Denny’s Stockholders to Obtain $6.25 Per Share in Money, Delivering Vital, Close to-Time period and Sure Money Worth
Buy Value Represents Premium of 52.1% to Closing Value on Monday, November 3 and 36.8% Premium to 90-Day VWAP
Spartanburg, SC and New York (RestaurantNews.com) Denny’s Company (the “Firm” or “Denny’s”) (NASDAQ: DENN), proprietor and operator of Denny’s Inc. and Keke’s Inc., immediately introduced that it has entered right into a definitive settlement to be acquired by a gaggle consisting of TriArtisan Capital Advisors LLC (“TriArtisan”), a longtime New York-based non-public fairness funding agency and skilled investor in world restaurant and hospitality property, Treville Capital Group (“Treville”), a number one funding agency targeted on various property, and Yadav Enterprises, Inc. (“Yadav Enterprises”), owner-operator of roughly 550 eating places nationwide and one of many largest Denny’s franchisees, in an all-cash transaction with an enterprise worth of roughly $620 million.
Below the phrases of the settlement, which was unanimously accredited by the Denny’s Board of Administrators, Denny’s stockholders will obtain $6.25 per share in money for every share of Denny’s frequent inventory they personal. The acquisition worth represents a 52.1% premium to Denny’s’ closing inventory worth on Monday, November 3, 2025, the final full buying and selling day previous to the transaction announcement, and a 36.8% premium to the Firm’s 90-day volume-weighted common share worth for the interval ended November 3, 2025.
TriArtisan brings deep expertise investing in full-service, world eating and leisure ideas, similar to P.F. Chang’s, offering sources to put money into their manufacturers, assist franchisees and assist them develop their companies. Treville is another asset supervisor that leverages its platform and deep sector experience to offer personalized options for corporations. Yadav Enterprises, led by Anil Yadav, brings important expertise and a 30-plus-year document of success throughout a wide range of restaurant ideas, together with as a Denny’s franchisee. Upon completion of the transaction, Denny’s will turn into a privately held firm.
“We’re happy to enter this transaction, which delivers important, near-term and sure money worth to our stockholders,” mentioned Kelli Valade, Chief Govt Officer of Denny’s Company. “After receiving indications of curiosity from TriArtisan, the Board carried out a radical evaluate of strategic options to maximise worth with the help of exterior advisors. As a part of the evaluate, the Firm reached out to greater than 40 potential patrons and in the end acquired a number of gives. The Board evaluated any potential transaction towards Denny’s standalone plan and all exterior strategic options. After cautious consideration of all choices and in session with exterior monetary and authorized advisors, the Board is assured the transaction maximizes worth and has decided it’s honest to and in the very best pursuits of stockholders and represents the very best path ahead for the Firm.”
“Denny’s has a powerful basis as America’s Diner, and I’m pleased with the essential progress we now have made throughout our Denny’s and Keke’s platforms whereas navigating a dynamic client surroundings,” Valade continued. “This transaction delivers significant worth to our stockholders and is a testomony to the unimaginable work of our groups and franchisees, who’ve helped us innovate and meet our visitors the place they’re. TriArtisan and Yadav Enterprises are skilled stewards of main restaurant manufacturers, and we’re excited to work with them as we proceed delighting our visitors.”
“Denny’s is an iconic piece of the American dream, with a famend model, a powerful franchise base and constant prospects,” mentioned Rohit Manocha, Co-Founder and Managing Director at TriArtisan. “Our workforce has important funding expertise within the restaurant trade and our acquisition of Denny’s builds on our success with different full-service restaurant ideas. We look ahead to working with Kelli and the remainder of the Denny’s workforce and franchisees to offer sources and assist the Firm’s long-term strategic development plans.”
Transaction Particulars
The transaction is predicted to shut within the first quarter of 2026, topic to customary closing situations, together with approval by the Firm’s stockholders and satisfaction of regulatory approvals.
Upon completion of the transaction, Denny’s frequent inventory will not be listed on the Nasdaq.
Advisors
Truist Securities is serving as monetary advisor to Denny’s Company, and Morgan, Lewis & Bockius LLP, Sidley Austin LLP and Caiola & Rose, LLC are serving as its authorized advisors. Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to Denny’s Company.
