---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-166574"
form_type: "8-K"
ticker: "DRI"
cik: "0000940944"
company_name: "DARDEN RESTAURANTS INC"
filed_at: "2023-06-14T23:59:59+00:00"
generated_at: "2026-06-14T01:44:05.798268+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Darden completes $715M all-cash acquisition of Ruth's Hospitality Group

## Summary
- Darden acquired Ruth's Hospitality Group for $21.50/share cash; total consideration ~$715 million.
- Tender offer expired with 22.85M shares (71.2% of outstanding) validly tendered; all conditions satisfied.
- Acquisition funded via $600M 3-year senior unsecured term loan and cash on hand.
- Ruth's Chris operates 155 locations (81 company-owned, 74 franchised); stock delisted from Nasdaq.

## SEC filing metadata
- accession: 0001193125-23-166574
- form_type: 8-K
- ticker: DRI
- cik: 0000940944
- company_name: DARDEN RESTAURANTS INC
- filed_at: 2023-06-14T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 2.01, 2.03, 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/940944/000119312523166574/0001193125-23-166574-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/940944/000119312523166574/d491268d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-166574
- JSON: https://secwatch.observer/filing/0001193125-23-166574.json
- Plain text: https://secwatch.observer/filing/0001193125-23-166574.txt

## Key facts
- Debt Financings
  DARDEN RESTAURANTS INC incurred term loan of $600,000,000 with Bank of America, N.A., as administrative agent maturing 3-year.
  - Instrument: term loan
  - Principal: $600,000,000
  - Counterparty: Bank of America, N.A., as administrative agent
  - Maturity: 3-year
  - Event: incurrence
  source text: On June 14, 2023, Parent borrowed $600,000,000 under the Term Loan Agreement to fund a portion of the consideration paid to purchase the Shares in connection with the Offer and the Merger.
  evidence_url: https://www.sec.gov/Archives/edgar/data/940944/000119312523166574/0001193125-23-166574-index.htm
- M&A Transactions
  DARDEN RESTAURANTS INC completed an acquisition involving Ruth's Hospitality Group, Inc. for $21.50 per Share (closed 2023-06-14).
  - Action: acquisition
  - Counterparty: Ruth's Hospitality Group, Inc.
  - Consideration: $21.50 per Share
  - Closing: 2023-06-14
  source text: a tender offer (the “ Offer ”) to purchase all of the issued and outstanding shares of common stock, par value $0.01 per share, of the Company (the “ Shares ”) at a price of $21.50 per Share (the “ Merger Consideration ”), in cash, without interest (but subject to applicable withholding). The Offer was not extended and the Offer and related withdrawal rights
  evidence_url: https://www.sec.gov/Archives/edgar/data/940944/000119312523166574/0001193125-23-166574-index.htm
- Material Agreements
  DARDEN RESTAURANTS INC entered into Term Loan Agreement with Bank of America, N.A., as administrative agent, the lenders and other agents party thereto valued at $600,000,000 (effective 2023-06-14).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Bank of America, N.A., as administrative agent, the lenders and other agents party thereto
  - Value: $600,000,000
  - Effective: 2023-06-14
  source text: On June 14, 2023, Parent borrowed $600,000,000 under the Term Loan Agreement to fund a portion of the consideration paid to purchase the Shares in connection with the Offer and the Merger.
  evidence_url: https://www.sec.gov/Archives/edgar/data/940944/000119312523166574/0001193125-23-166574-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.