Transaction Structuring, Valuation and Fairness Opinion
Fort Capital Partners is pleased to announce the closing of the acquisition by Boston Pizza Royalties Income Fund (the “Fund”) of an additional 1.5% of franchise revenues from Boston Pizza International Inc. (“BPI”). The transaction received the support of 99.2% of all unitholders that voted on the arrangement at the Fund’s annual general and special meeting held on May 5, 2015.
The Fund increased its interest in franchise revenues from 4.0% to 5.5% for total consideration of approximately $156 million. The transaction is immediately accretive to the Fund, and its trustees announced a concurrent 6.2% increase to the Fund’s monthly distribution rate.
The Fund financed a cash payment of approximately $139 million, funded through an equity offering and increased borrowing, and issued units in the Fund valued at $17 million at the time of announcement.
A Special Committee of the Fund retained Fort Capital to structure and negotiate the transaction with BPI. Fort Capital also provided the Special Committee with a fairness opinion and formal valuation of the acquired asset, as well as the consideration paid in the transaction. Fort Capital’s understanding of the royalty market was important to the success of the transaction, including structuring to achieve a balance of the objectives of buyer and seller and providing the valuation and fairness opinion required under Multilateral Instrument 61-101, which governs related party transactions.
Boston Pizza Royalties Income Fund owns the Boston Pizza trademarks, franchise agreements, supplier contracts and related agreements for Canada. The Fund licenses the right to use the trademarks to Boston Pizza in exchange for a monthly revenue share payment of 5.5% of the franchise sales of Boston Pizza restaurants. The structure of the Fund provides Unitholders with top-line royalties from Boston Pizza restaurants.
Boston Pizza International is a casual dining brand with more than 365 restaurants in Canada serving more than 100 unique menu items such as pizzas, pastas, burgers and wings. Boston Pizza serves more than 40 million guests each year, and in 2014 achieved system-wide sales surpassing $1 billion. Boston Pizza is Canadian-owned and operated, with nearly 50 years of proven success and franchise growth.
Fort Capital Inc. is an investment bank that works with public and private companies in Canada. The firm draws from collective capital markets experience to provide its clients with proven, accessible and independent investment banking advice and transaction execution. For more information, visit fortcapital.ca.