The Steak n Shake Company and Western Sizzlin Corporation Announce Intent to Merge
The Steak n Shake Company (NYSE:SNS) , and Western Sizzlin Corporation (NASDAQ:WEST) , today jointly announced the execution of a non-binding Letter of Intent relating to a proposed merger of Western into a wholly-owned subsidiary of SNS. The Letter of Intent was negotiated between special committees of the boards of directors of both companies both of which were composed entirely of independent directors.
The Letter of Intent contemplates that on or prior to closing Western will distribute to its stockholders all of the SNS shares beneficially owned by Western. Further, under the terms of the Letter of Intent, the consideration payable to Western's stockholders will be based on a net transaction valuation of approximately $22,959,000.00. At closing, each share of Western's common stock would be converted into the right to receive an amount equal to approximately $8.11 in the principal amount of debentures issued by SNS. It is anticipated that the SNS debentures will have a term of five (5) years, will bear interest at the rate of 14 percent per annum and will be pre-payable without penalty at the option of SNS after one (1) year from the date of issuance.
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