in a statement.

Taco Bueno’s plan of reorganization was confirmed by the U.S. Bankruptcy Court for the Northern District of Texas on December 31. In September, the chain announced that it shuttered 16 restaurants across Texas, Oklahoma, Kansas, and Missouri, following an in-depth review of the company’s entire portfolio. At the time of November announcement, there were 169 units. Taco Bueno said in Tuesday’s release that there were more than 145 restaurants throughout the American South and Southwest, including Arkansas, Oklahoma, and Texas.

“We have a proven track record of successfully growing brands in this industry, and we are excited about leveraging our experience to reinvigorate Taco Bueno with new food offerings and streamlined marketing initiatives to strengthen its competitive position in the quick-service restaurant sector,” added Guillermo Perales, chief executive officer and founder of Sun Holdings, in a statement, “We look forward to working closely with the Taco Bueno team to build on the company’s 50-year history and execute swiftly on our key priorities of food quality and enhanced value for customers, employees and the brand.”

In November, Taco Bueno said Sun Holdings would invest in remodeling locations, increasing brand initiatives, and enhancing the customer experience. It would also “continue to focus on initiatives to grow the Taco Bueno brand, while remaining true to our roots, delivering great-tasting meals to our customers in an inviting and comfortable environment,” Janjua said.

Taco Bueno was founded in 1967 in Abilene, Texas. In December 2015, TPG Growth, the middle market and growth equity investment platform of TPG, purchased then-177-unit Taco Bueno for an undisclosed amount. Janjua left the same post at Krystal to join Taco Bueno in March and oversee a team of corporate executives and more than 2,700 employees from its headquarters in Irving, Texas. Taco Bueno relocated to the larger base in 2017.

Janjua brought more than 35 years of quick-service experience to the position. Before Krystal, he was president and COO for Sonic, where he oversaw operations, training, franchising, developing and quality assurance. Janjua also served as vice president and chief operating officer at Steak ‘n Shake after 18 years with Pizza Hut, where he provided support to 75 franchise groups operating 2,600 restaurants in 27 states.

Taco Bueno said earlier in the year it would focus on its core business and providing Tex-Mex for lunch and dinner through a new customer-inspired menu. One example was a Pick 3 for $2.99 Menu, introduced in March, where customers could build a combo meal under the $3 price point.

Carrols to acquire 221 Burger King, Popeyes units

Feb 20, 2019

Carrols Restaurant Group Inc., already the largest U.S. Burger King franchisee, has agreed to buy 166 more Burger King units and 55 Popeyes Louisiana Kitchen restaurants in a $238 million merger deal with Cambridge Franchise Holdings LLC, the companies said Wednesday.

Syracuse, N.Y.-based Carrols’s proposed deal with Cambridge of Memphis, Tenn., would bring its total restaurants to about 1,070. The targeted Burger King and Popeyes units are in 10 Southeastern and Southern states. 

Carrols Restaurant Group Inc., already the largest U.S. Burger King franchisee, has agreed to buy 166 more Burger King units and 55 Popeyes Louisiana Kitchen restaurants in a $238 million merger deal with Cambridge Franchise Holdings LLC, the companies said Wednesday.

Syracuse, N.Y.-based Carrols’s proposed deal with Cambridge of Memphis, Tenn., would bring its total restaurants to about 1,070. The targeted Burger King and Popeyes units are in 10 Southeastern and Southern states.

Related: Burger King’s owner buys Popeyes for $1.8B

“This is a transformational transaction for our company,” said Dan Accordino, Carrols’ chairman and CEO, in a statement. “It further strengthens our position in the Burger King system and provides us the opportunity to continue executing our Burger King acquisition and expansion strategy.”

Accordino said the deal would expand Carrols’ restaurant platforms with the addition of the Popeyes concept. Burger King owner Restaurant Brands International Inc. of Oakville, Ontario, bought the Popeyes brand in 2017. 

Carrols Restaurant Group Inc., already the largest U.S. Burger King franchisee, has agreed to buy 166 more Burger King units and 55 Popeyes Louisiana Kitchen restaurants in a $238 million merger deal with Cambridge Franchise Holdings LLC, the companies said Wednesday.

Syracuse, N.Y.-based Carrols’s proposed deal with Cambridge of Memphis, Tenn., would bring its total restaurants to about 1,070. The targeted Burger King and Popeyes units are in 10 Southeastern and Southern states.

Related: Burger King’s owner buys Popeyes for $1.8B

“This is a transformational transaction for our company,” said Dan Accordino, Carrols’ chairman and CEO, in a statement. “It further strengthens our position in the Burger King system and provides us the opportunity to continue executing our Burger King acquisition and expansion strategy.”

