Worldwide Restaurant Concepts, Inc. Sets Special Meeting of Stockholders in Connection With Proposed Merger With Affiliates of P
August 22 2005 - 6:24PM
PR Newswire (US)
SHERMAN OAKS, Calif., Aug. 22 /PRNewswire-FirstCall/ -- Worldwide
Restaurant Concepts, Inc. (NYSE:SZ) announced today that it has
scheduled a special meeting of its stockholders to vote on the
previously announced merger agreement with affiliates of leading
Australasian private equity firm, Pacific Equity Partners. The
special meeting will be held on Wednesday, September 21, 2005 at
10:00 AM PST at the headquarters of Worldwide Restaurant Concepts
in Sherman Oaks, California. Stockholders of record at the close of
business on August 19, 2005, the record date for the special
meeting, will be entitled to vote at the meeting. The transaction
is subject to the approval of the stockholders of Worldwide
Restaurant Concepts at the special meeting, as well as customary
closing conditions, including receipt of certain third party
consents, including, but not limited to, the approval by YUM!
Brands, Inc. of the transfer of franchise agreements for KFC(R)
stores in Australia, and receipt by Pacific Equity Partners of
equity and debt financing required to complete the transaction. In
connection with the proposed merger, Worldwide Restaurant Concepts
filed a preliminary proxy statement with the Securities and
Exchange Commission on June 15, 2005 and will file and mail a
definitive proxy statement to its stockholders on or about August
24, 2005. Stockholders and investors are urged to read the
definitive proxy statement regarding the proposed merger when it
becomes available because it will contain important information.
Stockholders and investors may obtain a free copy of the definitive
proxy statement (when available) and other related documents filed
by Worldwide Restaurant Concepts with the SEC at their website at
http://www.sec.gov/. The definitive proxy statement (when
available) and the other documents may also be obtained for free by
accessing Worldwide Restaurant Concept's website at
http://www.wrconcepts.com/. Worldwide Restaurant Concepts, Pacific
Equity Partners and their respective officers and directors may be
deemed to be participants in the solicitation of proxies with
respect to the transactions contemplated by the merger agreement.
Information about the participants in the solicitation will be set
forth in the definitive proxy statement to be filed with the SEC.
This press release is not a proxy statement. Worldwide Restaurant
Concepts has not yet filed a definitive proxy statement in
connection with the solicitation of proxies relating to the
proposed transaction. Stockholders of Worldwide Restaurant Concepts
will receive such a statement and a proxy card in connection with
the solicitation. About Worldwide Restaurant Concepts Worldwide
Restaurant Concepts, Inc. operates, franchises or joint ventures
310 Sizzler(R) restaurants worldwide, 112 KFC(R) restaurants
located primarily in Queensland, Australia, and 21 Pat &
Oscar's(R) restaurants. Worldwide Restaurant Concepts reported
revenues of $354.8 million for its fiscal year ended April 30,
2005, and a net loss of 21.3 million, or $0.77 per diluted share.
Additional information about the Company can be found at
http://www.wrconcepts.com/. About Pacific Equity Partners Pacific
Equity Partners is a leading Australasian private equity firm
focusing on buyouts and late stage expansion capital. The firm has
been actively investing since 1998 and currently has over A$700
million of equity funds under management. Pacific Equity Partners
works with management teams, providing experience and capital
resources to grow value in a range of business situations.
Additional information about Pacific Equity Partners can be found
at http://www.pep.com.au/. Forward-Looking Statements This press
release contains forward-looking statements made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995, particularly statements related to enhancing
stockholder value through a possible sale of the Company or other
alternatives. These statements relate to expectations about future
events or results and are based upon information available to the
Company as of today's date. They also involve certain risks and
uncertainties regarding the Company's business and operations and
the restaurant industry. These forward-looking statements are not
guarantees of the future performance of the Company and actual
events or results may vary materially from the events and results
discussed in this press release or in any other forward-looking
statements made by or on behalf of the Company. The Company
cautions that these forward-looking statements are qualified
further by other important factors, including, but not limited to,
the outcome and effects of the Company's exploration of strategic
alternatives and the risks and cautionary statements set forth in
the Company's Annual Report on Form 10- K for the fiscal year ended
April 30, 2005 and its other filings with the Securities and
Exchange Commission. The Company disclaims any obligation to update
or revise any of the forward-looking statements contained herein to
reflect future events or developments. AT THE COMPANY: Keith Wall
Liz Baskerville Vice President and CFO Director, Planning (818)
662-9800 (818) 662-9800 AT FINANCIAL RELATIONS BOARD: Laurie Berman
Tricia Ross General Information Investor/Analyst Contact (310)
854-8315 (617) 520-7064 DATASOURCE: Worldwide Restaurant Concepts,
Inc. CONTACT: Keith Wall, Vice President and CFO, +1-818-662-9800,
or Liz Baskerville, Director, Planning, +1-818-662-9800, both of
Worldwide Restaurant Concepts, Inc.; or Laurie Berman, General
Information, +1-310-854-8315, or Tricia Ross, Investor/Analyst,
+1-617-520-7064, both of Financial Relations Board, for Worldwide
Restaurant Concepts, Inc Web site: http://www.pep.com.au/ Web site:
http://www.wrconcepts.com/
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