Simpson Thacher represented the initial purchasers, led by J.P. Morgan Securities LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, in connection with the offering by The Cheesecake Factory Incorporated (“The Cheesecake Factory”) of an aggregate principal amount of $575 million of 2.00% Convertible Senior Notes due 2030 (the “Convertible Notes”), inclusive of Convertible Notes sold pursuant to the initial purchasers’ full exercise of their option to purchase additional Convertible Notes.
The Cheesecake Factory used approximately $130.0 million of the net proceeds from the offering to repurchase approximately 2.4 million shares of its common stock concurrently with the pricing of the offering in privately negotiated transactions effected through one of the initial purchasers or its affiliate, as its agent. The Cheesecake Factory used approximately $290.0 million of the net proceeds from the offering to repurchase $276.0 million aggregate principal amount of its 0.375% Convertible Senior Notes due 2026 in privately negotiated transactions effected through one of the initial purchasers or its affiliate, as its agent, concurrently with the pricing of the offering. The Cheesecake Factory intends to use any remaining proceeds for general corporate purposes, including the repayment of debt under its revolving credit facility.
The Cheesecake Factory is a leader in experiential dining, and currently owns and operates 352 restaurants throughout the United States and Canada under brands including The Cheesecake Factory®, North Italia®, Flower Child® and a collection of other Fox Restaurant Concepts brands.
The Simpson Thacher team for the transaction included Roxane Reardon, Matt Hart and Traci Biedermann (Capital Markets); Jonathan Cantor and Edward Grais (Tax); Jeanne Annarumma and Pasco Struhs (Executive Compensation and Employee Benefits); Noreen Lavan (Environmental); Corina Holland and Alexander Kokka (Intellectual Property); Dennis Loiacono (Real Estate); and Jennie Getsin (Blue Sky).