Bloomin’ Brands, Inc. (Nasdaq: BLMN) today announced the pricing
on April 6, 2021 of its offering of $300.0 million aggregate
principal amount of 5.125% senior unsecured notes due 2029 (the
“notes”) in a private offering only to persons reasonably believed
to be qualified institutional buyers pursuant to Rule 144A and to
non-U.S. persons outside the United States in reliance on
Regulation S under the Securities Act of 1933, as amended (the
“Securities Act”).
The notes will be issued jointly and severally by Bloomin’
Brands and its wholly-owned subsidiary OSI Restaurant Partners,
LLC. The notes will be guaranteed by each of Bloomin’ Brands’
existing and future domestic restricted subsidiaries (other than
OSI Restaurant Partners, LLC) that are guarantors or borrowers
under its senior secured credit facilities or certain other
indebtedness. The notes will accrue interest at a rate of 5.125%
per annum, payable semi-annually in arrears on April 15 and October
15 of each year, beginning on October 15, 2021. The notes will
mature on April 15, 2029, unless earlier repurchased or redeemed.
The issuance and sale of the notes is scheduled to settle on or
about April 16, 2021, subject to customary closing conditions.
Bloomin’ Brands intends to use the proceeds from the notes
offering to repay a portion of its outstanding borrowings under its
existing senior secured credit facilities, and to pay fees and
expenses related to the offering. Concurrent with the offering,
Bloomin’ Brands intends to refinance its existing senior secured
credit facilities by entering into new senior secured credit
facilities. At the time of this release, the size, tenor, terms and
pricing of the proposed new senior secured credit facilities are
not final. The consummation of the notes offering is conditioned
upon the closing of the new senior secured credit facilities and
the consummation of the new senior secured credit facilities is
conditioned upon the consummation of the sale of the notes.
The offer and sale of the notes have not been, and will not be,
registered under the Securities Act or any other applicable
securities laws, and thus, the notes may not be offered or sold in
the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
This press release does not and will not constitute an offer to
sell, or the solicitation of an offer to buy, the notes or any
other securities, nor will there be any sale of the notes or any
other securities, in any state or other jurisdiction in which such
offer, sale or solicitation would be unlawful.
About Bloomin’ Brands,
Inc.
Bloomin’ Brands, Inc. is one of the largest casual dining
restaurant companies in the world with a portfolio of leading,
differentiated restaurant concepts. Bloomin’ Brands has four
founder-inspired brands: Outback Steakhouse, Carrabba’s Italian
Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine
Bar. Bloomin’ Brands operates more than 1,450 restaurants in 47
states, Guam and 20 countries, some of which are franchise
locations.
Forward-Looking
Statements
This press release includes forward-looking statements
concerning Bloomin’ Brands’ expectations, anticipations,
intentions, beliefs or strategies regarding the future, including
statements regarding the offering of the notes, the anticipated
terms of the notes being offered, the completion, timing and size
of the proposed offering, and the intended use of the net proceeds.
Generally, these statements can be identified by the use of
forward-looking terminology, including the terms “believes,”
“estimates,” “anticipates,” “expects,” “feels,” “seeks,”
“forecasts,” “projects,” “intends,” “plans,” “may,” “will,”
“should,” “could” or “would” or, in each case, their negative or
other variations or comparable terminology, although not all
forward-looking statements are accompanied by such terms. These
forward-looking statements include all matters that are not
historical facts. By their nature, forward-looking statements
involve risks and uncertainties that could cause actual results to
differ materially from the Company’s forward-looking statements.
These risks and uncertainties include, but are not limited to,
consumer reactions to public health and food safety issues; the
severity, extent and duration of the COVID-19 pandemic, its impacts
on our business and results of operations, financial condition and
liquidity, including any adverse impact on our stock price and on
the other factors listed below, and the responses of domestic and
foreign federal, state and local governments to the pandemic;
minimum wage increases and additional mandated employee benefits;
our ability to compete in the highly competitive restaurant
industry with many well-established competitors and new market
entrants; economic conditions and their effects on consumer
confidence and discretionary spending, consumer traffic, the cost
and availability of credit and interest rates; our ability to
recruit and retain high-quality leadership, restaurant-level
management and team members; our ability to preserve and grow the
reputation and value of our brands, particularly in light of
changes in consumer engagement with social media platforms and
limited control with respect to the operations of our franchisees;
our ability to protect our information technology systems from
interruption or security breach, including cyber security threats,
and to protect consumer data and personal employee information;
fluctuations in the price and availability of commodities;
dependence on a limited number of suppliers and distributors to
meet our beef and other major product supply needs; the effects of
international economic, political, and social conditions and legal
systems on our foreign operations and on foreign currency exchange
rates; our ability to comply with governmental laws and
regulations, the costs of compliance with such laws and regulations
and the effects of changes to applicable laws and regulations,
including tax laws and unanticipated liabilities, and the impact of
any litigation; our ability to effectively respond to changes in
patterns of consumer traffic, consumer tastes and dietary habits,
including by maintaining relationships with third party delivery
apps and services; our ability to implement our remodeling,
relocation and expansion plans due to uncertainty in locating and
acquiring attractive sites on acceptable terms, obtaining required
permits and approvals, recruiting and training necessary personnel,
obtaining adequate financing and estimating the performance of
newly opened, remodeled or relocated restaurants; seasonal and
periodic fluctuations in our results and the effects of significant
adverse weather conditions and other disasters or unforeseen
events; the effects of our substantial leverage and restrictive
covenants in our various credit facilities on our ability to raise
additional capital to fund our operations, to make capital
expenditures to invest in new or renovate restaurants and to react
to changes in the economy or our industry, and our exposure to
interest rate risk in connection with our variable-rate debt; and
any impairment in the carrying value of our goodwill or other
intangible or long-lived assets and its effect on our financial
condition and results of operations. Bloomin’ Brands cannot provide
any assurances regarding the final terms of the offer, the notes or
the credit refinancing described in this press release or its
ability to effectively apply the net proceeds. Bloomin’ Brands may
not consummate the proposed offering or credit refinancing and, if
the proposed offering and credit refinancing are not both
consummated, neither will occur.
Further information on potential factors that could affect the
financial results of the Company and its forward-looking statements
is included in its most recent Annual Report on Form 10-K filed
with the SEC on February 24, 2021 and subsequent filings with the
Securities and Exchange Commission. The Company assumes no
obligation to update any forward-looking statement, except as may
be required by law. These forward-looking statements speak only as
of the date of this release. All forward-looking statements are
qualified in their entirety by this cautionary statement.
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version on businesswire.com: https://www.businesswire.com/news/home/20210406006170/en/
Mark Graff Group Vice President, IR & Finance (813)
830-5311
Bloomin Brands (NASDAQ:BLMN)
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