Let’s offer some quick notes:
# The conditions include the waiting period (and any extension thereof) under the Hart-Scott-Rodino Antitrust Improvements Act (no financing condition)
“The obligation of the parties to consummate the Merger is subject to the expiration of the waiting period (and any extension thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary conditions.” Source: 8-k
The termination fee is equal to $13.125 million (Outside Date is June 5, 2020 ):
“The Merger Agreement also includes customary termination provisions for both the Company and Parent, subject, in certain circumstances, to the payment by the Company of a termination fee of $13,125,000 (the “Termination Fee”)” Source: 8-k
There is a voting agreement (14.62%):
“On January 5, 2020, in connection with the execution of the Merger Agreement, the Bendel Family Trust, Ira Fils, KarpReilly GP, LLC and KarpReilly Investments, LLC, (the “Voting Agreement Counterparties”), who collectively beneficially own, in the aggregate, as of January 5, 2020, approximately 1.36% of the issued and outstanding shares of Class A Common Stock, 66.28% of the issued and outstanding shares of Class B Common Stock, 66.28% of the issued and outstanding LLC Units and 14.62% of the voting power of the Common Stock, entered into a voting agreement (the “Voting Agreement”) with Parent, pursuant to which the Voting Agreement Counterparties have, among other things, agreed to vote the shares of Company Common Stock beneficially owned by them, or that may become beneficially owned by them during the term of the Voting Agreement, in favor of adopting of the Merger Agreement and any other matters necessary for consummation of the Merger and the other transactions contemplated by the Merger Agreement. Under the Voting Agreement, the Voting Agreement Counterparties have agreed to restrictions on their ability to transfer the shares of Company Common Stock and LLC Units owned by them, subject to certain exceptions.” Source: 8-k
Let’s short sell Habit Restaurants! Don’t think? 🙂
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Previous Financial Analysis:
# Equity Research Report: BANGI, Inc. (OTCMKTS: BNGI) Growing Through Acquisitions
# Lennox International (NYSE: LII): We Don’t Like The Accumulation Of Inventory
Disclosure: We sell short 10,000 shares of Habit Restaurants (NASDAQ:HABT). We don’t have Yum Brands (NYSE:YUM) shares.
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