Declares Record Date of April 26, 2012 and Share Distribution Date
of May 7, 2012
SYRACUSE, N.Y.--(BUSINESS WIRE)--
Carrols Restaurant Group, Inc. (Nasdaq: TAST or "Carrols") today
announced that its Board of Directors has given final approval to the
spin-off of Fiesta Restaurant Group, Inc. ("Fiesta"), an indirect
wholly-owned subsidiary that operates the Pollo Tropical® and
Taco Cabana® restaurant businesses. The spin-off will be
completed through a tax-free dividend of the common stock of Fiesta to
The distribution of the Fiesta common stock is expected to occur on May
7, 2012, with each Carrols' stockholder receiving one share of Fiesta
common stock for every share of Carrols common stock held of record at
the close of business on April 26, 2012, the record date of the
The spin-off is subject to satisfaction or waiver of customary
conditions set forth in a separation and distribution agreement as filed
with the Securities and Exchange Commission by Fiesta and Carrols.
Immediately following the distribution, Carrols Restaurant Group's
stockholders will own 100% of the outstanding common stock of Fiesta
Carrols Restaurant Group has received a private letter ruling from the
Internal Revenue Service with respect to the tax-free status of the
distribution Fiesta Restaurant Group's registration statement on Form 10
was declared effective by the Securities and Exchange Commission on
April 25, 2012.
The common stock of Fiesta Restaurant Group will begin trading on a
"when issued" basis on The NASDAQ Global Select Market on April 26, 2012
under the symbol "FRGI" and will begin trading on a "regular way" basis
on May 8, 2012. Carrols Restaurant Group common stock will continue to
trade on The NASDAQ Global Market under the symbol "TAST."
About Carrols Restaurant Group, Inc.
Carrols Restaurant Group, Inc. is Burger King Corporation's largest
franchisee with 297 Burger King® restaurants as of April 1,
2012 and has operated Burger King restaurants since 1976. For more
information on Carrols, please visit the company's website at www.carrols.com.
About Fiesta Restaurant Group, Inc.
Fiesta Restaurant Group, Inc. owns and operates the Pollo Tropical and
Taco Cabana restaurant businesses with 243 company-owned and operated
restaurants at April 1, 2012 and 38 franchised restaurants in the United
States, Puerto Rico, Ecuador, Honduras, Trinidad, the Bahamas, Venezuela
and Costa Rica. For more information on Fiesta, please visit the
company's website at www.frgi.com.
Except for the historical information contained in this news release,
the matters addressed are forward-looking statements. Forward-looking
statements, written, oral or otherwise made, represent the Company's
expectation or belief concerning future events. Without limiting the
foregoing, these statements are often identified by the words "may,"
"might," "believes," "thinks," "anticipates," "plans," "expects",
"intends" or similar expressions. In addition, expressions of our
strategies, intentions or plans, (including, without limitation, the
Company's spin-off transaction) are also forward-looking statements.
Such statements reflect management's current views with respect to
future events and are subject to risks and uncertainties, both known and
unknown. You are cautioned not to place undue reliance on these
forward-looking statements as there are important factors that could
cause actual results to differ materially from those in forward-looking
statements, many of which are beyond our control. Investors are referred
to the full discussion of risks and uncertainties as included in the
Company's and Fiesta Restaurant Group's filings with the Securities and
Carrols Restaurant Group, Inc.
Source: Carrols Restaurant Group, Inc.
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