Who ultimately controlled BossCo Holdings, the parent company of Checkersrallys after the merger?
Checkersrallys Franchise · 2025 FDDAnswer from 2025 FDD Document
On April 25, 2017, pursuant to the merger agreement (the "Merger Agreement") dated as of March 18, 2017, among Checkers Holdings, Inc. ("Holdings"), Oak Hill Capital Partners IV (Onshore), L.P., a Cayman Islands Exempted Limited Partner ("OHCP") and Burger BossCo, Inc ("Burger BossCo")., a Delaware corporation and a wholly owned subsidiary of OHCP ("Merger Sub") formed solely for the purpose of entering into the merger, Holdings was acquired by Merger Sub (the "Merger"). Following the Merger, Checkers and Rally's Restaurants, Inc. ("CRRI") merged with and into Holdings, with Holdings surviving such merger and becoming CDI's immediate parent. Pursuant to the Assignment and Assumption Agreement dated as of April 25, 2017, OHCP assigned all of its rights and future performance obligations under the Merger Agreement to Burger BossCo, a Delaware corporation that was established solely to consummate the acquisition. Pursuant to Amendment One to the Merger Agreement, Merger Sub merged with and into Holdings with Holdings as the surviving corporation. As a result of such merger, Holdings became a wholly owned subsidiary of Burger BossCo, which was a wholly owned subsidiary of Burger BossCo Holdings, Inc. ("BossCo Holdings" or "Parent"). BossCo Holdings was a holding company controlled by various funds operated by Oak Hill Capital Partners ("Oak Hill").
Source: Item 21 — FINANCIAL STATEMENTS (FDD page 91)
What This Means (2025 FDD)
According to Checkersrallys's 2025 Franchise Disclosure Document, after the merger on April 25, 2017, BossCo Holdings, Inc. became the holding company controlled by various funds operated by Oak Hill Capital Partners ("Oak Hill"). Specifically, Checkers Holdings, Inc. was acquired by Merger Sub, which was a wholly-owned subsidiary of OHCP (Oak Hill Capital Partners IV). Following the merger, Checkers and Rally's Restaurants, Inc. merged with and into Holdings. Holdings then became a wholly-owned subsidiary of Burger BossCo, which itself was a wholly-owned subsidiary of BossCo Holdings. Thus, BossCo Holdings was the parent company ultimately controlled by Oak Hill's funds.
This structure indicates that Oak Hill Capital Partners had significant influence over Checkersrallys through its control of BossCo Holdings. This control could impact various aspects of the franchise system, including strategic decisions, financial policies, and overall management direction. For a prospective franchisee, understanding the role and influence of private equity firms like Oak Hill is crucial, as their investment strategies and timelines can affect the long-term stability and growth of the franchise.
It's important to note that this structure was in place prior to the Out-of-Court Restructuring that Checkersrallys underwent in 2023. The document indicates a change in control occurred after this restructuring, with secured creditors of BossCo Holdings acquiring all of the equity of Topco. Therefore, the control by Oak Hill described in the quoted text is specific to the period before the restructuring.