Sonic modifies Dutch Auction
August 15, 2006
OKLAHOMA CITY— Sonic Corp., the nation's largest chain of drive-in restaurants, announced that it is commencing its modified "Dutch Auction" tender offer first announced on Aug. 11.
In the tender offer, Sonic is offering to purchase up to 25.4 million shares of its common stock at a price per share not less than $19.50 and not greater than $22, for a maximum aggregate purchase price of $560 million.
The offer is not contingent upon a minimum number of shares being tendered. According to a news release, it is subject to a number of other terms and conditions, including the receipt of financing as noted below, all of which are specified in the offer to purchase.
Sonic's directors and executive officers said they do not intend to tender any of their shares in the offer.
In addition, Sonic has signed with Banc of America Securities and Lehman Brothers to arrange a new senior secured credit facility, which is expected to consist of a $100 million, five-year revolving credit facility and a $675 million, seven-year term loan facility.
After completion of the tender offer, Sonic may pursue a refinancing of its new senior secured credit facility with a securitized transaction and has engaged Lehman Brothers as its sole structuring advisor to evaluate the securitized transaction.
