JACKSONVILLE, Fla.,
Aug. 4, 2017 /PRNewswire/
-- Fidelity National Financial, Inc. today announced that FNFV
Group (NYSE:FNFV) has signed a definitive agreement to merge its 99
Restaurant & Pub ("99") operations with J. Alexander's
Holdings, Inc. (NYSE:JAX), in which FNFV's 55% owned Fidelity
Newport Holdings, LLC ("FNH") will exchange 100% of its ownership
interest in 99 for common share equivalents of JAX.
Under the terms of the definitive agreement, 99 will be valued
at an enterprise value of $199
million and an equity value of $179
million. 99 will have $20
million of net FNH debt attributed to it that JAX will
refinance at closing. Prior to the combination, FNFV will
contribute $40 million into 99 for
equity in return, the proceeds of which will be used to repay FNH
debt. Shares of JAX common stock will be valued at
$11.00 per share.
As a result, JAX will issue a total of approximately 16.27
million common share equivalents to FNH and FNFV. JAX will
have approximately 31 million common share equivalents outstanding
at closing, excluding any common shares which may be issued related
to outstanding profits interest or stock option grants.
FNH will receive approximately 12.636 million shares of JAX
common share equivalents and FNFV will receive approximately 3.636
million shares of JAX common share equivalents from its
$40 million equity investment.
William P. Foley, II will join the
JAX Board of Directors and it is expected that Lonnie J. Stout II will remain Chief Executive
Officer of the combined company. Additionally, the existing
Black Knight Advisory Services management consulting agreement will
be terminated at closing. A JAX shareholder vote is necessary
and closing is expected in the fourth quarter of 2017.
99 generated approximately $304
million in revenue and $30
million in adjusted EBITDA in 2016, inclusive of
approximately $7 million of allocated
corporate overhead expenses. On a combined basis for 2016,
the two companies generated over $520
million in revenue and $54
million in adjusted EBITDA.
"Both 99 and J. Alexander's are terrific concepts that have
separately generated strong same store sales growth and impressive
financial performance in a challenging environment for the casual
dining industry," said Chairman William P.
Foley, II. "We believe this combination provides a
larger, stronger, better diversified and more formidable player in
the casual dining segment. We are excited to be involved with
J. Alexander's again and look forward to great success with the
combination of these two great concepts."
About Fidelity National Financial, Inc.
Fidelity National Financial, Inc. is organized into two groups,
FNF Group (NYSE: FNF) and FNFV Group (NYSE: FNFV). FNF is a
leading provider of title insurance, technology and transaction
services to the real estate and mortgage industries. FNF is
the nation's largest title insurance company through its title
insurance underwriters - Fidelity National Title, Chicago Title,
Commonwealth Land Title, Alamo Title and National Title of
New York - that collectively issue
more title insurance policies than any other title company in the
United States. FNF also provides industry-leading mortgage
technology solutions and transaction services, including MSP®, the
leading residential mortgage servicing technology platform in the
U.S., through its majority-owned subsidiaries, Black Knight
Financial Services and ServiceLink Holdings. FNFV holds
majority and minority equity investment stakes in a number of
entities, including American Blue Ribbon Holdings, LLC, Ceridian
HCM, Inc. and Del Frisco's
Restaurant Group, Inc. More information about FNF and FNFV
can be found at www.fnf.com.
Forward-Looking Statements
This press release contains forward-looking statements that
involve a number of risks and uncertainties. Statements that are
not historical facts, including statements regarding our
expectations, hopes, intentions or strategies regarding the future
are forward-looking statements. Forward-looking statements are
based on management's beliefs, as well as assumptions made by, and
information currently available to, management. Because such
statements are based on expectations as to future financial and
operating results and are not statements of fact, actual results
may differ materially from those projected. We undertake no
obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise. The
risks and uncertainties which forward-looking statements are
subject to include, but are not limited to: changes in general
economic, business and political conditions, including changes in
the financial markets; weakness or adverse changes in the level of
real estate activity, which may be caused by, among other things,
high or increasing interest rates, a limited supply of mortgage
funding or a weak U. S. economy; our potential inability to find
suitable acquisition candidates, acquisitions in lines of business
that will not necessarily be limited to our traditional areas of
focus, or difficulties in integrating acquisitions; our dependence
on distributions from our title insurance underwriters as a main
source of cash flow; significant competition that our operating
subsidiaries face; compliance with extensive government regulation
of our operating subsidiaries; and other risks detailed in the
"Statement Regarding Forward-Looking Information," "Risk Factors"
and other sections of the Company's Form 10-K and other filings
with the Securities and Exchange Commission.
FNF - G
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SOURCE Fidelity National Financial, Inc.