Sizzling Platter, LLC, the Utah-based restaurant management company with nearly 500 restaurant units globally (the “company”), and the company’s wholly owned subsidiary, Sizzling Platter Issuer Corporation (the “co-issuer”), announced that they intend to offer, subject to market and other conditions, $325 million in aggregate principal amount of senior secured notes due 2025 (the “Notes”). Obligations under the Notes will be guaranteed by the company’s parent holding company and each of the company’s existing and future domestic subsidiaries, other than the co-issuer and certain excluded subsidiaries (the “guarantors”).
The Notes and the related guarantees will be secured by first-priority liens on substantially all of the company’s and the guarantors’ existing and future assets, which assets will also secure the obligations under the company’s senior secured revolving credit facility.
The company intends to use the net proceeds from the offering of the Notes to fully repay indebtedness outstanding under its existing senior secured credit facility and for general corporate purposes, including fees and expenses relating to the offering. Completion of the offering of the Notes is subject to, among other things, pricing and market conditions.
The Notes and the related note guarantees will be offered through a private placement and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. As a result, the Notes and the related note guarantees may not be offered or sold in the United States or to any “U.S. persons” except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the Notes and the related note guarantees will be offered only to “qualified institutional buyers” under Rule 144A of the Securities Act and, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
This news release contains forward-looking statements, including statements related to the offering and the expected use of the net proceeds, which are based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks and uncertainties include, without limitation, risks related to whether the company will consummate the offering of the Notes on the expected terms, or at all, market and other general economic conditions, and the fact that the company’s management will have discretion in the use of the proceeds from any sale of the Notes. All statements other than statements of historical facts are forward-looking statements. Words such as “expects,” “plans,” “seeks,” “anticipates,” “strategy,” “believes,” “intends,” “may,” “outlook,” “forecasts,” “goal,” “estimates” and other similar expressions or future or conditional verbs such as “will,” “should,” “would” and “could” are intended to identify such forward-looking statements.
Forward-looking statements are based on our current expectations, beliefs, strategies, estimates, projections and assumptions, based on our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments, current developments regarding the COVID-19 pandemic and other factors we think are appropriate. All forward-looking statements, by their nature, are subject to risks and uncertainties. Our actual results may differ materially from those set forth in our forward-looking statements. We face risks that are inherent in the businesses and the market places in which we operate.
Seth Grugle, ICR