OSI Restaurant Partners, Inc. Announces Completion of Acquisition by Bain Capital, Catterton Partners and Company Founders

2007-06-14
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  • Outback Steakhouse OSI Restaurant Partners, Inc. (NYSE:OSI) today announced the completion of its acquisition by an investor group comprised of private equity firms Bain Capital Partners, LLC and Catterton Management Company, LLC, as well as company founders Chris T. Sullivan, Robert D. Basham and J. Timothy Gannon, and certain members of OSI management.

    Under the terms of the $3.5 billion transaction, OSI stockholders are entitled to receive $41.15 per share in cash. Messrs. Sullivan, Basham and Gannon agreed with Kangaroo Holdings, Inc., an entity controlled by funds associated with Bain Capital Partners and Catterton Management Company to receive only $40.00 per share in cash for their shares in a sale transaction with a member of the investor group consummated immediately prior to completion of the transaction. Separately, Messrs. Sullivan, Basham and Gannon contributed shares to Kangaroo Holdings, Inc. in exchange for its stock, and those shares have been exchanged at a per share valuation of $40.00 per share.

    With the transaction complete, Bain Capital owns a majority interest in OSI, and Catterton Management and the company founders own a minority stake. The current OSI senior management team, led by Bill Allen and Paul Avery, will continue to operate the business, and has also acquired a minority stake in the company.

    "We believe that our restaurant concepts are better positioned to focus on opportunities and to execute our business initiatives as a private company," said Bill Allen, Chief Executive Officer of OSI Restaurant Partners, Inc. With the support and loyalty of our partners we are confident we can accomplish our objectives. Our team looks forward to working with Bain Capital and Catterton Partners, whose support and extensive experience in the restaurant industry will help us open a new and exciting chapter in our company's history."

    OSI common stock has ceased trading on the New York Stock Exchange prior to the open of the market on June 14, 2007, and is no longer listed.

    As previously announced, on June 5, 2007, OSI stockholders approved the merger at a special meeting. Stockholders who hold shares through a bank or broker will not have to take any action to have their shares converted into cash, since these conversions will be handled by the bank or broker. Stockholders who hold certificates can exchange their certificates for $41.15 per share in cash, without interest, through OSI's transfer agent, Bank of New York. Bank of New York will be mailing out instructions to registered stockholders in the next several days regarding specific actions they will need to take to exchange their shares for the cash consideration.

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