FAT Brands Inc. Announces Pricing of Public Offering of Series B Cumulative Preferred Stock and Warrants

Rhea-AI Summary

FAT Brands Inc. (Nasdaq: FAT) announced a public offering of 360,000 shares of 8.25% Series B Cumulative Preferred Stock at $25 each, accompanied by five Warrants for each share, allowing purchase of common stock at $5.00. The offering aims to raise approximately $9 million before fees, with an option for underwriters to purchase an additional 54,000 shares. Proceeds will be used for general corporate purposes, acquisitions, and redeeming Series A Preferred Stock. Trading for the new shares and Warrants is set to begin on July 14, 2020, under symbols FATBP and FATBW.

Positive

• Gross proceeds of approximately $9 million expected from the offering.
• Proceeds intended for general corporate use and potential growth opportunities.
• Redemption of Series A Preferred Stock improves capital structure.

Negative

• Potential dilution for current shareholders due to the offering.
• Market uncertainty regarding the stock performance post-offering.

Beverly Hills, CA, July 13, 2020 (GLOBE NEWSWIRE) -- FAT Brands Inc. (Nasdaq: FAT), today announced the pricing of an underwritten public offering of 360,000 shares of 8.25% Series B Cumulative Preferred Stock. Each share of 8.25% Series B Cumulative Preferred Stock will be accompanied by five warrants (“Warrants”), each Warrant to purchase one share of Common Stock at an exercise price of $5.00 per share of Common Stock. Each share of Series B Cumulative Preferred Stock and accompanying five Warrants is being offered at a price of $25.00. The shares of Series B Preferred Stock and Warrants will be issued separately but can only be purchased together in this offering. Each Warrant will be exercisable beginning on the earlier of one year from the date of issuance or the consummation of a consolidation, merger or other business combination transaction between the Company and its parent, Fog Cutter Capital Group Inc. Each Warrant will thereafter remain exercisable at any time until the five-year anniversary of the date of issuance.

The gross proceeds to the Company are expected to be approximately $9,000,000 prior to deducting underwriting discounts and estimated offering expenses. The Company has also granted to the underwriters a 45-day option to acquire an additional 54,000 shares of 8.25% Series B Cumulative Preferred Stock and/or 270,000 Warrants to cover over-allotments, if any.

The offering is expected to close on July 16, 2020, subject to customary closing conditions. The shares of 8.25% Series B Cumulative Preferred Stock are expected to begin trading on the Nasdaq Capital Market under the symbol “FATBP”, and the Warrants are expected to begin trading on the Nasdaq Capital Market under the symbol “FATBW”, on July 14, 2020.

FAT Brands Inc. intends to use the net proceeds of the offering for general corporate purposes, possible future acquisitions and growth opportunities, the redemption of a portion of the outstanding Series A Preferred Stock and payment of a portion of accrued dividends on the outstanding Series A-1 Preferred Stock.

ThinkEquity, a division of Fordham Financial Management, Inc., is acting as sole book-running manager for the offering. Digital Offering, LLC is acting as financial advisor for the offering.

This offering is being made pursuant to a registration statement on Form S-1 (No. 333-239032) previously filed with the U.S. Securities and Exchange Commission (the “SEC”) and subsequently declared effective on July 13, 2020. A preliminary prospectus describing the terms of the proposed offering has been filed with the SEC and is available on the SEC’s website located at http://www.sec.gov. A final prospectus related to the proposed offering will be filed and made available on the SEC’s website. Electronic copies of the final prospectus may be obtained, when available, from ThinkEquity, a division of Fordham Financial Management, Inc., 17 State Street, 22nd Floor, New York, New York 10004, Telephone: (877) 436-3673, Email: prospectus@think-equity.com.

Before you invest, you should read the prospectus and other documents FAT Brands has filed or will file with the SEC for more complete information about FAT Brands and the offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About FAT Brands Inc.
FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets and develops fast casual and casual dining restaurant concepts around the world. The Company currently owns eight restaurant brands: Fatburger, Buffalo’s Cafe, Buffalo’s Express, Hurricane Grill & Wings, Elevation Burger, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses, and franchises over 360 units worldwide.

Safe Harbor / Forward-Looking Statements
This press release contains “forward-looking statements” regarding the proposed public offering and the intended use of proceeds from the offering. The offering is subject to market and other conditions and there can be no assurance as to whether or when the offering may be completed or as to the actual size or terms of the offering. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including market conditions, risks associated with the cash requirements of FAT Brand’s business and other risks detailed from time to time in the Company’s filings with the SEC, and represent the Company’s views only as of the date they are made and should not be relied upon as representing our views as of any subsequent date. Fat Brands does not assume any obligation to update any forward-looking statements.

Company Contact:

Media Relations:
JConnelly
Gabriella Daidone
gdaidone@jconnelly.com
973-850-7343

Investor Contact:
ICR
Ashley DeSimone
IR-FATBrands@icrinc.com
646-677-1827

FAQ

What is FAT Brands' public offering about?

FAT Brands is offering 360,000 shares of 8.25% Series B Cumulative Preferred Stock and five accompanying Warrants, aiming to raise about $9 million.

When will the FAT Brands offering close?

The offering is expected to close on July 16, 2020, subject to customary closing conditions.

What are the use of proceeds from FAT Brands' offering?

Proceeds will be used for general corporate purposes, possible acquisitions, and to redeem Series A Preferred Stock.

What symbols will FAT Brands' new shares trade under?

The new shares will trade under the symbol FATBP, and the Warrants under FATBW beginning July 14, 2020.