“All shares issued to Cambridge are subject to a two-year restriction on sale or transfer subject to certain limited exceptions,” Carrols said. “As part of the transaction, Cambridge will have the right to designate up to two director nominees and Perelman and Sloane will join the Carrols board of directors upon completion of the merger.”

Carrols said that when the transaction closes it expects to refinance about $100 million in debt it will assume from Cambridge along with Carrols existing debt into a new senior secured credit facility.

Under Carrols’ existing agreement with Burger King’s parent, it is pre-approved for expansion and holds first right of refusal for development in 20 states until it reaches 1,000 restaurants. In conjunction with the merger, Carrols has entered into a new area development and remodeling agreement with Burger King that will become effective when the Cambridge transaction closes.

As part of the deal, Carrols has also agreed to develop 200 new Burger King restaurants over the next six years and to remodel or upgrade some restaurants to the “Burger King of Tomorrow” image.

Perelman of Garnett Station said: “Carrols has an incredible track record of operating Burger King restaurants over more than four decades. We are excited to partner with the Carrols management team and look forward to adding value to the combined company as engaged board members focused on effective capital allocation and continued growth.”

The agreement calls for the successor public company to be named Carrols Restaurant Group Inc., and its shares, registered on Nasdaq, would trade under Carrols’ existing symbol “TAST.”

Along with the merger announcement, Carrols released preliminary 2018 financial results, saying same-store sales in the fourth quarter ended Dec. 30 increased 2.7 percent compared to 8.9 percent in the prior-year period.

As of Dec. 30, Carrols operated 849 Burger King restaurants. It has operated Burger King units since 1976.

Sold: Arby's Buys Wendy's for $2.34 Billion

The nation's third-largest hamburger chain was started by the late Dave Thomas.

COLUMBUS, Ohio (AP) -- After two past rejections, the owner of Arby's shaved roast beef sandwich restaurants is buying Wendy's, the fast-food chain famous for its made-to-order square hamburgers and chocolate Frosty dessert, for around $2 billion.

Triarc Companies Inc., which is owned by billionaire investor Nelson Peltz, said Thursday it will pay about $2.34 billion in an all-stock deal for the nation's third-largest hamburger chain started in 1969 by Dave Thomas. Wendy's had rejected at least two buyout offers from Triarc.

Thomas' daughter Pam Thomas Farber said the family was devastated by the news.

"It's a very sad day for Wendy's, and our family. We just didn't think this would be the outcome," said Farber, 53.

If her father were alive to hear news of the buyout, "he would not be amused," she said.

Thomas became a household face when he began pitching his burgers and fries in television commercials in 1989.

Wendy's International Inc. deferred comment to Triarc, which had nothing further to say right away.

Triarc will pay about $26.78 per share for the company, which has about 87 million shares outstanding. The price is a premium of 6 percent from the company's closing price of $25.32 Wednesday.

Under the terms of the deal, which is expected to close in the second half of the year, shareholders at Wendy's will receive 4.25 shares of Triarc Class A stock for each share of Wendy's stock they own.

Atlanta-based Triarc said its shareholders will have to approve a charter amendment in which each share of its Class B stock will be converted into Class A stock.

The Wendy's board has been studying strategic alternatives since early last year, and expenses related to that contributed to the company's 72 percent drop in first-quarter earning announced Thursday.

Wendy's said its profits totaled $4.1 million, or 5 cents, a share for the quarter ended March 30 compared with a profit of $14.7 million, or 15 cents a share, a year ago. Revenue was down slightly to $513 million from $522 million a year ago.

Wendy's stock is well off its high for the past year of $42.22 that it reached shortly after the committee began its work in the summer. It fell 3 cents to $25.39 in early trading Thursday.

Sales have slid in a struggling economy that has hurt other restaurant chains, too.

The deal caps two chaotic years for Wendy's in which it has sold or spun off operations, slashed its corporate staff and had its wholesome image tarnished by a woman who falsely claimed she found part of a finger in her chili.

Triarc said it will also change its name to include the Wendy's name.

Pushed by activist shareholders, Wendy's spun off its Tim Hortons coffee-and-doughnut chain and sold its money-losing Baja Fresh Mexican Grill. Chairman and CEO Jack Schuessler abruptly retired in March 2006, months after a woman and her husband were sentenced to prison for extortion for their plot in March 2005 to plant part of a human finger in a bowl of chili at a San Jose, Calif., Wendy's restaurant and claiming it was served to her.

Farber said the family didn't think much of Peltz' and Triarc's tactics.

"They came after them (Wendy's) and came after them and came after them. They spun Tim Hortons off, they did this, they did that. They did everything they asked but it wasn't enough."

Farber said she had just gotten off the phone with her sister Wendy, 46, the company's namesake.

"She's feeling horrible. She just is devastated," Farber said.

Farber said the family had a supported an alternate bid led by Wendy's franchisee David Karam, president of Cedar Enterprises Inc.

