BUCA, Inc. (NASDAQ: BUCA) today announced that it has signed a
definitive agreement with Planet Hollywood International, Inc. (“Planet
Hollywood”) under which an acquisition
subsidiary owned by Planet Hollywood will seek to acquire all of the
shares of BUCA, Inc. at a price of $0.45 per share of common stock. This
price represents a premium of 41% over the closing share price of $0.32
per share on August 4, 2008. The transaction will be effected through a
tender offer, followed by a merger of BUCA, Inc. with a wholly-owned
subsidiary of Planet Hollywood.
In connection with the signing of the acquisition agreement, Planet
Hollywood has also provided a $3.5 million secured subordinate loan to
BUCA, Inc.
“After an exhaustive review of strategic
alternatives, our Board of Directors has determined that this offer from
Planet Hollywood represents the best overall value for our
shareholders. In addition, the financing from Planet Hollywood will
provide us with the liquidity we need to continue to move our business
forward. We believe that this transaction provides a bright future for
our unique brand and for our many employees nationwide,”
said BUCA, Inc. President and Chief Executive Officer John T. Bettin.
Robert Earl, President, Chief Executive Officer and founder of Planet
Hollywood commented “We are delighted to
welcome Buca di Beppo to the Planet Hollywood family as part of our
ongoing strategy to introduce new brands into our restaurant group while
simultaneously expanding our lodging and casino operations.”
The BUCA, Inc. Board of Directors unanimously approved the offer from
Planet Hollywood and is recommending that BUCA, Inc.’s
shareholders tender into the offer. Under the terms of the agreement,
the tender offer is expected to commence no later than August 12, 2008
and to remain open for 20 business days. Consummation of the transaction
requires the tender of at least a majority of the outstanding shares in
the tender offer and other customary closing conditions.
About BUCA, Inc.
BUCA, Inc. owns and operates 88 highly acclaimed Italian restaurants
under the name Buca di Beppo in 25 states and the District of Columbia.
About Planet Hollywood International, Inc.
Planet Hollywood International, Inc. is the creator and worldwide
developer of consumer brands that capitalize on the universal appeal of
movies, television, sports, music, and other leisure time activities.
The company’s worldwide operations offer
products and services in the restaurant, retail, leisure, and
entertainment sectors including, under license, the Planet Hollywood
Resort & Casino, the hottest new property on the Las Vegas Strip
featuring over 100,000 square feet of gaming, fine dining restaurants,
an award-winning buffet, casual dining options, lounges and nightclubs.
Additional Information
The tender offer to which this press release pertains has not commenced.
The information contained herein is neither an offer to purchase nor a
solicitation of an offer to sell shares of BUCA, Inc. At the time the
tender offer is commenced, BUCA Financing, LLC and Planet Hollywood
International, Inc. intend to file a Tender Offer Statement containing
an offer to purchase, forms of letters of transmittal and other
documents relating to the tender offer and BUCA, Inc. intends to file a
Solicitation/Recommendation Statement on Schedule 14D-9 with respect to
the tender offer. Planet Hollywood and BUCA, Inc. intend to mail these
documents to the shareholders of BUCA, Inc. These documents will
contain important information about the tender offer and shareholders of
BUCA, Inc. are urged to read them carefully when they become available.
At that time, shareholders of BUCA, Inc. will be able to obtain a free
copy of these documents at www.bucainc.com,
and the website maintained by the SEC at http://www.sec.gov.
Securities Safe Harbor
With the exception of historical information contained in this release,
the matters described herein contain certain "forward-looking
statements" that are made pursuant to the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements, particularly those statements regarding the
effects of the proposed merger and those preceded by the words
"believes," "expects," "estimates," "anticipates," "will" or words of
similar import are statements of management's opinion. These statements
are subject to certain assumptions, risks, uncertainties and changes in
circumstances. Actual results may vary materially from those expressed
or implied from the statements herein or from historical results, due to
changes in economic, business, competitive, technological and/or
regulatory factors. For instance, although BUCA, Inc. and Planet
Hollywood have signed an agreement for Planet Hollywood to commence and
complete a tender offer for shares of BUCA, Inc. common stock, and for a
subsidiary of Planet Hollywood to merge with and into BUCA, Inc., there
is no assurance that the proposed tender offer or merger will be
completed. The proposed merger may not occur if the conditions to
completing the tender offer are not satisfied, if it is blocked by a
government agency, or if either BUCA, Inc. or Planet Hollywood fail to
satisfy other conditions to closing the transactions. More detailed
information about risk factors that may affect actual results is set
forth in filings by BUCA, Inc. with the Securities and Exchange
Commission, including those described in the Company's Annual Report on
Form 10-K for the year ended December 30, 2007. Readers are cautioned
not to place undue reliance on these forward-looking statements, which
reflect management's opinions only as of the date of this release.
Except as required by law, we undertake no obligation to publicly update
or review any forward-looking statements to reflect events or
circumstances that may arise after the date of this release.
BUCA, Inc.
Dennis Goetz, 612-225-3459
Chief Financial Officer
www.bucainc.com
