What was the closing date of the acquisition of Del Taco by the Company?
Del_Taco Franchise · 2025 FDDAnswer from 2025 FDD Document
, which allows us to not disclose the transaction price allocated to unsatisfied performance obligations when the transaction price is a sales-based royalty.
3. BUSINESS COMBINATION
On March 8, 2022 (the "Closing Date"), the Company acquired 100% of the outstanding equity interest of Del Taco for cash according to the terms and conditions of the Agreement and Plan of Merger, dated as of December 5, 2021 (the "Merger Agreement"). The acquisition of Del Taco has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations, with the Company treated as the accounting acquirer, which requires, among other things, that the assets acquired, and liabilities assumed be recognized at their acquisition date fair value. Jack in the Box acquired Del Taco as a part of the Company's goal to gain greater scale and accelerate growth.
In connection with the transaction, the Company repaid Del Taco's existing debt of $115.2 million related to a syndicated credit facility and Del Taco entered into a new syndicated credit facility.
The total purchase consideration for Del Taco was $593.3 million. Each share of Del Taco common stock issued and outstanding was converted into the right to receive $12.51 in cash without interest, less any applicable withholding taxes ("Merger Consideration"). Additionally, in connection with the transaction, each Del Taco equity award granted under Del Taco's equity compensation plans was either (i) converted into the right to receive Merger Consideration or (ii) converted into equity awards with respect to Jack in th
Source: Item 21 — FINANCIAL STATEMENTS (FDD page 58)
What This Means (2025 FDD)
According to Del Taco's 2025 Franchise Disclosure Document, the closing date of the acquisition of Del Taco Restaurants Inc. by the Company was March 8, 2022. On this date, the Company acquired 100% of the outstanding equity interest of Del Taco for cash, according to the terms and conditions outlined in the Agreement and Plan of Merger dated December 5, 2021. The total purchase consideration for Del Taco was $593.3 million. Each share of Del Taco common stock issued and outstanding was converted into the right to receive $12.51 in cash without interest, less any applicable withholding taxes.
The acquisition was accounted for using the acquisition method of accounting, with Jack in the Box treated as the accounting acquirer. This method requires that the assets acquired and liabilities assumed be recognized at their acquisition date fair value. The purpose of the acquisition was to enable Jack in the Box to gain greater scale and accelerate growth in the quick-service restaurant sector.
In connection with the transaction, Del Taco's existing debt of $115.2 million related to a syndicated credit facility was repaid. Del Taco then entered into a new syndicated credit facility. The acquisition was funded by cash on hand and borrowings under the Company's 2022 Class A-2 Notes and 2022 Variable Funding Notes. The Company incurred transaction costs of $12.3 million in fiscal year 2022 for advisory, legal, and consulting services related to the acquisition.