MIAMI, July 3, 2012 /PRNewswire/ -- Benihana Inc.
(NASDAQ: BNHN) ("Benihana" or the "Company"), operator of the
nation's largest chain of Japanese theme and sushi restaurants,
today announced the expiration of the "go-shop" period pursuant to
the terms of the previously announced Agreement and Plan of Merger
by and among the Company, Safflower Holdings Corp. and Safflower
Acquisition Corp., dated as of May 22,
2012 (the "Merger Agreement"), pursuant to which Safflower
Acquisition Corp. will be merged with and into the Company, and as
a result the Company will continue as the surviving corporation and
a wholly-owned subsidiary of Safflower Holdings Corp. Safflower
Holdings Corp. is owned by funds advised by Angelo, Gordon &
Co, L.P.
Under the terms of the Merger Agreement, the Company and its
advisors were permitted to actively solicit and consider
alternative proposals from third parties from the date of the
Merger Agreement until 11:59 p.m.
New York City time, on
July 1, 2012. The Company noted that
it did not receive any such alternative proposals during this
period.
About Benihana
Headquartered in Miami,
Benihana Inc. (NASDAQ: BNHN) is the nation's leading operator of
Japanese theme and sushi restaurants with 95 restaurants
nationwide, including 62 Benihana restaurants, eight Haru sushi
restaurants and 25 RA Sushi restaurants. In addition, 16 franchised
Benihana restaurants are operating in the
United States, Latin
America and the Caribbean.
To learn more about Benihana Inc. and its three restaurant
concepts, please view the corporate video at
www.benihana.com/about/video.
About Angelo, Gordon & Co.
Angelo, Gordon & Co., L.P. is a privately held limited
partnership founded in November 1988,
and currently manages approximately $24
billion. The Firm's investment focus centers around
three core competencies – credit, real estate, and private equity –
and manages capital across five principal areas: (i) distressed
debt and leveraged loans, (ii) real estate equity and debt, (iii)
residential and commercial mortgage-backed and asset-backed
securities, (iv) private equity, and (v)
multi-strategy. Angelo, Gordon has over 260 employees (100 of
whom are investment professionals) and is headquartered in
New York, with associated offices
in Chicago, Los Angeles, Washington D.C., London, Amsterdam, Hong
Kong, Seoul, Shanghai, Tokyo, and Sydney. For more information,
visit www.angelogordon.com.
Additional Information and Where to Find It
In connection with the proposed merger, Benihana has filed a
preliminary proxy statement with the Securities and Exchange
Commission that contains information about Benihana, Angelo Gordon, the proposed merger, and related
matters. Benihana plans to mail a definitive proxy statement to its
stockholders once it becomes available. STOCKHOLDERS ARE URGED TO
READ THE DEFINITIVE PROXY STATEMENT CAREFULLY AS IT WILL CONTAIN
IMPORTANT INFORMATION THAT STOCKHOLDERS SHOULD CONSIDER BEFORE
MAKING A DECISION ABOUT THE MERGER. In addition to receiving the
definitive proxy statement from Benihana by mail, stockholders will
also be able to obtain the definitive proxy statement, as well as
other filings containing information about Benihana, without
charge, from the Securities and Exchange Commission's website
(www.sec.gov) or, without charge, from Benihana by mail or online
from the Benihana website at the Investor Relations section of
www.benihana.com/about. This press release is neither a
solicitation of proxy, an offer to purchase nor a solicitation of
an offer to sell shares of Benihana. Benihana and its executive
officers and directors may be deemed to be participants in the
solicitation of proxies from Benihana stockholders with respect to
the proposed merger.
Safe Harbor Statement
Except for the historical matters contained herein, statements
in this press release are forward-looking and are made pursuant to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Investors are cautioned that forward-looking
statements involve risks and uncertainties that may affect the
business and prospects of Benihana, including, without limitation:
risks related to Benihana's business strategy, including the
Renewal Program and marketing programs; risks related to Benihana's
ability to operate successfully in the current challenging economic
environment; risks related to Benihana's efforts to strengthen its
Benihana Teppanyaki concept and build its RA Sushi and Haru brands;
and other risks and uncertainties that may cause results to differ
materially from those set forth in the forward-looking statements.
Past performance may not be indicative of future results. Although
Benihana believes the expectations reflected in such
forward-looking statements are based upon reasonable assumptions,
there can be no assurance that its expectations will be realized.
In addition to the risks and uncertainties set forth above,
investors should consider the risks and uncertainties discussed in
Benihana's filings with the Securities and Exchange Commission,
including, without limitation, the risks and uncertainties
discussed under the heading "Risk Factors" in such filings.
Benihana does not undertake any obligation to publicly update any
forward-looking statement to reflect events or circumstances after
the date on which any such statement is made or to reflect the
occurrence of unanticipated events.
Contacts
Jeremy Fielding or Anntal
Silver
Kekst and Company
(212) 521-4800
SOURCE Benihana Inc.