Exhibit 99.1
NEWS RELEASE
27680 Franklin Road • Southfield, Michigan 48034
FOR IMMEDIATE RELEASE
Diversified Restaurant Holdings Announces Closing
on Underwriters’ Over-Allotment Option in Connection with
Follow-On Equity Offering
SOUTHFIELD, MI, May 6, 2013 -- Diversified Restaurant Holdings, Inc. (NASDAQ: BAGR) ("DRH" or the "Company"), the creator, developer, and operator of the unique, full-service, ultra-casual restaurant and bar Bagger Dave's Legendary Burger Tavern® ("Bagger Dave's") and one of the largest franchisees for Buffalo Wild Wings® ("BWW"), announced today the exercise in full and closing on the underwriters’ over-allotment option for 900,000 shares of its common stock in connection with its follow-on equity offering, at a price to the public of $5.00 per share. The gross proceeds to DRH from the over-allotment were $4.5 million, before deducting underwriting discounts and commissions and other offering expenses. Total gross proceeds of the follow-on equity offering, a total of 6.9 million shares including the over-allotment, were $34.5 million, before deducting underwriting discounts and commissions and other offering expenses.
Dougherty & Company LLC served as sole bookrunner and lead underwriter for the offering. Feltl and Company, Inc. acted as co-manager for the offering.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission (“SEC”). The SEC declared the registration statement effective on April 17, 2013. This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The offering was made only by means of a prospectus filed with the SEC. A copy of the prospectus related to the offering can be obtained from the SEC’s website at www.sec.gov, from Dougherty & Company LLC at pmachmeier@doughertymarkets.com, or from Feltl and Company, Inc. at spbitzan@feltl.com.
About Diversified Restaurant Holdings
Diversified Restaurant Holdings, Inc. (“DRH” or the “Company”) is the creator, developer, and operator of the unique, full-service, ultra-casual restaurant concept, Bagger Dave’s Legendary Burger Tavern® (“Bagger Dave’s”) and one of the largest Buffalo Wild Wings® (“BWW”) franchisees. Between the two concepts, the Company currently operates 45 corporate-owned restaurants in Michigan, Florida, Illinois, and Indiana, and one franchised Bagger Dave’s in Missouri, for a total of 46 restaurants. The Company routinely posts news and other important information on its website at www.diversifiedrestaurantholdings.com.
Bagger Dave’s offers a full-service, family-friendly restaurant and bar with a casual, comfortable atmosphere. The menu features freshly-made burgers, accompanied by more than 30 toppings from which to choose, along with fresh-cut fries, hand-dipped milkshakes, and a selection of craft beer and wine. Signature items include Sloppy Dave’s BBQ®, Train Wreck Burger®, and Bagger Dave’s Amazingly Delicious Turkey Black Bean Chili®. The Bagger Dave’s concept emphasizes local flair by showcasing historical photos of the city in which each restaurant resides and features an electric train that runs above the dining room and bar areas. Currently, there are 11 corporate-owned locations and one franchised location. For more information, visit www.baggerdaves.com.
Diversified Restaurant Holdings Announces Closing on Underwriters’ Over-Allotment Option in Connection with Follow-On Equity Offering
May 6, 2013
Page 2 of 2
DRH operates 34 BWW restaurants: 16 in Michigan, 10 in Florida, 4 in Illinois and 4 in Indiana. The Company has opened 20 new BWW restaurants in fulfillment of its 32-restaurant Area Development Agreement (“ADA”) with franchisor Buffalo Wild Wings, Inc. (NASDAQ: BWLD). The remaining 12 restaurants under the ADA agreement, along with an additional franchise agreement in Indiana, suggest that the Company will operate 47 BWW restaurants by 2017.
Safe Harbor Statement
The information made available in this news release contains forward-looking statements which reflect DRH's current view of future events, results of operations, cash flows, performance, business prospects and opportunities. Wherever used, the words "anticipate," "believe," "expect," "intend," "plan," "project," "will continue," "will likely result," "may," and similar expressions identify forward-looking statements as such term is defined in the Securities Exchange Act of 1934. Any such forward-looking statements are subject to risks and uncertainties and the Company's actual growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities could differ materially from historical results or current expectations. Some of these risks include, without limitation, the impact of economic and industry conditions, competition, food and drug safety issues, store expansion and remodeling, labor relations issues, costs of providing employee benefits, regulatory matters, legal and administrative proceedings, information technology, security, severe weather, natural disasters, accounting matters, other risk factors relating to our business or industry and other risks detailed from time to time in the Securities and Exchange Commission filings of DRH. Forward-looking statements contained herein speak only as of the date made and, thus, DRH undertakes no obligation to update or publicly announce the revision of any of the forward-looking statements contained herein to reflect new information, future events, developments or changed circumstances or for any other reason.
|
For more information contact: |
|||
|
Investor Contact: |
Company Contact: | ||
|
Craig P. Mychajluk |
David G. Burke | ||
|
Kei Advisors LLC |
Chief Financial Officer | ||
|
Phone: 716.843.3832 |
Phone: 248.223.9160 | ||
|
Email: cmychajluk@keiadvisors.com |
|||
-###-