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Bradenton,
FL – November 2024 / NewsmakerAlert:
First
Watch Restaurant Group, Inc. (NASDAQ: FWRG) (together with its subsidiaries
“First Watch” or the “Company”), the leading Daytime Dining concept serving
breakfast, brunch and lunch, announces it has agreed to acquire 15 of its
franchise-owned restaurants, one restaurant currently under construction
and corresponding development rights in North Carolina and South Carolina
for an aggregate purchase price of $49 million on a cash-free, debt-free
basis, subject to certain customary adjustments. The restaurant currently
under construction is expected to open prior to the closing of the transaction.
“Strategic
acquisitions of franchise-operated restaurants like this one continues
to be an important part of our long-term growth and value creation strategy,”
said Chris
Tomasso, First Watch CEO & President. “These 16 restaurants and
the corresponding development rights will help solidify corporate ownership
of First Watch restaurants along the East Coast – and provide us with additional
territories in which to grow organically for years to come. We expect these
restaurants will generate unit volumes and restaurant level operating profit
margins in line with our Company-owned restaurants, and we look forward
to welcoming the teams from these restaurants into our organization.”
The
acquisition is expected to close by mid-April 2025 pending completion of
certain customary closing conditions. The 16 restaurants included in this
transaction represent a significant incremental addition to the 45 total
franchised restaurants acquired across six accretive acquisitions since
May 2023. Each of these acquisitions was subject to a purchase option negotiated
prior to First Watch’s initial public offering.
The
acquisition is expected to be funded through a combination of cash on hand
and available borrowings under the Company’s credit facility.
Additional
details on the acquisition agreement, including a copy of the acquisition
agreement, will be made available in a Current Report on Form 8-K to be
filed with the U.S. Securities and Exchange Commission (“SEC”) and accessible
on the SEC’s website at www.sec.gov and the Investors Relations section
of the Company’s website at investors.FirstWatch.com/financial-information/sec-filings.
About
First Watch
First
Watch is the leading Daytime Dining concept serving made-to-order breakfast,
brunch and lunch using fresh ingredients. A recipient of hundreds of local
“Best Breakfast” and “Best Brunch” accolades, First Watch's chef-driven
menu rotates five times a year and includes elevated executions of classic
favorites alongside specialties such as its Quinoa Power Bowl, Lemon Ricotta
Pancakes, Chickichanga, Morning Meditation fresh juice and signature Million
Dollar Bacon. After first appearing on the list in 2022 and 2023, First
Watch was named 2024’s #1 Most Loved Workplace® in America by Newsweek
and the Best Practice Institute. In 2023, First Watch was named the top
restaurant brand in Yelp’s inaugural list of the top 50 most-loved brands
in the U.S. In 2022, First Watch was awarded a sought-after MenuMasters
honor by Nation's Restaurant News for its seasonal Braised Short
Rib Omelet. First Watch operates more than 540 First Watch restaurants
in 29 states. For more information, visit www.FirstWatch.com.
Forward-Looking
Statements
This
release contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, which are subject to known and
unknown risks, uncertainties and other important factors that may cause
actual results to be materially different from the statements made herein.
All statements other than statements of historical fact are forward-looking
statements. Forward-looking statements discuss our current expectations
and projections relating to our franchise acquisitions, financial position,
results of operations, plans, objectives, future performance and business.
You can identify forward-looking statements by the fact that they do not
relate strictly to any historical or current facts. These statements may
include words such as “aim,” “anticipate,” “believe,” “estimate,” “expect,”
“forecast,” “future,” “intend,” “outlook,” “potential,” “project,” “projection,”
“plan,” “seek,” “may,” “could,” “would,” “will,” “should,” “can,” “can
have,” “likely,” the negatives thereof and other similar expressions. You
should evaluate all forward-looking statements made in this press release
in the context of the risks and uncertainties disclosed herein, in our
Annual Report on Form 10-K as of and for the year ended December 31, 2023,
including under Part I. Item 1A. “Risk Factors” and Part II. Item 7. “Management’s
Discussion and Analysis of Financial Condition and Results of Operations,”
and our other filings with the Securities and Exchange Commission (the
“SEC”), accessible on the SEC’s website at www.sec.gov and the Investors
Relations section of the Company’s website at https://investors.firstwatch.com/financial-information/sec-filings.
Important factors that could cause actual results to differ materially
from those in the forward-looking statements include the following: uncertainty
regarding the Russia and Ukraine war, Israel-Hamas war and the related
impact on macroeconomic conditions, including inflation, as a result of
such conflicts or other related events; our vulnerability to changes in
economic conditions and consumer preferences; our inability to successfully
open new restaurants or establish new markets; our inability to effectively
manage our growth; potential negative impacts on sales at our and our franchisees’
restaurants as a result of our opening new restaurants; a decline in visitors
to any of the retail centers, lifestyle centers, or entertainment centers
where our restaurants are located; lower than expected same-restaurant
sales growth; unsuccessful marketing programs and limited time new offerings;
changes in the cost of food; unprofitability or closure of new restaurants
or lower than previously experienced performance in existing restaurants;
our inability to compete effectively for customers; unsuccessful financial
performance of our franchisees; our limited control over our franchisees’
operations; our inability to maintain good relationships with our franchisees;
conflicts of interest with our franchisees; the geographic concentration
of our system-wide restaurant base in the southeast portion of the United
States; damage to our reputation and negative publicity; our inability
or failure to recognize, respond to and effectively manage the accelerated
impact of social media; our limited number of suppliers and distributors
for several of our frequently used ingredients and shortages or disruptions
in the supply or delivery of such ingredients; information technology system
failures or breaches of our network security; our failure to comply with
federal and state laws and regulations relating to privacy, data protection,
advertising and consumer protection, or the expansion of current or the
enactment of new laws or regulations relating to privacy, data protection,
advertising and consumer protection; our potential liability with our gift
cards under the property laws of some states; our failure to enforce and
maintain our trademarks and protect our other intellectual property; litigation
with respect to intellectual property assets; our dependence on our executive
officers and certain other key employees; our inability to identify, hire,
train and retain qualified individuals for our workforce; our failure to
obtain or to properly verify the employment eligibility of our employees;
our failure to maintain our corporate culture as we grow; unionization
activities among our employees; employment and labor law proceedings; labor
shortages or increased labor costs or health care costs; risks associated
with leasing property subject to long-term and non-cancelable leases; risks
related to our sale of alcoholic beverages; costly and complex compliance
with federal, state and local laws; changes in accounting principles applicable
to us; our vulnerability to natural disasters, unusual weather conditions,
pandemic outbreaks, political events, war and terrorism; our inability
to secure additional capital to support business growth; our level of indebtedness;
failure to comply with covenants under our credit facility; and the interests
of our largest stockholder may differ from those of public stockholders.
The
forward-looking statements included in this press release are made only
as of the date hereof and are expressly qualified in their entirety by
these cautionary statements. We undertake no obligation to publicly update
or revise any forward-looking statement as a result of new information,
future events or otherwise, except as otherwise required by law. All information
presented herein is based on our fiscal calendar. Unless otherwise stated,
references to particular years, quarters, months or periods refer to our
fiscal years and the associated quarters, months and periods of those fiscal
years.
Investor
Relations Contact:
Steven
L. Marotta
941-500-1918
LinkedIn
Media
Relations Contact:
Jenni
Glester
Senior
Director,
PR
& Communications
407-864-5823
LinkedIn |