"We knew what Dave Karam's commitment was to Wendy's, his family's commitment -- just as ours. His dad was a very good friend of our dad's and was one of the very first franchisees, so there's a lot of history."

Peltz, who runs the Trian Fund, and his allies own 9.8 percent of Wendy's stock. Arby's has more than 3,000 restaurants.

He had argued in a letter to Wendy's chairman James Pickett that Triac would be a natural buyer of Wendy's. Peltz gained three seats on the company's board last year.

Thomas, who died in 2002, opened his first restaurant in a former steakhouse on a cold, snowy Saturday in downtown Columbus on Nov. 15, 1969. He named the chain after his 8-year-old daughter Melinda Lou -- nicknamed Wendy by her siblings.

The smiling Thomas, always wearing a white short-sleeved shirt and red tie, touted the virtues of fast food in humorous ads, often featuring big-name stars such as bluesman B.B. King and soap opera queen Susan Lucci. He appeared in more than 800 ads.

Wendy's, based in suburban Dublin, operates about 6,600 restaurants in the United States and abroad. It trails McDonald's and Burger King Holdings Inc. in the burger business.

Panera Bread being sold to Krispy Kreme owner

The owner of a chain known for making a guilty pleasure, sugary Krispy Kreme doughnuts, is buying another that has built its reputation around healthy eating, Panera Bread.

JAB, the investment firm that controls the Krispy Kreme chain and coffee brands Keurig, Peet's and Caribou, announced the $7-billion deal Wednesday to acquire Panera and turn it into a private company. Though known for its sandwiches, Panera is a major seller of coffee.

Panera's ascension as one of the most successful fast-casual chains shook up the restaurant industry, introducing higher quality ingredients than fast-food competitors, making wi-fi widely available and giving customers healthy options. The company has also stayed ahead of the technological curve by introducing digital ordering earlier than many competitors.

JAB gave few details about its plans for Panera, which has more than 2,000 locations and about $5 billion in annual sales.

But JAB spokesman Tom Johnson said customers shouldn’t expect to see other brands owned by the Luxembourg-based investment firm pop up in Panera.

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“JAB’s investment philosophy with companies it acquires is they operate independently and continue to be managed by their management,” he said. "There’s no plan to integrate with other assets in the portfolio.”

The investment firm plans to maintain Panera's current executive leadership, including CEO and founder Ron Shaich.

"We strongly support Panera's vision for the future, strategic initiatives, culture of innovation, and balanced company versus franchise store mix," JAB partner and CEO Olivier Goudet said in a statement. "We are excited to invest in and work together with the company's management team and franchisees to continue to lead the industry."

Cheddar’s Sold to Olive Garden Parent Company for $780M

• Cheddar's Scratch Kitchen, the Texas-based casual chain best known for its chicken tenders, ribs, and broccoli casserole, will soon be swallowed by Darden Restaurants. Darden, best known as the corporate owner of the Olive Garden, reportedly ponied up $780 million for the Cheddar’s chain, which has more than 160 locations nationwide. Cheddar’s will join Olive Garden, LongHorn Steakhouse, and Eddie V’s Prime Seafood in the Darden portfolio.

Bob Evans selling restaurant chain to private equity firm for $565 million

Bob Evans Farms Inc. is splitting its business, selling its iconic restaurant chain to a private equity company while bolstering its remaining food business with another acquisition.

The New Albany-based company disclosed after the markets closed Tuesday that Golden Gate Capital would buy the 523-restaurant chain for $565 million, plus the assumption of some debt. The company expects to net $475 million to $485 million from the sale.

“This is an important time for our brand, our company and our team, and this partnership will provide Bob Evans Restaurants with the resources, knowledge and flexibility needed to drive our growth, while remaining true to the values of our founder, Bob Evans,” CEO Saed Mohseni said in a press release.

In a separate deal also revealed Tuesday, Bob Evans (NASDAQ:BOBE) will pay $115 million to acquire Pineland Farms Potato Co. based in Mars Hill, Maine.

The deals are expected to close before the end of April.

The company said the acquisition "provides capability to produce and sell diced and shredded potato products in both the retail and foodservice channels." It also gets another potato processing facility with up to 180 million pounds of capacity, a 900-acre potato farm and an additional 55,000 acres of annual potato production.

"The sale of Bob Evans Restaurants enables us to concentrate exclusively on BEF Foods, our fastest growing and most profitable segment," Mohseni said in the release. "We believe this focus will result in higher returns for our shareholders and, as a more focused private business, Bob Evans Restaurants will be better able to deliver on its brand promise of providing quality food and hospitality to every guest at every meal."

NEW YORKDarden Restaurants says it will sell its Red Lobster chain to investment firm Golden Gate Capital in a $2.1 billion cash deal.