International Leisure Companions LLP is serving as monetary advisor to TriArtisan, and Ropes & Grey LLP is serving as its authorized counsel.
Choate, Corridor & Stewart LLP is serving as Treville’s authorized counsel.
About Denny’s Company
Denny’s Company is one among America’s largest full-service restaurant manufacturers primarily based on variety of eating places. As of June 25, 2025, the Firm consisted of 1,558 eating places, 1,474 of which had been franchised and licensed eating places and 84 of which had been firm operated.
The Firm consists of the Denny’s model and the Keke’s model. As of June 25, 2025, the Denny’s model consisted of 1,484 world eating places, 1,422 of which had been franchised and licensed eating places and 62 of which had been firm operated. As of June 25, 2025, the Keke’s model consisted of 74 eating places, 52 of which had been franchised eating places and 22 of which had been firm operated.
For additional data on Denny’s Company, together with information releases, hyperlinks to SEC filings, and different monetary data, please go to investor.Dennys.com.
About TriArtisan Capital Advisors
TriArtisan Capital Advisors is a longtime, New York-based non-public fairness agency. Based in 2002 as TriArtisan Capital Companions, TriArtisan gives versatile institutional capital to put money into corporations requiring a broad vary of funding wants. In every of its investments, TriArtisan companions with high-quality administration groups and founders to assist them in attaining returns for its institutional and administration companions. For extra data, please go to the agency’s web site at www.triartisan.com.
For inquiries concerning this transaction, please contact clientservices@triartisan.com.
About Treville Capital Group LLC
Treville Capital Group LLC is another asset supervisor that gives financing to high-growth, credit score worthy corporations with a deal with asset-based credit score, capital options, and enterprise capital. Treville’s credit score enterprise, Treville Capital Administration LLC, gives versatile and artistic capital options for rising corporations searching for options to conventional types of debt or fairness. Treville was based in 2014 and seeks to leverage its platform to offer personalized options for corporations throughout the capital construction. For extra data, please go to www.treville.com
About Yadav Enterprises
Yadav Enterprises Inc. operates greater than 310 franchise eating places together with Jack within the Field, Denny’s, and TGI Friday’s, and owns the Taco Cabana model, a fast-casual, Tex-Mex restaurant model consisting of 150 places, and Nick the Greek, a fast-casual, Greek restaurant idea consisting of 90 places.
Further Data Relating to the Proposed Transaction and The place to Discover It
In reference to the proposed transaction between Denny’s Company and TriArtisan Capital Advisors LLC, Denny’s Company will file with the Securities and Change Fee (the “SEC”) a proxy assertion on Schedule 14A referring to a particular assembly of its stockholders. Moreover, Denny’s Company could file different related supplies with the SEC in reference to the proposed transaction. INVESTORS AND SECURITYHOLDERS OF THE COMPANY ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT MATERIALS FILED OR THAT WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE MATERIALS AND DOCUMENTS INCORPORATED BY REFERENCE THEREIN, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. A definitive Proxy Assertion might be despatched to the Firm’s stockholders. Buyers and securityholders will be capable of get hold of the Proxy Assertion freed from cost from the SEC’s web site or from the Firm. The paperwork filed by the Firm with the SEC could also be obtained freed from cost on the Firm’s web site on the Investor Relations part of or on the SEC’s web site at www.sec.gov. These paperwork may additionally be obtained freed from cost from the Firm by requesting them from Investor Relations by e-mail at ir@dennys.com, or by phone at 877.784.7167. This doc shall not represent a proposal to promote or the solicitation of a proposal to purchase any securities, nor shall there be any sale of securities in any jurisdiction during which such supply, solicitation or sale can be illegal previous to registration or qualification beneath the securities legal guidelines of any such jurisdiction. No providing of securities shall be made besides via a prospectus assembly the necessities of the Securities Act of 1933, as amended.
