Law.com Subscribers SAVE 30%
Call 855-808-4530 or email [email protected] to receive your discount on a new subscription.
$596 Million Stock Offering For Burger King Parent
Greenberg Traurig corporate and securities shareholders Kara MacCullough and Flora Perez barely slept for eight days. That's the time they had to complete a secondary public offering for their client Restaurant Brands International, or RBI, parent of Miami-based Burger King and Oakville, Ontario-based coffee, doughnuts and sandwich chain Tim Hortons.
Typically, this type of transaction would be completed in about a month. But the offering priced Dec. 9, and RBI wanted it closed by Dec. 15 before the securities markets all but shut down for the holidays and to take advantage of market conditions, they said.
The offering involved the sale of more than 17.5 million shares owned by limited partners of 3G Capital Partners, a Brazilian private investment group that acquired Burger King in 2010. Burger King created RBI in 2014 when the fast-food chain acquired Tim Hortons for $11 billion.
The stock sold for $34.30 per share for net proceeds of $596 million that went to the limited partners who wanted to diversify their holdings.
“What was interesting and challenging about this transaction is that RBI is a dual-listed company” on the New York Stock Exchange and Toronto Stock Exchange, MacCullough said. “That is relatively unusual.”
As a result, the transaction had to comply with different securities regulations in the two countries. That required coordinating with the other law firms on matters such as timing and content of the registration statements, compliance with disclosure obligations and the content of legal opinions and comfort letters prepared by auditors for underwriter Morgan Stanley.
The Tim Hortons acquisition created the world's third-largest fast-food chain. Burger King, which closed on a lease for its new Miami headquarters at Waterford at Blue Lagoon corporate park in January, has more than 14,600 franchised restaurants in about 100 countries. Tim Hortons has more than 4,800, primarily in Canada.
The two chains are run independently, and company officials have said there are no plans to combine the product offerings at their restaurants. Going forward, Restaurant Brands intends to increase the number of Burger King restaurants worldwide. Expansion for Tim Hortons includes a plan to open 150 new restaurants in Ohio.
Restaurant Brands is part of the food empire assembled by 3G Capital, known for aggressive cost-cutting to boost profitability, that also includes Anheuser-Busch InBev, Heinz and Kraft.
' Mary Hladky, Daily Business Review
Overview of Regulatory Guidance Governing the Use of AI Systems In the Workplace
Businesses have long embraced the use of computer technology in the workplace as a means of improving efficiency and productivity of their operations. In recent years, businesses have incorporated artificial intelligence and other automated and algorithmic technologies into their computer systems. This article provides an overview of the federal regulatory guidance and the state and local rules in place so far and suggests ways in which employers may wish to address these developments with policies and practices to reduce legal risk.
Is Google Search Dead? How AI Is Reshaping Search and SEO
This two-part article dives into the massive shifts AI is bringing to Google Search and SEO and why traditional searches are no longer part of the solution for marketers. It’s not theoretical, it’s happening, and firms that adapt will come out ahead.
While Federal Legislation Flounders, State Privacy Laws for Children and Teens Gain Momentum
For decades, the Children’s Online Privacy Protection Act has been the only law to expressly address privacy for minors’ information other than student data. In the absence of more robust federal requirements, states are stepping in to regulate not only the processing of all minors’ data, but also online platforms used by teens and children.
Revolutionizing Workplace Design: A Perspective from Gray Reed
In an era where the workplace is constantly evolving, law firms face unique challenges and opportunities in facilities management, real estate, and design. Across the industry, firms are reevaluating their office spaces to adapt to hybrid work models, prioritize collaboration, and enhance employee experience. Trends such as flexible seating, technology-driven planning, and the creation of multifunctional spaces are shaping the future of law firm offices.
From DeepSeek to Distillation: Protecting IP In An AI World
Protection against unauthorized model distillation is an emerging issue within the longstanding theme of safeguarding intellectual property. This article examines the legal protections available under the current legal framework and explore why patents may serve as a crucial safeguard against unauthorized distillation.