BOBS ISS Recommends Brazil Fast Food Corp. Vote in Favor of Proposed Merger
Brazil Fast Food Corp. (OTC Markets: BOBS) (the “Company”), the second largest fast-food restaurant chain in Brazil with 1,057 points of sale, today announced that Institutional Shareholder Services (“ISS”), a leading provider of corporate governance and proxy voting services, has recommended that the holders of common shares of the Company vote “FOR” the proposal to adopt the merger agreement pursuant to which certain shareholders representing approximately 74% of the Company’s outstanding shares would acquire all outstanding shares of the Company at a price of US$15.50 in cash per share.
The stockholder vote on the merger agreement will take place at a meeting to be held on November 20, 2013.
A proxy statement has been released by the Company and mailed to all stockholders. The proxy statement is also available online at the Company's website at www.bffc.com.br. Stockholders are urged to read carefully the proxy statement and any other relevant documents made available by the Company in connection with the proposed merger, because they contain important information about the Company and the proposed merger.
Stockholders who have read the proxy statement and have questions can contact either the Company's investor relations group, CCG Investor Relations, at +1-646-213-1915, or the information agent for the merger, D.F. King & Co., Inc., at info@dfking.com or +1-800- 901-0068.
The Company will be discussing the Proposed Transaction with analysts and investors on a conference call at 10:00 am Eastern time on November 7th. Instructions for accessing the conference call and accompanying slides will be available on November 6, 2013 at the Company’s website at www.bffc.com.br.
About Brazil Fast Food Corp.
Brazil Fast Food Corp., through its holding company in Brazil, BFFC do Brasil Participações Ltda. (“BFFC do Brasil”, formerly 22N Participações Ltda.), and its subsidiaries, manage one of the largest food service groups in Brazil and franchise units in Angola and Chile. Operating under (i) the Bob’s brand, (ii) the Yoggi brand, (iii) KFC and Pizza Hut São Paulo, as franchisee of Yum! Brands Brazil, and (iv) Doggis, as master franchisee of Gastronomia & Negócios S.A. (former Grupo de Empresas Doggis S.A.), our subsidiaries are Venbo Comércio de Alimentos Ltda. (“Venbo”), LM Comércio de Alimentos Ltda. (“LM”), PCN Comércio de Alimentos Ltda. (“PCN”), CFK Comércio de Alimentos Ltda. (“CFK”, former Clematis Indústria e Comércio de Alimentos e Participações Ltda.), CFK São Paulo Comércio de Alimentos Ltda. (“CFK SP”), MPSC Comércio de Alimentos Ltda. (“MPSC”), FCK Comércio de Alimentos Ltda. (“FCK”, former Suprilog Logística Ltda.), DGS Comércio de Alimentos Ltda. (“DGS”), Yoggi do Brasil Ltda. (“Yoggi”), Schott Comércio de Alimentos Ltda. (“Schott”), Little Boss Comércio de Alimentos Ltda. (“Little Boss”), CLFL Comércio de Alimentos Ltda. (“CLFL”) and Internacional Restaurantes do Brasil S.A. (“IRB”). IRB has 40% of its capital held by Mascali Participações Ltda., another Brazilian limited liability company, whose main partner is the CEO of IRB.
Safe Harbor Statement
This press release contains forward-looking statements within the meanings of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, and within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve known or unknown risks, uncertainties and other factors that may cause the actual results to differ materially from those expressed or implied by such forward looking statements. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see the disclosures in the Company's financial reports, including the risk factors contained in the Company's most recent annual report and quarterly reports available on its website www.bffc.com.br.
Brazil Fast Food Corp.
Lilianne Borges
+55-21-2536-7501 (Brazil)
ir@bffc.com.br
www.bffc.com.br
or
CCG Investor Relations Inc.
Crocker Coulson, President
646-213-1915 (New York)
crocker.coulson@ccgir.com
www.ccgir.com
Brazil Fast Food Corp. (OTC Markets: BOBS) (the “Company”), the second largest fast-food restaurant chain in Brazil with 1,057 points of sale, today announced that Institutional Shareholder Services (“ISS”), a leading provider of corporate governance and proxy voting services, has recommended that the holders of common shares of the Company vote “FOR” the proposal to adopt the merger agreement pursuant to which certain shareholders representing approximately 74% of the Company’s outstanding shares would acquire all outstanding shares of the Company at a price of US$15.50 in cash per share.
The stockholder vote on the merger agreement will take place at a meeting to be held on November 20, 2013.
A proxy statement has been released by the Company and mailed to all stockholders. The proxy statement is also available online at the Company's website at www.bffc.com.br. Stockholders are urged to read carefully the proxy statement and any other relevant documents made available by the Company in connection with the proposed merger, because they contain important information about the Company and the proposed merger.
Stockholders who have read the proxy statement and have questions can contact either the Company's investor relations group, CCG Investor Relations, at +1-646-213-1915, or the information agent for the merger, D.F. King & Co., Inc., at info@dfking.com or +1-800- 901-0068.
The Company will be discussing the Proposed Transaction with analysts and investors on a conference call at 10:00 am Eastern time on November 7th. Instructions for accessing the conference call and accompanying slides will be available on November 6, 2013 at the Company’s website at www.bffc.com.br.
About Brazil Fast Food Corp.
Brazil Fast Food Corp., through its holding company in Brazil, BFFC do Brasil Participações Ltda. (“BFFC do Brasil”, formerly 22N Participações Ltda.), and its subsidiaries, manage one of the largest food service groups in Brazil and franchise units in Angola and Chile. Operating under (i) the Bob’s brand, (ii) the Yoggi brand, (iii) KFC and Pizza Hut São Paulo, as franchisee of Yum! Brands Brazil, and (iv) Doggis, as master franchisee of Gastronomia & Negócios S.A. (former Grupo de Empresas Doggis S.A.), our subsidiaries are Venbo Comércio de Alimentos Ltda. (“Venbo”), LM Comércio de Alimentos Ltda. (“LM”), PCN Comércio de Alimentos Ltda. (“PCN”), CFK Comércio de Alimentos Ltda. (“CFK”, former Clematis Indústria e Comércio de Alimentos e Participações Ltda.), CFK São Paulo Comércio de Alimentos Ltda. (“CFK SP”), MPSC Comércio de Alimentos Ltda. (“MPSC”), FCK Comércio de Alimentos Ltda. (“FCK”, former Suprilog Logística Ltda.), DGS Comércio de Alimentos Ltda. (“DGS”), Yoggi do Brasil Ltda. (“Yoggi”), Schott Comércio de Alimentos Ltda. (“Schott”), Little Boss Comércio de Alimentos Ltda. (“Little Boss”), CLFL Comércio de Alimentos Ltda. (“CLFL”) and Internacional Restaurantes do Brasil S.A. (“IRB”). IRB has 40% of its capital held by Mascali Participações Ltda., another Brazilian limited liability company, whose main partner is the CEO of IRB.
Safe Harbor Statement
This press release contains forward-looking statements within the meanings of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, and within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve known or unknown risks, uncertainties and other factors that may cause the actual results to differ materially from those expressed or implied by such forward looking statements. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see the disclosures in the Company's financial reports, including the risk factors contained in the Company's most recent annual report and quarterly reports available on its website www.bffc.com.br.
Brazil Fast Food Corp.
Lilianne Borges
+55-21-2536-7501 (Brazil)
ir@bffc.com.br
www.bffc.com.br
or
CCG Investor Relations Inc.
Crocker Coulson, President
646-213-1915 (New York)
crocker.coulson@ccgir.com
www.ccgir.com