Members within the Solicitation
Denny’s Company and sure of its administrators and govt officers could also be deemed to be members within the solicitation of proxies from the stockholders of Denny’s Company in respect of the proposed transaction and another issues to be voted on on the particular assembly. Details about TriArtisan Capital Advisors LLC’s administrators and govt officers, together with an outline of their direct pursuits, by safety holdings or in any other case, might be included within the proxy assertion (when accessible). Details about Denny’s Company and its administrators and govt officers might be present in (i) Denny’s Company’s Annual Report on Kind 10-Okay for the fiscal 12 months ended December 25, 2024, which was filed with the SEC on February 24, 2025, (ii) Denny’s Company’s proxy assertion for its 2025 annual assembly of stockholders, which was filed with the SEC on April 3, 2025, and (iii) Denny’s Company’s different filings with the SEC, together with any statements of useful possession on Kind 3, Kind 4 or Kind 5, which can be obtained freed from cost on EDGAR at www.sec.gov and the Denny’s Company web site at
No Provide or Solicitation
This communication shall not represent a proposal to promote or the solicitation of a proposal to promote or the solicitation of a proposal to purchase any securities, nor shall there be any sale of securities in any jurisdiction during which such supply, solicitation, or sale can be illegal previous to registration or qualification beneath the securities legal guidelines of any such jurisdiction. No supply of securities shall be made besides via a prospectus assembly the necessities of Part 10 of the Securities Act of 1933, as amended.
Cautionary Assertion Relating to Ahead-Trying Statements
This doc incorporates forward-looking statements, together with statements concerning the proposed transaction. Now and again, oral or written forward-looking statements may additionally be included in different data launched to the general public. These forward-looking statements are meant to offer administration’s present expectations or plans for our future working and monetary efficiency, primarily based on assumptions at present believed to be legitimate. Ahead-looking statements usually include phrases similar to “could,” “can,” “might,” “would,” “ought to,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “believes,” “seeks,” “will,” “is prone to,” “scheduled,” “positioned to,” “proceed,” “forecast,” “purpose,” “aim,” “goal,” “predicting,” “projection,” “potential” or comparable expressions, though not all forward-looking statements include these phrases. Ahead-looking statements could embrace references to objectives, plans, methods, goals, projected prices or financial savings, anticipated future efficiency, outcomes, occasions or transactions of the Firm and the anticipated timing of the proposed transaction and different statements that aren’t strictly historic in nature. These forward-looking statements are primarily based on administration’s present expectations, forecasts and assumptions and will in the end show inaccurate. This implies the forward-looking statements contain quite a lot of dangers and uncertainties that might trigger precise outcomes to vary materially from these expressed or implied within the forward-looking statements, together with, however not restricted to: uncertainties as to the timing of the proposed transaction; uncertainties as to how most of the Firm’s stockholders will vote in favor of the proposed transaction together with the chance that the Firm’s stockholders could not approve the proposed transaction; the chance that competing gives might be made; the power to obtain the required consents and regulatory approvals for the proposed transaction and to fulfill the opposite situations to the closing of the transaction on a well timed foundation or in any respect; the chance that, previous to the completion of the transaction, the Firm’s enterprise and its relationships with staff, collaborators, distributors and different enterprise companions might expertise important disruption as a consequence of transaction-related uncertainty; the chance that stockholder litigation in reference to the transaction could end in important prices of protection, indemnification and legal responsibility; detrimental results of the announcement of the transaction in the marketplace worth of Firm Shares and/or on the Firm’s enterprise, monetary situation, outcomes of operations and monetary efficiency; and the power of the Firm to retain and rent key personnel; and the dangers and uncertainties pertaining to the Firm’s enterprise, together with these detailed beneath “Threat Elements” and elsewhere within the Firm’s public periodic filings with the SEC. There might be no assurance that the proposed transaction or another transaction described above will actually be consummated within the method described or in any respect. Stockholders, potential traders and different readers are urged to contemplate these dangers and uncertainties in evaluating forward-looking statements and are cautioned to not place undue reliance on the forward-looking statements. It isn’t doable to anticipate or foresee all dangers and uncertainties, and traders mustn’t think about any listing of dangers and uncertainties to be exhaustive or full. For extra data on figuring out elements which will trigger precise outcomes to fluctuate materially from these said in forward-looking statements, please see the Firm’s statements and studies on Types 10-Okay, 10-Q and 8-Okay filed with or furnished to the SEC and different written statements made by the Firm every so often. The forward-looking data herein is given as of this date solely and is certified in its entirety by this cautionary assertion, and the Firm undertakes no obligation to revise or replace it.
Investor Contact: 877-784-7167
Media Contacts: 864-597-8005
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212-355-4449
Joele Frank, Wilkinson Brimmer Katcher
