LOS ANGELES--(BUSINESS WIRE)--FAT (Fresh. Authentic. Tasty.) Brands Inc. (NASDAQ: FAT) (“FAT Brands” or the “Company”), a leading global restaurant franchising company, today announced the initial closing of its offering of $8,000,000 of Units comprised of Series A preferred stock and common stock purchase warrants.
The Company entered into a Subscription Agreement for the issuance and sale of 800 Units, with each Unit consisting of 100 Shares of the Company’s newly designated Series A Fixed Rate Cumulative Preferred Stock (“Preferred Shares”) and a 5-year Warrant to Purchase 125 shares of Common Stock (“Warrants”) at an exercise price of $8.00 per share. The sales price of each Unit was $10,000, resulting in gross proceeds to the Company from the initial closing of $8,000,000. The Company may conduct additional closings of Units up to an aggregate of $10,000,000 for an additional 90 days, resulting in a maximum issuance of 100,000 Preferred Shares and Warrants to purchase a maximum of 125,000 shares of Common Stock.
Investors in the Preferred Shares will receive quarterly cash dividends at a fixed rate of 9.9% per year, plus deferred dividends equal to 4.0% per year, payable upon the five-year anniversary of the initial issuance date or the earlier redemption of the Preferred Shares.
The Company is in active negotiations for additional debt and equity financing arrangements, and expects to announce additional transactions in the near future to support the Company’s growth.
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 and ability of the Company to consummate additional closings of Preferred Shares and Warrants, its ability to negotiate and complete other debt and equity financing transactions, its future growth, and its ability to pay dividends to investors. Forward-looking statements generally use words such as "expect," "foresee," "anticipate," "believe," "project," "should," "estimate," "will," "plans," "forecast," and similar expressions, and reflect the Company’s expectations concerning the future. It is possible that the Company’s future results may differ materially from its current expectations or those expressed or implied in these forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, including our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of the risks and uncertainties that could cause our actual results to differ materially from our current expectations or 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.
The Preferred Shares and Warrants are being offered only to "accredited investors" in reliance on the exemption from registration set forth in Rule 506(b) 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.