Durational Capital Management and The Jordan Company’s Acquisition of Bojangles

BofA Merrill Lynch acted as financial advisor and Shearman & Sterling LLP acted as legal counsel to Bojangles’ and its Board of Directors. Houlihan Lokey also acted as financial advisor to Bojangles’ and its Board of Directors. Citigroup Global Markets Inc. served as financial advisor to the consortium and, together with KKR Capital Markets LLC, provided fully committed financing in support of the transaction. Akin, Gump, Strauss & Feld LLP, Kirkland & Ellis LLP, and Seyfarth Shaw LLP acted as legal counsel in connection with the transaction.

Bojangles’, Inc. (NASDAQ: BOJA) has entered into a definitive agreement to be acquired by Durational Capital Management LP and The Jordan Company, L.P.

Under the terms of the agreement, Durational Capital Management LP and The Jordan Company, L.P. will acquire the Company in an all cash transaction. Bojangles’ stockholders will receive $16.10 per share, representing a 39% premium to the closing share price of February 12, 2018, a day prior to initial speculation regarding a potential transaction involving Bojangles’ and a premium of approximately 30% to the 90-day volume weighted average price ending on February 12, 2018.

The offer represents a 15% premium to the closing share price of September 27, 2018, a day prior to a published report that Bojangles’ is exploring strategic alternatives.

The acquisition, which has been unanimously approved by Bojangles’ Board of Directors, is subject to stockholder approval and other customary closing conditions. Concurrently with the execution of the acquisition agreement, Bojangles’ majority stockholder executed a customary voting agreement whereby it agreed (among other things) to vote its shares in favor of the acquisition. The transaction is expected to be completed in the first quarter of fiscal year 2019. Upon closing of the transaction, Bojangles’ will continue to be operated as an independent, privately-held company and will remain based in Charlotte, N.C.

Akin Gump Advises Durational Capital Management with a team including Jeffrey Kochian (Picture) and Trey Muldrow, Kim Rowe, Andrés Zambrano, Ross Karlik and law clerk Rebecca Ney.

Kirkland & Ellis represented Durational Capital Management LP and The Jordan Company, L.P in the financing with a team including financing partners Jason Kanner and Rachel Gray and associate Emmeline Hateley.

Shearman & Sterling advised Bojangles with a team including George Casey, Scott Petepiece, Richard Fischetti, Doreen Lilienfeld, Grace Jamgochian and Matthew Behrens.

Involved fees earner: Jeffrey Kochian – Akin Gump; Ackneil Muldrow – Akin Gump; Kimberly Donnelly Rowe – Akin Gump; Andrés Zambrano – Akin Gump; Ross Karlik – Akin Gump; Jason Kanner – Kirkland & Ellis; Rachel Gray – Kirkland & Ellis; Emmeline Hateley – Kirkland & Ellis; George Casey – Shearman & Sterling; Scott Petepiece – Shearman & Sterling; Richard Fischetti – Shearman & Sterling; Grace Jamgochian – Shearman & Sterling; Doreen Lilienfeld – Shearman & Sterling; Matthew Behrens – Shearman & Sterling;

Law Firms: Akin Gump; Kirkland & Ellis; Shearman & Sterling;

Clients: The Jordan Company (TJC); Duration Capital Management Advisors, Inc.; Bojangles’, Inc. ;

Author: Ambrogio Visconti