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Fiesta Restaurant Group, Inc. (“Fiesta” or the “Company”) (NASDAQ:FRGI), the owner, operator, and franchisor of the Pollo Tropical® and Taco Cabana® fast-casual restaurant brands, today announced that Fiesta has received the requisite tenders and consents from holders of its 8.875% Senior Secured Second Lien Notes due 2016 (the “Notes”) to amend the indenture governing such Notes. On November 12, 2013, Fiesta commenced its cash tender offer and consent solicitation relating to the Notes pursuant to an Offer to Purchase and Consent Solicitation Statement, dated November 12, 2013, and a related Consent and Letter of Transmittal, which more fully set forth the terms and conditions of the tender offer and consent solicitation. The consent solicitation expired at 5:00 p.m., New York City time, on Monday, November 25, 2013. Tenders may no longer be withdrawn and consents may no longer be revoked. Holders who tender after 5:00 p.m. New York City time, on Monday, November 25, 2013 will not be entitled to the consent payment. As of the expiration of the consent solicitation, holders of approximately $122.7 million of Notes, representing 61.3% of the outstanding principal amount of the Notes, had tendered their Notes and consented to the proposed amendments to the indenture governing the Notes.
Fiesta and The Bank of New York Mellon Trust Company, N.A., the trustee under the indenture governing the Notes, have entered into a supplemental indenture that amends the indenture. The supplemental indenture became effective upon execution by Fiesta and The Bank of New York Mellon Trust Company, N.A. on November 26, 2013. The amendments became operative when the Notes that had been validly tendered on or prior to the expiration of the consent solicitation were accepted for payment and paid for by Fiesta pursuant to the terms of the tender offer on November 26, 2013. The amendments, among other things, eliminate a significant portion of the restrictive covenants, eliminate certain events of default and amend the number of days prior to any redemption date that Fiesta must send a notice of redemption. The amendments to the indenture are binding upon the holders of Notes not tendered into the tender offer.