Durational Capital Management LP and The Jordan Company LP have agreed to acquire fast food restaurant chain Bojangles’ Inc for $16.10 per share. BofA Merrill Lynch and Houlihan Lokey served as financial adviser to Bojangles’ and its board of directors with Shearman & Sterling LLP providing legal counsel. Citigroup Global Markets Inc. advised the consortium while KKR Capital Markets LLC provided the financing to support the transaction. And, Akin, Gump, Strauss & Feld LLP, Kirkland & Ellis LLP and Seyfarth Shaw LLP served as legal counsel in connection with the deal.
CHARLOTTE, N.C., Nov. 06, 2018 (GLOBE NEWSWIRE) — Bojangles’, Inc. (Bojangles’, the “Company”) (NASDAQ: BOJA) today announced that it has entered into a definitive agreement to be acquired by Durational Capital Management LP and The Jordan Company, L.P. Under the terms of the agreement, Durational Capital Management LP and The Jordan Company, L.P. will acquire the Company in an all cash transaction. Bojangles’ stockholders will receive $16.10 per share, representing a 39% premium to the closing share price of February 12, 2018, a day prior to initial speculation regarding a potential transaction involving Bojangles’ and a premium of approximately 30% to the 90-day volume weighted average price ending on February 12, 2018. The offer represents a 15% premium to the closing share price of September 27, 2018, a day prior to a published report that Bojangles’ is exploring strategic alternatives.
The acquisition, which has been unanimously approved by Bojangles’ Board of Directors, is subject to stockholder approval and other customary closing conditions. Concurrently with the execution of the acquisition agreement, Bojangles’ majority stockholder executed a customary voting agreement whereby it agreed (among other things) to vote its shares in favor of the acquisition. The transaction is expected to be completed in the first quarter of fiscal year 2019. Upon closing of the transaction, Bojangles’ will continue to be operated as an independent, privately-held company and will remain based in Charlotte, N.C.
Statements by Randy Kibler and William Kussell, Bojangles’
“For the Bojangles’ family of employees, franchisees, and our customers, today’s announcement represents an exciting next phase for this great brand. The new ownership group is committed to maintaining the qualities of this brand that have sustained it for over four decades,” said Randy Kibler, Bojangles’ Interim President and CEO.
“In consultation with our outside advisors, the Board of Directors has been evaluating several strategic alternatives over the last several months. We are confident that this agreement offers a promising opportunity to realize the highest value for our stockholders while providing a strong path forward for the Bojangles’® brand, its employees, franchisees, and loyal customers,” said William A. Kussell, Director and Non-Executive Chairman of Bojangles’.
Statements by Durational Capital Management and The Jordan Company
“Bojangles’ is an iconic brand with an authentic Southern heritage and a deeply loyal following,” said Eric Sobotka, Managing Partner at Durational Capital Management. “We have admired the brand and its high quality and craveable food for years, and we look forward to partnering closely with the employees and franchisees to drive its future growth and continued success.”
“Bojangles’ has a differentiated offering, a talented team of employees and dedicated franchisees that are committed to their businesses and their communities,” said Ian Arons, Partner at The Jordan Company. “We are excited to invest in a company with such great growth potential, and we believe that with our and our partners’ support, Bojangles’ will be well-positioned for long-term success.”
BofA Merrill Lynch acted as financial advisor and Shearman & Sterling LLP acted as legal counsel to Bojangles’ and its Board of Directors. Houlihan Lokey also acted as financial advisor to Bojangles’ and its Board of Directors.
Citigroup Global Markets Inc. served as financial advisor to the consortium and, together with KKR Capital Markets LLC, provided fully committed financing in support of the transaction. Akin, Gump, Strauss & Feld LLP, Kirkland & Ellis LLP, and Seyfarth Shaw LLP acted as legal counsel in connection with the transaction.
Cancellation of Third Fiscal Quarter 2018 Conference Call
Bojangles’ also announced that it will no longer hold its previously scheduled third fiscal quarter 2018 conference call and webcast on Thursday, November 8, 2018 at 5:00 p.m. Eastern Time.
The Company will still issue an earnings press release with third fiscal quarter 2018 financial results after the market close on Thursday, November 8, 2018, and will file its quarterly report on Securities and Exchange Commission (SEC) Form 10-Q on or before November 9, 2018.
About Bojangles’, Inc.
Bojangles’, Inc. is a highly differentiated and growing restaurant operator and franchisor dedicated to serving customers high-quality, craveable food made from our Southern recipes, including breakfast served All Day, Every Day. Founded in 1977 in Charlotte, N.C., Bojangles’® serves menu items such as made-from-scratch biscuit breakfast sandwiches, delicious hand-breaded bone-in chicken, flavorful fixin’s (sides) and Legendary Iced Tea®. At July 1, 2018, Bojangles’ had 766 system-wide restaurants, of which 325 were company-operated and 441 were franchised restaurants, primarily located in the Southeastern United States. For more information, visit www.bojangles.com or follow Bojangles’ on Facebook, Instagram and Twitter.
About Durational Capital Management LP
Based in New York, Durational Capital Management LP is an investment firm that invests in high quality consumer companies. Durational approaches its investments with a strategic mindset and focuses on driving long-term value creation through partnership with top tier management teams and actively supporting management to drive operational improvements. The firm was founded in 2017, and its investment professionals have extensive experience investing in the consumer sector. For more information, visit: www.durational.com.
About The Jordan Company, L.P.
The Jordan Company, founded in 1982, is a middle-market private equity firm that has managed funds with original capital commitments in excess of $11 billion since 1987 and a 36-year track record of investing in and contributing to the growth of many businesses across a wide range of industries including Industrials, Transportation & Logistics, Healthcare, Consumer, and Telecom, Technology & Utility. The senior investment team has been investing together for over 20 years and it is supported by the Operations Management Group, which was established in 1988 to initiate and support operational improvements in portfolio companies. Headquartered in New York, TJC also has an office in Chicago. For more information, visit: www.thejordancompany.com.