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EX-99.1 - EXHIBIT - NPC Restaurant Holdings, LLCpressreleasecarlisle71414.htm


 


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 14, 2014

NPC RESTAURANT HOLDINGS, LLC
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation)
333-180524-04
(Commission
File Number)
20-4509045
(I.R.S. Employer
Identification No.)

7300 West 129th Street
Overland Park, Kansas 66213
(Address of principal executive office)(Zip Code)

(913) 327-5555
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




Item 7.01.    Regulation FD Disclosure
On July 14, 2014, NPC Quality Burgers, Inc., a wholly-owned subsidiary of NPC International, Inc. (the "Company") and an indirect wholly-owned subsidiary of NPC Restaurant Holdings, LLC, completed the acquisition of 56 Wendy's restaurant units located in North Carolina and Virginia with a heavy concentration in the Greensboro-Winston Salem, North Carolina area from the Carlisle Corporation and its affiliates for $57.1 million, plus amounts for working capital, effective July 14, 2014. Included in the transaction are 20 fee owned properties, some of which the Company currently plans to monetize in sale lease back or other transactions post-closing. This acquisition was funded entirely with $40.0 million of incremental term loan borrowings, borrowings from the Company’s undrawn $110.0 million revolving credit facility, and cash on hand. A copy of the press release announcing the closing of the acquisition is furnished with this Current Report as Exhibit 99.1.
 
The information in this Form 8-K and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as and when expressly set forth by such specific reference in such filing.


Item 9.01    Financial Statements and Exhibits.
(d)    Exhibits
Number
Description
99.1
Press Release dated July 15, 2014, issued by NPC International, Inc.





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.


 
NPC RESTAURANT HOLDINGS, LLC
 
 
 
 
By:
/s/ Troy D. Cook
 
Troy D. Cook
 
Executive Vice President—Finance and Chief Financial Officer
 
 
 
 
 
Date: July 14, 2014





INDEX TO EXHIBITS
Exhibit        Description
99.1
Press Release dated July 15, 2014, issued by NPC International, Inc.