8-K
filed January 8, 2024, 6:59 PM ET
ticker FWRG
CIK 0001789940
M&A
confidence high
sentiment positive
materiality 0.75
First Watch Restaurant Group, Inc. (FWRG): debt financing — First Watch to acquire 21 franchise restaurants in North Carolina for $75M
First Watch Restaurant Group, Inc.
- Asset Purchase Agreement with VIM Holdings to buy 21 franchise-owned restaurants and development rights in NC for $75M cash-free, debt-free.
- Transaction expected to close by end of April 2024; marks First Watch's largest franchisee acquisition, bringing total to 44 since May 2023.
- Acquired restaurants expected to generate average unit volumes and margins in line with company-owned restaurants.
- Credit agreement amended: new $125M delayed draw term facility, revolver increased to $125M, new $100M term loan A; maturity January 2029.
- Purchase price includes $1.5M holdback for 120 days and $4.125M escrow for 18 months for indemnification.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
First Watch Restaurant Group, Inc. amended revolving credit of $125 million with Bank of America, N.A. at base rate plus an additional margin that ranges between 150 basis points and 225 maturing 2029-01-05.
- Instrument
- revolving credit
- Principal
- $125 million
- Counterparty
- Bank of America, N.A.
- Rate
- base rate plus an additional margin that ranges between 150 basis points and 225
- Maturity
- 2029-01-05
- Event
- amendment
Exact text from the filing
the replacement revolving credit facility was increased by $50 million in new revolving credit commitments bringing the aggregate committed amount under the new revolving credit facility to $125 million (the "2024 Revolving Facility")
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
First Watch Restaurant Group, Inc. incurred term loan of $125 million with Bank of America, N.A. at base rate plus an additional margin that ranges between 150 basis points and 225 maturing 2029-01-05.
- Instrument
- term loan
- Principal
- $125 million
- Counterparty
- Bank of America, N.A.
- Rate
- base rate plus an additional margin that ranges between 150 basis points and 225
- Maturity
- 2029-01-05
- Event
- incurrence
Exact text from the filing
a new $125 million incremental delayed draw term loan facility (the "2024 Incremental Delayed Draw Term Facility" and the loans thereunder, the "2024 Incremental Delayed Draw Term Loans") was established
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
First Watch Restaurant Group, Inc. amended Amendment No. 2 to Credit Agreement with Bank of America, N.A. and the lenders party thereto valued at Amendment to credit agreement replacing $100 million term loan A, $75 million revolving credit facil (effective 2024-01-05).
- Action
- amendment
- Agreement
- credit facility
- Counterparty
- Bank of America, N.A. and the lenders party thereto
- Value
- Amendment to credit agreement replacing $100 million term loan A, $75 million revolving credit facil
- Effective
- 2024-01-05
Exact text from the filing
On January 5, 2024 (the “Closing Date”), FWR Holding Corporation, a Delaware corporation (“FWR”), an indirect subsidiary of the Company, entered into that certain Amendment No. 2 to Credit Agreement (the “Amendment”), by and among FWR, as borrower, AI Fresh Parent, Inc., a Delaware corporation and indirect subsidiary of the Company (“Holdings”), the subsidiaries of FWR party thereto as guarantors, the lenders party thereto and Bank of America, N.A., as administrative agent and collateral agent (in such capacities, the “Administrative Agent”), which amends that certain Credit Agreement, dated as of October 6, 2021 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of February 24, 2023, the “Existing Credit Agreement”; the Existing Credit Agreement, as amended by the Amendment, the “Amended Credit Agreement”), by and among FWR, Holdings, the lenders from time to time party thereto and the Administrative Agent.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
First Watch Restaurant Group, Inc. entered into Asset Purchase Agreement with VIM Holdings, LLC, its subsidiaries, and Mr. Robert B. Frame valued at $75 million aggregate purchase price (effective 2024-01-05).
- Action
- entry
- Agreement
- asset purchase
- Counterparty
- VIM Holdings, LLC, its subsidiaries, and Mr. Robert B. Frame
- Value
- $75 million aggregate purchase price
- Effective
- 2024-01-05
Exact text from the filing
On January [5], 2024, First Watch Restaurants, Inc. (“FWRI”), a wholly-owned subsidiary of First Watch Restaurant Group, Inc. (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with (i) VIM Holdings, LLC (“VIM”), (ii) VIM’s subsidiaries, including VIM Holdings Bradford, Inc., VIM Holdings Brier Creek, Inc., VIM Holdings Durham 15/501, Inc., VIM Holdings Glenwood, Inc., VIM Holdings Heritage Junction, Inc. and VIM Holdings TTC, Inc. (collectively, the “VIM Subsidiaries”), (iii) VIM, in its capacity as the parent company of the VIM Subsidiaries, and each of the members of VIM (collectively, the “Sellers”), and Mr. Robert B. Frame, in the capacity of agent and representative of VIM and the Sellers as set forth in the Asset Purchase Agreement, pursuant to which FWRI will acquire substantially all of the assets of VIM and the VIM Subsidiaries related to 21 franchise-owned First Watch restaurants and one restaurant under development in North Carolina f
View on SEC.gov
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