Del Taco Restaurants, Inc. (Nasdaq: TACO, TACOW) (the “Company,”
“we” or “our”) today announced that it has increased from 6,750,000
to 7,750,000 the number of warrants subject to its previously
announced offer to exchange (“Offer to Exchange”) 0.2780 shares of
the Company’s common stock (“Shares”) for each outstanding Company
warrant exercisable for Shares at an exercise price
of $11.50 per Share (the “Warrants”) (approximately one
Share for every 3.6 Warrants tendered). The Company also announced
that the Offer to Exchange has been extended until 11:59 p.m.,
Eastern time, on August 8, 2016, unless further extended or
terminated. The Offer to Exchange was previously scheduled to
expire at 11:59 p.m., Eastern time, on August 5, 2016. As of July
22, 2016, 4,500 Warrants have been tendered and not withdrawn. In
addition, all of our directors and officers who beneficially own
Warrants have agreed to tender not less than 1,500,000 of their
Warrants.
Except for the increase in the number of Warrants subject to the
Offer to Exchange and the extension of the expiration date, all of
the material terms and conditions set forth in the Offer to
Exchange, the related letter of transmittal and the other offer
materials for the Warrant tender offer remain unchanged. The
Company will mail to the Warrant holders a supplement to the Offer
to Exchange reflecting the increased size of the Warrant tender
offer and the extension of the expiration date.
The Company will exchange all Warrants properly tendered and not
properly withdrawn prior to the expiration of the Offer to
Exchange, subject to proration, as described in the Offer to
Exchange Letter that was filed with the U.S. Securities and
Exchange Commission (the “SEC”) and distributed to Warrant
holders. Because of the proration provisions described in the Offer
to Exchange Letter, the Company may exchange less than all of the
Warrants tendered by a Warrant holder if more than an aggregate of
7,750,000 Warrants are properly tendered and not properly
withdrawn.
None of the Company, its board of directors, officers or
employees, nor the financial advisor, depositary or the information
agent makes any recommendations to Warrant holders as to whether to
tender or refrain from tendering their Warrants pursuant to the
Offer to Exchange Letter. Warrant holders must decide how many
Warrants they will tender, if any.
The financial advisor for the Offer to Exchange is Piper
Jaffray & Co. The information agent for the Offer to
Exchange is Morrow Sodali. The depositary for the Offer to Exchange
is Continental Stock Transfer & Trust Company.
Additional Information. This press release is for
informational purposes only and is not an offer to purchase or a
solicitation of an offer to sell securities. The Offer to Exchange
described above is made only pursuant to a Tender Offer Statement
on Schedule TO and related exhibits, including the Offer to
Exchange Letter, Supplement to the Offer Exchange Letter, Letter of
Transmittal and other related documents, filed with the SEC.
Warrant holders should read the Tender Offer Statement on Schedule
TO, Offer to Exchange Letter, Supplement to the Offer Exchange
Letter, Letter of Transmittal and related exhibits, as they contain
important information about the Offer to Exchange. Warrant holders
can obtain these documents free of charge from the SEC’s website at
www.sec.gov, or by directing a request to the information agent for
the Offer to Exchange, Morrow Sodali, toll-free (855) 291-6792
(banks and brokerage firms, please call (203) 658-9400).
About Del Taco Restaurants, Inc.
Founded in 1964 in Southern California, Del Taco (NASDAQ: TACO)
is the nation’s second largest Mexican Quick Service Restaurant
chain. Known for serving Mexican and American favorites prepared
fresh in every restaurants’ working kitchen, Del Taco’s menu items
taste better because they are made with fresh ingredients like
cheddar cheese grated from 40-lb blocks, hand chopped pico de
gallo, fresh sliced avocado, slow cooked beans made from scratch,
and fresh-grilled marinated chicken and carne asada steak. In June
2016, Del Taco reinvigorated its UnFreshing Believable® marketing
campaign to further communicate its commitment to serve guests
everything that they love, including choosing not to choose between
tacos and fries, fresh prep and fair price, or great tasting food
and the convenience of a drive thru. With nearly 550 restaurants in
16 states, Del Taco serves more than three million guests each
week. For more information, follow Del Taco on Twitter, Facebook
and Instagram or visit www.deltaco.com.
Forward-Looking Statements
In addition to historical information, this release may contain
a number of “forward-looking statements” as defined in the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements include, without limitation, information concerning
completion of the Offer to Exchange, the Company’s possible or
assumed future results of operations, business strategies,
competitive position, industry environment, potential growth
opportunities and the effects of regulation. These statements are
based on the Company’s management’s current expectations and
beliefs, as well as a number of assumptions concerning future
events. When used in this press release, the words “estimates,”
“projected,” “expects,” “anticipates,” “forecasts,” “plans,”
“intends,” “believes,” “seeks,” “target,” “may,” “will,” “should,”
“future,” “propose,” “preliminary,” “guidance” and variations of
these words or similar expressions (or the negative versions of
such words or expressions) are intended to identify forward-looking
statements. Such forward-looking statements are subject to known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside the Company’s management’s
control that could cause actual results to differ materially from
the results discussed in the forward-looking statements. These
risks include, without limitation, consumer demand, our inability
to successfully open company-owned or franchised restaurants or
establish new markets, competition in our markets, our inability to
grow and manage growth profitably, adverse changes in food and
supply costs, our inability to access additional capital, changes
in applicable laws or regulations, food safety and foodborne
illness concerns, our inability to manage existing and to obtain
additional franchisees, our inability to attract and retain
qualified personnel, our inability to profitably expand into new
markets, changes in, or the discontinuation of, the Company’s stock
and Warrant repurchase program, and the possibility that we may be
adversely affected by other economic, business, and/or competitive
factors. Additional risks and uncertainties are identified and
discussed in the Company’s reports filed with the SEC and available
at the SEC’s website at www.sec.gov and the Company’s website at
www.deltaco.com.
Forward-looking statements included in this release speak only
as of the date of this release. The Company undertakes no
obligation to update its forward-looking statements to reflect
events or circumstances after the date of this release or
otherwise.
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version on businesswire.com: http://www.businesswire.com/news/home/20160725005312/en/
Media:Julia Young, 646-277-1280julia.young@icrinc.comorInvestor
Relations:Raphael Gross, 203-682-8253investor@deltaco.com
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