Under the terms of the agreement, which has been unanimously approved by the company’s board of directors, stockholders will receive $24 in cash per share for all outstanding shares of the company’s common stock, representing a 46% premium to the company’s unaffected share price before recent market rumours.
3G Capital has obtained committed financing to purchase all outstanding shares and refinance existing indebtedness. The transaction is expected to close in the fourth quarter of this calendar year.
“We look forward to partnering with 3G Capital, whose proven track record as an investor, together with its financial and consumer brands experience, will serve to further strengthen the company, our restaurants and franchisees worldwide,” said BK chairman and CEO John W Chidsey.
Alex Behring, managing partner of 3G Capital, said: “We have great respect for the Burger King brand and the strong business that management, the employees and the franchisees have built. The iconic Burger King brand, its solid franchisee network and great product offerings make this a perfect fit for 3G Capital, which has a strong track record of long-term investments in global consumer brands and retail companies.”
In conjunction with the transaction, the company’s chairman and CEO, John Chidsey, will remain through the transition period in his current capacity and subsequently assume a newly created position of co-chairman of the board. Upon closing of the transaction, Alex Behring, managing partner of 3G Capital, will be appointed co-chairman of the board of the company alongside Chidsey.
Under the terms of the agreement, it’s anticipated that 3G Capital will commence a tender offer for all of the outstanding shares of the company no later than 17 September 2010.
Affiliates of TPG Capital LP, Goldman Sachs Capital Partners and Bain Capital Investors, which own approximately 31% of the company’s outstanding shares in the aggregate, have entered into agreements pursuant to which they will tender their shares into the offer.
Source: Burger King Holdings
© FoodBev Media Ltd 2024