The company, which also owns Olive Garden, had announced late last year that it planned to either spin off or sell Red Lobster to improve its financial performance.

Both Olive Garden and Red Lobster have been losing customers in recent years. The company has tried various menu changes and marketing campaigns in hopes of winning back business.

Part of the problem is the growing popularity of chains like Chipotle, where customers feel they can get the same quality of food without having to pay as much or wait for table service.

Red Lobster, which opened in 1968, helped popularize seafood among Americans. The first location in Lakeland, Florida, boasted platters that included frog legs and hush puppies for $2.50.

As the chain suffered sales declines more recently, Darden expanded its menu to include more non-seafood dishes in a bid to attract a wider array of customers. The efforts didn’t take hold.

Darden CEO Clarence Otis has noted that Red Lobster has been unable to capture higher-income customers. But the company sees more potential in fixing Olive Garden, which it says fits with its other, smaller restaurant chains that cater to diners willing to spend more.

The company reworked the logo for the Italian food chain and has been adding lighter menu items, as well as smaller dishes that it says better fit with eating trends.

Investors have challenged Darden’s plans to sell only Red Lobster, saying that the company should separate Olive Garden and Red Lobster as a pair from its other, more successful chains, which include Longhorn Steakhouse and Capital Grille.

There are about 700 Red Lobster locations and 830 Olive Gardens in North America.

After the transaction costs, Darden said it expects proceeds of $1.6 billion, of which $1 billion will be used to retire outstanding debt. The company said it expects the deal to close in its first fiscal quarter.

Shares of Darden, based in Orlando, Florida, slipped 1 percent to $50.10 in premarket trading.

Aug. 10, 2017

The parent company of Applebee’s warned investors today that as many as 135 units within the segment-leading casual chain may have to close to stem franchisees’ losses.The franchisor, DineEquity, also revealed that as many as 25 units of its IHOP brand may have to shut down as well during 2017.

DineEquity had previously stated that 40 to 60 Applebee’s and 15 IHOP restaurants might not survive. However, it noted that IHOP will likely end the fiscal year with a net gain in stores, with up to 90 stores slated to be opened by franchisees, most of them domestically. About 20 Applebee’s restaurants will be opened, but mostly overseas, the franchisor said. DineEquity’s revised guidance to the investment community also called for IHOP’s same-store sales to dip for the year by 1% to 3%, and for Applebee’s comps to fall 6% to 8%.

Same-store sales for the brands fell for the second quarter by 2.6% and 6.2%, respectively. 

 Aug 07, 2017

Garden Fresh Restaurant Corp. has been acquired by two private-equity groups just seven months after the parent to the Souplantation and Sweet Tomatoes brands was sold out of bankruptcy, the companies said Monday.

 

The 97-unit San Diego, Calif.-based salad chain was acquired by Washington, D.C.-based Perpetual Capital Partners and CR3 Capital LLC, an investment affiliate of Dallas-based CR3 Partners LLC. Terms of the deal were not disclosed.

In January, Cerberus Capital Management LP acquired Garden Fresh out of bankruptcy. Cerberus was among several lenders to which Garden Fresh owed more than $175 million, according to bankruptcy filings.The company filed for bankruptcy in October 2016, attributing the filing to declining sales and higher labor and rent costs following sale-leaseback deals to investors.

Souplantation and Sweet Tomatoes units are noted for their 50-foot salad buffets as well as a selection of soup, pastas, breads, muffins and desserts.

Ninety-Nine Restaurant & Pub to merge with J. Alexander’s

 

Aug 04, 2017

Fidelity National Financial Inc. today said its private-equity subsidiary, Fidelity National Financial Ventures LLC, parent of the 106-unit casual-dining chain Ninety Nine Restaurant & Pub, would merge that company with J. Alexander’s Holdings Inc.

J. Alexander’s Holdings operates 19 J. Alexander’s locations, 12 Redlands Grills, 12 Stony Rivers and the single-unit Lyndhurst Grill, all of which are upscale casual-dining restaurants.  The Nashville-based company operates restaurants mostly in the Southeast and Midwest.

Fidelity Newport Holdings LLC, a majority owned subsidiary of Fidelity National Financial Ventures and Ninety Nine’s operator, will exchange all of its ownership interest in 99 Restaurants LLC for common-share equivalents of J. Alexander Holdings. 

Under the terms of the new agreement, 99 Restaurants, which operates restaurants in New England and New York, will have an enterprise value of $199 million and an equity value of $179 million. It will have $20 million in Fidelity Newport Holdings debt that J. Alexander Holdings will refinance at closing.

Prior to the closing, Fidelity National Financial Ventures will contribute $40 million into 99 Restaurants equity, proceeds for which will be used to repay Fidelity Newport Holdings debt. Shares in J. Alexander’s Holdings stock will be valued at $11 per share.

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