FAT Brands Inc. Announces Pricing of Public Offering of Series B Cumulative Preferred Stock and Warrants
14 Luglio 2020 - 4:52AM
FAT Brands Inc. (Nasdaq: FAT), today announced the pricing of an
underwritten public offering of 360,000 shares of 8.25% Series B
Cumulative Preferred Stock. Each share of 8.25% Series B Cumulative
Preferred Stock will be accompanied by five warrants (“Warrants”),
each Warrant to purchase one share of Common Stock at an exercise
price of $5.00 per share of Common Stock. Each share of Series B
Cumulative Preferred Stock and accompanying five Warrants is being
offered at a price of $25.00. The shares of Series B Preferred
Stock and Warrants will be issued separately but can only be
purchased together in this offering. Each Warrant will be
exercisable beginning on the earlier of one year from the date of
issuance or the consummation of a consolidation, merger or other
business combination transaction between the Company and its
parent, Fog Cutter Capital Group Inc. Each Warrant will thereafter
remain exercisable at any time until the five-year anniversary of
the date of issuance.
The gross proceeds to the Company are expected
to be approximately $9,000,000 prior to deducting underwriting
discounts and estimated offering expenses. The Company has also
granted to the underwriters a 45-day option to acquire an
additional 54,000 shares of 8.25% Series B Cumulative Preferred
Stock and/or 270,000 Warrants to cover over-allotments, if any.
The offering is expected to close on July 16,
2020, subject to customary closing conditions. The shares of 8.25%
Series B Cumulative Preferred Stock are expected to begin trading
on the Nasdaq Capital Market under the symbol “FATBP”, and the
Warrants are expected to begin trading on the Nasdaq Capital Market
under the symbol “FATBW”, on July 14, 2020.
FAT Brands Inc. intends to use the net proceeds
of the offering for general corporate purposes, possible future
acquisitions and growth opportunities, the redemption of a portion
of the outstanding Series A Preferred Stock and payment of a
portion of accrued dividends on the outstanding Series A-1
Preferred Stock.
ThinkEquity, a division of Fordham Financial
Management, Inc., is acting as sole book-running manager for the
offering. Digital Offering, LLC is acting as financial advisor for
the offering.
This offering is being made pursuant to a
registration statement on Form S-1 (No. 333-239032) previously
filed with the U.S. Securities and Exchange Commission (the “SEC”)
and subsequently declared effective on July 13, 2020. A preliminary
prospectus describing the terms of the proposed offering has been
filed with the SEC and is available on the SEC’s website located at
http://www.sec.gov. A final prospectus related to the proposed
offering will be filed and made available on the SEC’s website.
Electronic copies of the final prospectus may be obtained, when
available, from ThinkEquity, a division of Fordham Financial
Management, Inc., 17 State Street, 22nd Floor, New York, New York
10004, Telephone: (877) 436-3673, Email:
prospectus@think-equity.com.
Before you invest, you should read the
prospectus and other documents FAT Brands has filed or will file
with the SEC for more complete information about FAT Brands and the
offering. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy any of the securities
described herein, nor shall there be any sale of these securities
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.
About FAT Brands Inc.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 eight restaurant brands: Fatburger, Buffalo’s Cafe, Buffalo’s
Express, Hurricane Grill & Wings, Elevation Burger, Yalla
Mediterranean and Ponderosa and Bonanza Steakhouses, and franchises
over 360 units worldwide.
Safe Harbor / Forward-Looking
StatementsThis press release contains “forward-looking
statements” regarding the proposed public offering and the intended
use of proceeds from the offering. The offering is subject to
market and other conditions and there can be no assurance as to
whether or when the offering may be completed or as to the actual
size or terms of the offering. These forward-looking statements are
subject to risks and uncertainties that may cause actual results to
differ materially, including market conditions, risks associated
with the cash requirements of FAT Brand’s business and other risks
detailed from time to time in the Company’s filings with the SEC,
and represent the Company’s views only as of the date they are made
and should not be relied upon as representing our views as of any
subsequent date. Fat Brands does not assume any obligation to
update any forward-looking statements.
Company Contact:
Media Relations:JConnellyGabriella
Daidonegdaidone@jconnelly.com973-850-7343
Investor Contact:ICRAshley
DeSimoneIR-FATBrands@icrinc.com646-677-1827
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