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03/24/2017

Oak Hill Capital Partners to Acquire Checkers & Rally's Restaurants for $525 Million

Oak Hill Capital Partners ("Oak Hill") announced today that it has entered into a definitive agreement to acquire Checkers Drive-In Restaurants, Inc. ("Checkers" or "the Company") from Sentinel Capital Partners ("Sentinel"). Operating under the Checkers and Rally's banners, the Company is one of the nation's leading operators and franchisors of drive-thru hamburger quick-service restaurants ("QSR"). Consistent with Oak Hill's philosophy of alignment of interests, Oak Hill is investing in partnership with Checkers management. The aggregate value of the transaction is approximately $525 million.
 
"Checkers is a unique concept that is outpacing the growing QSR industry," said Kevin Mailender, Partner at Oak Hill. "The Company has been able to win share in this large, stable industry through its differentiated value proposition and attractive franchised business model. With a proven brand, a loyal customer following, and strong unit-level economics, we are confident that the business will capitalize on its large whitespace opportunity for new units. We are excited to partner with CEO Rick Silva and his talented management team to support the Company through its next phase of accelerated growth."
 
Founded in 1986, Checkers has more than 840 locations in 29 states and the District of Columbia. Checkers differentiates itself from competitors with its singular focus on delivering high-quality, craveable meals at exceptional values. The Company, together with its outstanding franchisees, offers a distinctive menu focused on bold, innovative products that are delivered to guests with category-leading value.
 
"We are delivering record growth at Checkers and Rally's, and our franchisees, operators, and employees are more excited than ever about our future," said Rick Silva, president and CEO of Checkers. "Oak Hill Capital Partners is a perfect partner to help us further accelerate our growth. This is extremely positive for our brand."
 
The transaction, which is subject to HSR approval and other customary closing conditions, is expected to close in the second quarter of 2017. Additional financial terms of the transaction were not disclosed.
 
"We believe Checkers is well-positioned to continue its long history of consistent growth," added Tyler Wolfram, Managing Partner at Oak Hill. "We have tremendous respect for Checkers' heritage, its iconic brand, and its fine leadership team. This transaction is consistent with Oak Hill's longstanding theme-based investment philosophy and systematized approach to value creation, and it builds upon our thirty year history of investing behind leading businesses and management teams."
 
Piper Jaffray and North Point Advisors acted as financial advisors to the Company in the transaction. Kirkland & Ellis, LLP is serving as legal counsel to the Company. Jefferies LLC acted as financial advisor to Oak Hill in the transaction. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel to Oak Hill.