OSI Restaurant Partners, Inc. Announces Completion of Acquisition by Bain Capital, Catterton Partners and Company Founders
June 14 2007 - 11:06AM
PR Newswire (US)
TAMPA, Fla., June 14 /PRNewswire/ -- 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. About OSI Restaurant
Partners OSI Restaurant Partners' portfolio of brands consists of
Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill,
Fleming's Prime Steakhouse & Wine Bar, Roy's, Lee Roy Selmon's,
Blue Coral Seafood & Spirits and Cheeseburger in Paradise
restaurants. It has operations in 50 states and 20 countries
internationally. About Bain Capital Bain Capital Partners, LLC
(http://www.baincapital.com/ ) is a global private investment firm
that manages several pools of capital including private equity,
venture capital, public equity and leveraged debt assets with
approximately $50 billion in assets under management. Since its
inception in 1984, Bain Capital has made private equity investments
and add-on acquisitions in over 230 companies around the world,
including such restaurant concepts as Domino's Pizza, Dunkin'
Brands and Burger King, and retailers including Toys "R" Us, AMC
Entertainment, Michael's Stores, Staples and Burlington Coat
Factory. Headquartered in Boston, Bain Capital has offices in New
York, London, Munich, Tokyo, Hong Kong and Shanghai. About
Catterton With more than $2 billion under management, Catterton
Partners is a leading private equity firm in the U.S. focused
exclusively on the consumer industry. Since its founding in 1990,
Catterton has leveraged its investment capital, strategic and
operating skills, and network of industry contacts to establish one
of the strongest investment track records in the consumer industry.
Catterton invests in all major consumer segments, including Food
and Beverage, Retail and Restaurants, Consumer Products and
Services, and Media and Marketing Services. Catterton has led
investments in companies such as Build-A-Bear Workshop, Cheddar's
Restaurant Holdings Inc., P.F. Chang's China Bistro, Baja Fresh
Mexican Grill, First Watch Restaurants, Frederic Fekkai, Kettle
Foods, Farley's and Sathers Candy Co., and Odwalla, Inc., More
information about the firm can be found at
http://www.cpequity.com/. Forward-Looking Statements This document
includes statements that do not directly or exclusively relate to
historical facts. Such statements are "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These
forward-looking statements include statements regarding benefits of
the completed transaction and future performance. These statements
are based on the current expectations of management of OSI
Restaurant Partners. There are a number of risks and uncertainties
that could cause actual results to differ materially from the
forward-looking statements included in this document. For example,
among other things, OSI Restaurant Partners may be adversely
affected by unexpected costs of the transaction or by other
economic, business and/or competitive factors. Additional factors
that may affect the future results of OSI Restaurant Partners are
set forth in its filings with the Securities and Exchange
Commission ("SEC"), which are available at http://www.sec.gov/.
Unless required by law, OSI Restaurant Partners undertakes no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. DATASOURCE: OSI Restaurant Partners, Inc. CONTACT:
Dirk Montgomery, Chief Financial Officer of OSI Restaurant
Partners, Inc., +1-813-282-1225; Alex Stanton of Stanton Crenshaw
Communications, +1-212-780-1900, , for Bain Capital; Barrett Golden
of Joele Frank, Wilkinson Brimmer Katcher, +1-212-355-4449, for
Catterton Partners Web site: http://www.osirestaurantpartners.com/
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