Jack in Box: Completes $1.1 Billion Securitized Funding Facility – Form 8-K
SAN DIEGO–(BUSINESS WIRE)–February 14, 2022–Jack in the Box Inc. (NASDAQ: JACK) (the “Society“) announced today that one of its indirect limited purpose subsidiaries (the “Main transmitter“) completed the sale of $550 million of its Series 2022-1 3.445% Fixed Rate Senior Secured Notes, Class A-2-I (the “Category A-2-I tickets“) and $550 million of its Series 2022-1 4.136% Fixed Rate Senior Secured Notes, Class A-2-II (the “Class A-2-II tickets” and, with category A-2-I tickets, the “Tickets 2022“). Interest payments on the 2022 Notes are payable on a quarterly basis. The scheduled redemption dates for the Class A-2-I Notes and the Class A-2-II Notes will be February 2027 and February 2032, respectively, unless prepaid to the extent permitted by the indenture which will govern the 2022 Bonds. The 2022 Bonds were issued by the Principal Issuer pursuant to a private placement securitization transaction.
The net proceeds from the sale of the 2022 Notes are expected to be used to fully repay the Company’s existing Series 2019-1 3.982% Fixed Rate Senior Secured Notes, Class A-2-I and to distribute to the Guarantor Jack in the Box SPV, LLC and subsequently to the Company to fund a portion of the Company’s acquisition of Del Taco Restaurants, Inc.
The Principal Issuer has also entered into a purchase agreement pursuant to which it will issue up to $150 million of its Series 2022-1, Class A-1, Senior Secured Variable Funding Notes (the “Series 2022-1 Class A-1 Notes“), which will allow the primary issuer to borrow amounts from time to time on a revolving basis. The Series 2022-1 Class A-1 Notes will replace the Series 2019 Variable Funding Senior Secured Notes -1 of the Company’s existing $150 million, Category A -1.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the 2022 Bonds or any other securities. The 2022 Bonds to be offered have not been and will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the requirements of registration of the Securities Act of 1933.
About Jack in the Box Inc.
Jack in the Box Inc. (NASDAQ: JACK), based in San Diego, is a restaurant company that operates and franchises Jack in the Box® restaurants, one of the nation’s largest hamburger chains, with more than 2 200 restaurants in 21 states and Guam. . For more information on franchise opportunities with Jack in the Box, visit JackintheBoxFranchising.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements can be identified by words such as “anticipate”, “believe”, “estimate”, “expect”, “anticipate”, “objectives”, “direction”, “intend”, “plan”, “project”, “may”, “will”, “would” and similar expressions. These statements are based on management’s current expectations, estimates, forecasts and projections regarding our business and the industry in which we operate. These estimates and assumptions involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control.Factors that may cause our actual results to differ materially from any forward-looking statements include, but not limited to: potential impacts on our business and operations resulting from the COVID-19 pandemic, the success of new products, marketing initiatives and restaurant renovations and drive-thru improvements; impact of competition, unemployment, trends in consumer spending habits and raw material costs; the company’s ability to achieve and manage its expected growth, which is affected by the availability of a sufficient number of suitable new restaurant sites, the performance of new restaurants, the risks associated with expanding into new markets and the successful development of franchises; the ability to attract, train and retain the best performing personnel, the risk of litigation; risks related to disagreements with franchisees; supply chain disruption; food safety incidents or negative publicity impacting the company’s brand reputation; increased regulatory and legal complexities, including federal, state and local policies regarding mitigation strategies to control the COVID-19 pandemic, risks associated with the amount and terms of securitized debt issued by certain of our owned subsidiaries exclusive; and stock market volatility. These and other factors are discussed in the company’s annual report on Form 10-K and its periodic reports on Form 10-Q filed with the Securities and Exchange Commission, which are available online at http:/ /investors.jackinthebox.com or in hard copy. copy on request. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information or otherwise.