factual

Who acquired all of the equity of Topco as a result of the Out-of-Court Restructuring involving Checkersrallys?

Checkersrallys Franchise · 2025 FDD

Answer from 2025 FDD Document

On June 5, 2023, Burger BossCo, Holdings, CDI, and certain of their affiliates commenced solicitation of consents to an out-of-court restructuring of the capital structure of Burger BossCo (the "Out-of-Court Restructuring") from holders of (a) loans under that certain Amended and Restated First Lien Credit Agreement, dated as of August 21, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the "First Lien Credit Agreement" and such loans, the "First Lien Loans"), by and among Holdings, Burger BossCo, the lenders from time to time party to the First Lien Credit Agreement (the "First Lien Lenders"), and Jefferies Finance LLC, as administrative agent and collateral agent for the First Lien Lenders, and (b) loans under that certain Amended and Restated Second Lien Credit Agreement, dated as of August 21, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the "Second Lien Credit Agreement" and such loans, the "Second Lien Loans"), by and among Holdings, Burger BossCo, the lenders from time to time party to the Second Lien Credit Agreement (the "Second Lien Lenders"), and Wilmington Trust, National Association, as administrative agent and collateral agent for the Second Lien Lenders. Checkers obtained consents to the Out-of-Court Restructuring from all of the First Lien Lenders and all of the Second Lien Lenders and consummated the Out-of-Court Restructuring on June 16, 2023, whereby Burger BossCo and its subsidiaries were deconsolidated from BossCo Holdings, newly issued equity of Burger BossCo was issued to Checkers Topco, LLC ("Topco"), the secured creditors of Holdings and Burger BossCo acquired all of the equity of Topco, and the equity of Burger BossCo owned by BossCo Holdings was repurchased by Burger BossCo for a nominal amount.

Source: Item 21 — FINANCIAL STATEMENTS (FDD page 91)

What This Means (2025 FDD)

According to Checkersrallys's 2025 Franchise Disclosure Document, the secured creditors of Holdings and Burger BossCo acquired all of the equity of Topco as a result of the Out-of-Court Restructuring that was consummated on June 16, 2023. This restructuring involved Checkersrallys obtaining consents from First Lien Lenders and Second Lien Lenders.

This restructuring was initiated on June 5, 2023, by Burger BossCo, Holdings, CDI, and their affiliates, who sought consents for an out-of-court restructuring of Burger BossCo's capital structure. The consents were obtained from holders of loans under the First Lien Credit Agreement and the Second Lien Credit Agreement.

The Out-of-Court Restructuring led to Burger BossCo and its subsidiaries being deconsolidated from BossCo Holdings. Newly issued equity of Burger BossCo was issued to Checkers Topco, LLC ("Topco"). Additionally, the equity of Burger BossCo owned by BossCo Holdings was repurchased by Burger BossCo for a nominal amount.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.