FAT Brands Inc. Announces Offering of Non-Convertible Preferred Stock and Warrants
January 17 2018 - 12:49PM
Business Wire
Preferred Structured to Appeal to Income
Oriented Investors
FAT (Fresh. Authentic. Tasty.) Brands Inc. (NASDAQ: FAT) (“FAT
Brands” or the “Company”), a leading global restaurant franchising
company, today announced the commencement of an offering of up to
$50,000,000 of Units comprised of non-convertible preferred stock
and common stock purchase warrants (the “Offering”). The Offering
will be conducted as a general solicitation private placement
solely to accredited investors.
The Company will offer up to 5,000 Units at $10,000 per Unit,
with each Unit consisting of 100 Shares of Series A Fixed
Rate/Floating Rate Cumulative Preferred Stock (“Preferred Shares”)
and 3 year Warrants to Purchase 185 shares of Common Stock (NASDAQ:
FAT) at $18.00 per share. The Offering will close on a rolling
basis, subject to customary closing conditions, commencing on or
about January 31, 2018.
Investors in the Preferred Shares will receive quarterly cash
dividends at a rate that increases from 8.0% to 13.0% per year,
plus an additional dividend of 5.6% per year that will cumulate for
the first three years and be payable on December 31, 2020. The
Preferred Shares may be redeemed by the Company at 110% of
liquidation preference plus accrued dividends in the first year
after issuance, 105% in the second year after issuance, and 100%
thereafter.
The Company intends to file a resale registration statement for
the Preferred Shares and shares of Common Stock underlying the
Warrants, and will seek to have the Preferred Shares quoted on the
OTC Markets within 90 days of closing of the Offering.
TriPoint Global Equities, LLC, working with its online division
BANQ® (www.banq.co), will act as the lead managing selling agent
and sole bookrunner for the Offering. For additional information,
please contact Sales@TPGlobal.com.
The Company intends to use the net proceeds of the Offering for
the previously announced acquisition of Hurricane Grill & Wings
and the repayment of existing indebtedness, as well as for general
working capital and future acquisitions.
About FAT (Fresh. Authentic. Tasty.) Brands
FAT Brands (NASDAQ: FAT) is a leading global franchising company
that strategically acquires, markets and develops fast casual and
casual dining restaurant concepts around the world. The Company
currently owns five restaurant brands, Fatburger, Buffalo’s Cafe,
Buffalo’s Express and Ponderosa & Bonanza Steakhouses, that
have approximately 300 locations open and 300 under development in
32 countries. For more information, please visit
www.fatbrands.com.
Forward Looking
Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, including statements relating to the timing of and our
ability to consummate the proposed offering of Preferred Shares and
Warrants, the proposed use of proceeds including the acquisition of
Hurricanes and other future acquisitions, the future financial and
operating results of the combined companies, and our ability to pay
dividends to our investors. Forward-looking statements generally
use words such as "expect," "foresee," "anticipate," "believe,"
"project," "should," "estimate," "will," "plans," "forecast," and
similar expressions, and reflect our expectations concerning the
future. It is possible that our future performance may differ
materially from current expectations expressed in these
forward-looking statements. We refer you to the documents we file
from time to time with the Securities and Exchange Commission,
including our recent Offering Statement on Form 1-A and our reports
on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and
other risks and uncertainties that could cause our actual results
to differ materially from our current expectations and from the
forward-looking statements contained in this press release. We
undertake no obligation to update any forward-looking statement to
reflect events or circumstances occurring after the date of this
press release.
Legal Disclaimer
The Preferred Shares and Warrants will be offered only to
"accredited investors" in reliance on the exemption from
registration set forth in Rule 506(c) under the Securities Act of
1933, as amended (the “Securities Act”). The Preferred Shares and
Warrants, and the common stock issuable upon exercise of the
Warrants, have not been registered under the Securities Act or the
securities laws of any state or other jurisdiction, and may not be
offered or sold without registration or an applicable exemption
from the registration requirements of the Securities Act and
applicable state securities or blue sky laws and foreign securities
laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sales of the Preferred Shares or Warrants in any jurisdiction
in which such offer, solicitation or sales would be unlawful prior
to registration or qualification under the securities laws of any
such jurisdiction.
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version on businesswire.com: http://www.businesswire.com/news/home/20180117006190/en/
Investor Relations:ICRAlexis Tessier,
203-682-8286IR-FATBrands@icrinc.comorMedia Relations:Konnect
AgencyShelby Robinson/Emily Johnston,
213-988-8344srobinson@konnectagency.comejohnston@konnectagency.com
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