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NPC International agrees to sale of its Wendy’s, Pizza Hut assets

PITTSBURG, Kan. – NPC sells its assets in a $801 million deal with Flynn Restaurant Group.

NPC International, Inc., headquartered in Leawood, Kansas, was the largest franchisee of both Pizza Hut and Wendy’s. It was also the second largest restaurant franchisee overall in the U.S., operating over 1,300 restaurants in 30 states and the district of Columbia.

In January 2021, the United States Bankruptcy Court approved the company’s request. NPC announced the sale transaction with Flynn Restaurant Group and Wendy’s International, LLC in March 2021.

“I’d like to offer my sincere thanks to our employees across our shared services, Pizza Hut and Wendy’s teams for their incredible hard work, dedication and support, especially during the past year,” said Jon Weber, CEO of NPC’s Pizza Hut and Wendy’s divisions. “I have been so proud of the way our entire NPC team rose to the occasion time after time to keep our operations running smoothly and to continue serving our guests with excellence during a restructuring process in the midst of a global pandemic. I also want to express my deep appreciation and gratitude to the NPC management team and Board of Directors for their outstanding leadership and many contributions during this time. Finally, I’d also like to thank our team of capable advisors for their expert guidance and counsel, which along with the steadfast commitment and support of our creditors, was instrumental to our ability to successfully and efficiently complete the Chapter 11 process. Looking ahead, I’m confident that our Pizza Hut and Wendy’s teams are in capable hands with their new owners. I wish them great success with both brands.”

KOAM has reached out to NPC to learn more about the future for its employees in Pittsburg, Kansas. According to a release, the Purchasers have agreed to offer positions of employment to all of NPC’s restaurant field operations employees and substantially all other non-field NPC employees.

Additional information from NPC

The asset purchase agreements and all relevant Court filings and other documents related to the sale process and the restructuring process are available at http://dm.epiq11.com/NPC; or by calling NPC’s restructuring information line at (855) 917-3563 (Toll free U.S.) or +1 (503) 502-4403 for (Non-U.S. Parties) or sending an email to NPCInquiries@epiqglobal.com.

Weil, Gotshal & Manges LLP is acting as NPC’s legal counsel, Greenhill & Co., LLC is acting as financial advisor, AlixPartners LLP is serving as restructuring advisor, A&G Realty is acting as real estate advisor to the Company, and The Cypress Group is acting as quick-service restaurant M&A advisor in connection with the transaction.

Gibson, Dunn & Crutcher LLP, Houlihan Lokey Capital, Inc., and Beyond Development Group are respectively acting as legal counsel, financial advisor, and quick-service restaurant development advisor to NPC’s senior secured lender group in connection with NPC’s restructuring.

More about the agreement

The combined purchase price of the two sale transactions is approximately $801 million. The asset purchase agreements filed with the Court today provide for the following:

  • Flynn will acquire over 925 of NPC’s Pizza Hut restaurants; about half of NPC’s Wendy’s restaurants; and substantially all of NPC’s shared service assets.
  • Wendy’s will acquire NPC’s remaining Wendy’s restaurants and assign the right to acquire restaurants to five current Wendy’s franchisees (the “Wendy’s Purchasers,” and together with Flynn, the “Purchasers”).
  • The Purchasers have agreed to offer positions of employment to all of NPC’s restaurant field operations employees and substantially all other non-field NPC employees.

Subject to Court approval, the execution of definitive documentation, and the approval of certain matters subject to Wendy’s and Pizza Hut’s consent of Flynn Restaurant Group as a new franchisee, the sale transactions are expected to close by the end of the second quarter of 2021.

Additional Information

As previously announced, on July 1, 2020, NPC and certain of its affiliates and subsidiaries filed voluntary petitions to restructure under chapter 11. The asset purchase agreements and all relevant Court filings and other documents related to the sale process and the restructuring process are available at http://dm.epiq11.com/NPC; or by calling NPC’s restructuring information line at (855) 917-3563 (Toll free U.S.) or +1 (503) 502-4403 for (Non-U.S. Parties) or sending an email to NPCInquiries@epiqglobal.com.

Weil, Gotshal & Manges LLP is acting as NPC’s legal counsel, Greenhill & Co., LLC is acting as financial advisor, AlixPartners LLP is serving as restructuring advisor, A&G Realty is acting as real estate advisor to the Company, and The Cypress Group is acting as quick-service restaurant M&A advisor in connection with the transaction.

Davis Wright Tremaine LLP and Kirkland & Ellis LLP are serving as legal counsel to Flynn Restaurant Group LP.

Cleary, Gottlieb, Steen & Hamilton LLP is acting as legal counsel, and Jefferies LLC is acting as financial advisor to Wendy’s.

McDermott, Will & Emery LLP is acting as legal counsel, and FTI is acting as financial advisor to Pizza Hut, LLC.

About NPC International

NPC International, Inc. is the largest franchisee of both Pizza Hut and Wendy’s as well as the second largest restaurant franchisee overall in the U.S., operating over 1,300 restaurants in 30 states and the district of Columbia. The Company, which is headquartered in Leawood, Kansas and has a shared services center located in Pittsburg, Kansas, generates approximately $1.5 billion in sales and has more than 30,000 full and part time employees.

About Flynn Restaurant Group LP

With more than 1,200 Applebee’s, Taco Bell, Panera, and Arby’s restaurants generating $2.3 billion in sales and directly employing more than 48,000 people in 33 states, Flynn Restaurant Group is the largest franchise operator in the United States. Proforma for its acquisition of approximately 1,150 Pizza Hut and Wendy’s restaurants from NPC, FRG will operate over 2,350 restaurants generating $3.5 billion in sales and employing more than 70,000 people in 45 states and the District of Columbia.

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