Fairness Opinion Detail
Comparable transactions cited by the advisor, excluding the subject transaction.
| Apr 2024 | TGI Fridays (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Hostmore | - | - | 5.4x | - | |
| Mar 2024 | Safflower Holdings (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | The ONE Hospitality Group | - | - | 5.8x | - | |
| May 2023 | Ruth's Hospitality Group (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Darden Restaurants | - | - | 9.4x | - | |
| Aug 2022 | BBQ Holdings (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | MTY Food Group | - | - | 10.5x | - | |
| Apr 2022 | Main Event (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Dave & Buster's Entertainment | - | - | 9.3x | - | |
| Sep 2021 | Twin Peaks (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | FAT Brands | - | - | 10.0x | - | |
| Jul 2021 | J. Alexander's Holdings (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | SPB Hospitality | - | - | 8.7x | - | |
| Sep 2019 | Del Frisco's Double Eagle & Del Frisco's Grille (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. * Represents proprietary multiple. | Landry's | - | - | - | - | |
| Jun 2019 | Del Frisco's Restaurant Group (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | L Catterton | - | - | 18.8x | - | |
| May 2018 | Barteca Restaurant Group (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Del Frisco's Restaurant Group | - | - | 18.0x | - | |
| Mar 2018 | Bravo Brio Restaurant Group (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Spice Private Equity | - | - | 6.6x | - | |
| Feb 2018 | Fogo de Chão (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Rhône Capital | - | - | 10.2x | - | |
| Nov 2017 | Buffalo Wild Wings (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Arby's Restaurant Group | - | - | 10.8x | - | |
| Oct 2017 | Ruby Tuesday (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | NRD Capital Management | - | - | 5.0x | - | |
| Mar 2017 | Cheddar's Casual Café (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Darden Restaurants | - | - | 10.4x | - | |
| Jan 2017 | Bob Evans Restaurants (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Golden Gate Capital | - | - | 6.5x | - | |
| May 2015 | Frisch's Restaurants (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | NRD Capital Management | - | - | 6.3x | - | |
| May 2014 | TGI Fridays (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Sentinel Capital Partners, Tri-Artisan Capital Partners | - | - | 8.0x | - | |
| May 2014 | Red Lobster Seafood Co. (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Golden Gate Capital | - | - | 5.6x | - | |
| Jan 2014 | CEC Entertainment (1) For transactions with significant real estate value where there was an associated sale-leaseback, enterprise value is adjusted to exclude sale-leaseback proceeds and EBITDA is burdened for pro forma rent where applicable. (2) Represents EBITDA adjusted for disclosed non-recurring items and burdened for pre-opening costs and stock based compensation. | Apollo Global Management | - | - | 7.8x | - | |
| Mean | - | 9.1x | - | ||||
| Median | - | 8.7x | - |
Discount rate and terminal value assumptions the advisor selected for its discounted cash flow analysis.
| Advisor | WACC | Terminal method | Terminal assumption | Forecast basis | Forecast period | Filing |
|---|---|---|---|---|---|---|
Piper Sandler | 11.5% – 16.5% | Exit multiple | 8.0x – 10.0x (FY2028E Adjusted EBITDA) | Company Projections furnished to Piper by company management | second half of fiscal 2024 (third and fourth fiscal quarters) through fiscal year 2028 | Open |