LAKE FOREST, Calif.--(BUSINESS WIRE)--
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Warrants have been tendered and not withdrawn.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properly withdrawn prior to the expiration of the Offer to Exchange,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withdrawn.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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Source: Del Taco Restaurants, Inc.