The Montreal-based MTY Food Group Inc., which owns frozen yogurt chain Pinkberry and ice cream shop Cold Stone Creamery, announced Tuesday, Dec. 12, it would buy fellow Canadian restaurant owner Imvescor Restaurant Group Inc. for C$248 million ($192 million), continuing the streak of consolidation in the restaurant sector this year.
The merger will combine over 5,700 restaurants under 75 brands, including MTY's Thai Express and Manchu Wok. Imvescor banners include Baton Rouge Steakhouse and Mikes Subs.
MTY will pay C$4.10 per share for Imvescor for a total of C$50 million in cash — a 13% premium to Imvescor's 10-day weighted average before MTY made the bid on Oct. 26 — under the terms of the deal. The rest will be paid in stock.
"The combined company is expected to continue to generate significant cash flow, providing liquidity to pursue future M&A opportunities and allowing for deleveraging," the company said in the release.
"Joining forces with MTY creates an opportunity for Imvescor shareholders to realize immediate value and participate in a faster pace of growth, with less risk," Imvescor Chairman Francois-Xavier Seigneur said in a statement.
Imvescor is the second restaurant operator MTY is gobbling up this year. On Dec. 1, MTY closed its acquisition of burger chains The Counter and BUILT Custom Burgers - owned by Built Franchise Systems LLC and CB Franchise Systems LLC - for $24.6 million in an all-cash deal.
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Imvescor shareholders must approve the deal with MTY at a meeting next February, but the both companies' boards of directors have unanimously supported the deal as have about 18% of MTY shareholders.
MTY and Imvescor declined to comment on the deal, which has an C$8 million break-up fee payable to MTY in certain circumstances and carries a non-solicitation covenant in favor of MTY.
MTY trades on the Toronto stock exchange as "MTY." Imvescor is also Toronto-listed, trading as "IRG."
The companies, which combined are expected to generate C$2.9 billion in sales and an Ebitda between C$125 million and C$130 million, hope to close the deal in the first half of 2018.
MTY's busy 2017 is not an anomaly as the company has been acquisitive to build its stable of more than 50 brands including everything from TCBY ice cream to Blimpie sandwiches to Ranch One chicken.
In 2016 MTY bought Kahala Corp., of Scottsdale, Ariz., from its controlling stockholders, the Serruya family, for $300 million. Kahala doubled MTY's sales and store count and added the Cold Stone Creamery, Tasti D-Lite LLC and Planet Smoothie names to its quiver as well. In December 2015, it acquired Pinkberry Inc. at auction, for undisclosed terms, after pursuing the frozen yogurt retailer for several years.
The restaurant space has been rought with M&A activity of late. On Nov. 28, Roark Capital Group-backed Arby's Restaurant Group Inc. agreed to acquire Buffalo Wild Wings Inc. (BWLD) for $2.9 billion. It is also been reported that Leon Black's Apollo Global Management LLC (APO) - Get Report is expected to announce as soon as Friday that it has signed a deal to buy Jack in the Box's (JACK) - Get Report troubled Qdoba Mexican Eats chain.
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