Patina increases offer for Smith & Wollensky to $11 per share

By Lisa Kerner

Charlotte, N.C., May 7 - The Smith & Wollensky Restaurant Group, Inc.'s special committee and its board of directors approved an amended merger agreement from Patina Restaurant Group, LLC with an increased offer price of $11.00 per share, up from $9.25 per share.

Smith & Wollensky shareholders still must approve the transaction, which is expected to close in the third quarter of 2007.

Patina also assigned its rights and obligations under the merger agreement to a consortium including Nick Valenti and Joachim Splichal, and the private equity firm of Bunker Hill Capital, LP and its affiliate Bunker Hill Capital (QP), LP.

The transaction calls for Smith & Wollensky chief executive officer Alan N. Stillman to acquire the Park Avenue Cafe and Quality Meats restaurants currently owned and operated by SWRG in New York City and the management rights to Smith & Wollensky in New York City, the Post House and Maloney & Porcelli. A separate partnership will continue to own the Smith & Wollensky in New York City. Stillman will also acquire certain other assets of SWRG and will assume certain liabilities of The Smith & Wollensky Restaurant Group, Inc.

Patina, led by Valenti and Splichal, will manage the restaurants including those in Miami Beach, Fla., Chicago, Las Vegas, Washington, D.C. and Philadelphia acquired by the consortium.

"We believe this transaction is in the best interests of our stockholders," Stillman said in a company news release.

"The $11.00 per share price is a significant increase from the $9.25 per share previously agreed to, represents a premium of approximately 118% from the price of our stock in early January and is significantly higher than the trading price for our common stock for the last several years."

TM Capital Corp. rendered a fairness opinion to the special committee and served as the financial adviser.

On March 16, Houston-based Landry's Restaurants, Inc. made a new offer to acquire Smith & Wollensky for $9.75 per share in cash, a $0.50 premium to Patina's Feb. 26 offer. Landry's operations include restaurants under the trade names Landry's Seafood House, Chart House and Rainforest Cafe as well as the Golden Nugget Hotels and Casinos in Las Vegas and Laughlin, Nev.

New York-based Smith & Wollensky operates restaurants in eight cities including Las Vegas, Chicago and Miami.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.