factual

Can a publicly held entity be a transferee of a Noodles & Company franchise?

Noodles_Company Franchise · 2025 FDD

Answer from 2025 FDD Document

  • (c) the proposed transferee may not be, or become, an entity, or be, or become, affiliated with an entity, that is a Publicly Held Entity;

  • (d) the proposed transferee may not be an entity, or be affiliated with an entity, that is required to comply with reporting and information requirements of the Securities Exchange Act of 1934, as amended or other Publicly Held Entity;

Source: Item 23 — RECEIPT (FDD pages 99–350)

What This Means (2025 FDD)

According to Noodles & Company's 2025 Franchise Disclosure Document, a publicly held entity cannot be a transferee of a Noodles & Company franchise. Specifically, the document states that the proposed transferee may not be, or become, an entity, or be, or become, affiliated with an entity, that is a Publicly Held Entity. This restriction is in place to ensure that the transferee meets Noodles & Company's standards for approval.

This requirement is further reinforced by the condition that the proposed transferee may not be an entity, or be affiliated with an entity, that is required to comply with reporting and information requirements of the Securities Exchange Act of 1934, as amended, or other Publicly Held Entity. This stipulation ensures that the transferee is not subject to the regulations and oversight associated with publicly traded companies, which may conflict with Noodles & Company's operational and business standards.

For a prospective Noodles & Company franchisee, this means that if they plan to transfer their franchise in the future, the potential transferee cannot be a publicly held entity or affiliated with one. This restriction limits the pool of potential buyers to private entities and individuals who meet Noodles & Company's criteria for financial stability, business experience, and good character. It is important for franchisees to keep this restriction in mind when considering potential exit strategies or succession plans for their Noodles & Company franchise.

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.