Fiesta Restaurant Group, Inc., parent company of the Pollo Tropical® restaurant brand, is being acquired by Authentic Restaurant Brands (ARB). ARB is a holding company with a portfolio of restaurants including Primanti Bros Restaurant & Bar, P.J. Whelihan’s Pub & Restaurant and Mambo Seafood.
ARB is led by industry veterans including Chairman Alex Macedo and CEO Felipe Athayde. Upon closing the transaction, Fiesta will operate as a privately held company and Pollo Tropical will remain based in Miami, FL. Fiesta’s leadership team will continue to operate Pollo Tropical as an independent brand within the ARB platform.
Under the terms of the definitive merger agreement, which has been unanimously approved by Fiesta’s Board of Directors, Fiesta common stockholders will receive cash consideration of $8.50 per share.
“Our Board formed a Special Committee comprising independent directors that worked with outside advisors and conducted a comprehensive review of a wide range of strategic alternatives to maximize shareholder value,” said Stacey Rauch, Fiesta’s Chair of the Board of Directors. “The Special Committee and, ultimately, the full Fiesta Board of Directors, determined that this transaction delivers significant, immediate and certain value to Fiesta stockholders while providing Pollo Tropical the scale, resources and flexibility for continued success as part of a private company.”
Dirk Montgomery, Fiesta Restaurant Group President and Chief Executive Officer, said, “The transaction validates the actions we have taken to position Pollo Tropical in our markets, enhance the guest experience and improve performance across our footprint. With this transaction, Fiesta will be better positioned financially and operationally to advance our mission of providing great food and hospitality to our guests. Garnett Station has a proven track record of successfully identifying and partnering with iconic, regionally focused brands to help accelerate their growth. We look forward to working closely with Alex, Felipe and the rest of the Garnett Station and ARB teams and to benefiting from their extensive restaurant, digital and analytical expertise as we focus on supporting the success of our brand, franchisees and people.”
“We have been fans of Fiesta and their Pollo Tropical restaurants for some time,” said Alex Macedo, Chairman of Authentic Restaurant Brands. “Pollo Tropical restaurants are a mainstay on the dining scene throughout Florida, and we are confident that ARB is a perfect partner to harness the power of the brand for the future.”
“Fiesta and Pollo Tropical restaurants are a natural fit into ARB’s existing portfolio,” said Matt Perelman, Managing Partner and Co-Founder of Garnett Station Partners. “Pollo Tropical restaurants have a storied heritage and a deep-rooted connection with their local communities that perfectly align with ARB’s ethos and value proposition. ARB looks forward to working with Dirk and Fiesta’s leadership.”
Transaction Details
The transaction is expected to be completed in the fourth quarter of 2023 and is subject to approval by Fiesta's stockholders, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as other customary closing conditions. The definitive merger agreement also includes a 30-day “go shop” period that will allow the Company to affirmatively solicit alternative proposals from interested parties.