Dutch Bros Inc. Announces Pricing of Secondary Public Offering of Class A Common Stock
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Insights
The offering of 8 million shares by selling stockholders at Dutch Bros Inc. represents a significant liquidity event that warrants attention from a financial perspective. The set price of $34.00 per share provides us with a clear reference point to gauge investor sentiment and the perceived value of the company in the current market. One key aspect to consider is the potential impact on share price due to the increase in available shares. Historically, such offerings can lead to a dilution of share value for existing shareholders, although in this case, the sale is by existing stockholders rather than the company issuing new shares.
It's also important to analyze the profile of the selling stockholders. In this instance, TSG Consumer Partners is a private equity firm known for investing in growth-stage companies. The decision to sell a portion of their stake might indicate a strategic move to realize gains or reallocate resources for new investments. For current and prospective investors, the motivations behind the sale and the subsequent use of proceeds can provide insights into the company's growth prospects and the confidence level of early backers.
From a market research standpoint, the sale of Dutch Bros' shares by TSG Consumer Partners provides a noteworthy signal about the coffee chain's market position and competitive landscape. The pricing of the offering at $34.00 per share needs to be contextualized within the broader industry trends, such as consumer spending habits, the rise of specialty coffee and the economic pressures that might affect discretionary spending. Understanding how Dutch Bros stacks up against its competitors in terms of growth, market penetration and brand strength is important for evaluating the long-term viability of the stock at the offered price point.
Furthermore, the timing of the offering can be indicative of market conditions and the selling stockholders' assessment of the peak valuation. Analyzing the company's financial health, including revenue growth, profit margins and cash flow, alongside industry benchmarks, can provide a more nuanced view of the stock's potential performance post-offering.
Dutch Bros is not offering any shares of Common Stock in this offering and will not receive any proceeds from the sale of shares of Common Stock by the Selling Stockholders but will bear a portion of the costs associated with the sale of such shares, other than any underwriting discounts and commissions.
Upon completion of this offering, one of the directors nominated by the Selling Stockholders will resign from the Dutch Bros board of directors, and, pursuant to the stockholders agreement that Dutch Bros previously entered with the certain affiliates of our co-founder and the Selling Stockholders and Dutch Bros’ amended and restated certificate of incorporation, the Selling Stockholders will only have the right to designate one director to the Dutch Bros board of directors.
Morgan Stanley is acting as the sole underwriter for the offering.
A shelf registration statement on Form S-3 relating to Dutch Bros’ securities, including the Common Stock, has been filed with the SEC and became effective upon such filing. The offering will be made only by means of a free writing prospectus, a prospectus supplement and an accompanying prospectus. Before you invest, you should read the prospectus supplement, the accompanying prospectus, the documents incorporated by reference therein and any other documents that Dutch Bros may file with the SEC for more complete information about Dutch Bros and the offering. A copy of the prospectus supplement and the accompanying prospectus relating to the offering may be obtained, when available, by visiting the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus supplement relating to the offering may be obtained, when available, by requesting it from: Morgan Stanley & Co. LLC, 180 Varick St., 2nd Floor,
This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
About Dutch Bros Inc.
Dutch Bros Inc. (NYSE: BROS) is a high growth operator and franchisor of drive-thru shops that focus on serving high QUALITY, hand-crafted beverages with unparalleled SPEED and superior SERVICE. Founded in 1992 by brothers Dane and Travis Boersma, Dutch Bros began with a double-head espresso machine and a pushcart in
Forward-Looking Statements
In addition to historical information, this release contains a number of “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, the intended size and terms of the proposed offering of shares of Common Stock by the Selling Stockholders. These statements are based on Dutch Bros’ current expectations and beliefs, as well as a number of assumptions concerning future events. When used in this press release, the words “intends,” “estimates,” “projected,” “expects,” “should,” “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, including many of which are outside Dutch Bros’ control that could cause actual results to differ materially from the results discussed in the forward-looking statements, including those related to the satisfaction of customary closing conditions related to the proposed secondary offering and those described under the heading “Risk Factors” in the registration statement on Form S-3 related to the shares of Common Stock filed with the SEC on September 6, 2023, in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 23, 2024 and in our future reports to be filed with the SEC. Forward-looking statements contained in this press release are made as of this date, and Dutch Bros undertakes no duty to update such information except as required under applicable law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240321267676/en/
For Investor Relations inquiries:
Raphael Gross
ICR
(203) 682-8253
investors@dutchbros.com
For Media Relations inquiries:
Jessica Liddell
ICR
(203) 682-8208
jessica.liddell@icrinc.com
Source: Dutch Bros Inc.
FAQ
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