EX-99.1
5
v195180_ex99-1.htm
Rubio's
Closes Going Private Transaction with Mill Road Capital
Carlsbad, Calif., Aug. 24,
2010
- Rubio's Restaurants, Inc. (RUBO 8.68, -0.02, -0.23%) today
announced the closing of its merger with a subsidiary of Mill Road Capital, L.P.
to take the company private. Rubio's former stockholders are
receiving $8.70 per share in cash in the transaction. The transaction
is the result of a comprehensive strategic alternatives review process under the
supervision of a Special Committee of the Board of Rubio's.
Rubio's
headquarters will remain in Carlsbad under the leadership of its existing
management team. No significant changes in strategic direction or
operations are expected as a result of the transaction. Ralph Rubio,
the founder of Rubio's, retains an ownership position in the newly private
company and will continue his role as a member of the Board of
Directors.
"This is
a milestone for Rubio's", said Ralph Rubio. "I was excited to open
the first Rubio's in 1983 after traveling to Mexico and camping, surfing and
grilling on the beach. Going public in 1999 provided us with the
resources to quickly expand. Returning to private ownership will
afford us the independence and flexibility to continue to build our unique
brand. Rubio's will continue to offer our guests the freshest, most
delicious Beach Mex cuisine".
"Today,
I'm excited as I've ever been about the future of Rubio's", Mr. Rubio
continued. "We truly believe there is no other brand like Rubio's,
and we have the potential and desire to keep growing our business".
"We are
delighted to back Ralph Rubio, Dan Pittard and the entire management team", said
Scott Scharfman, Managing Director at Mill Road. "We first began
analyzing Rubio's over four years ago and eventually built a significant public
ownership position in the company. Taking Rubio's private represents
the ultimate expression of our confidence in the company's management and its
future."
"Mill
Road has extensive knowledge of the fast casual sector, which remains the best
performing sector in the restaurant industry", said Dan Pittard, Rubio's
President and CEO. "Their investment in Rubio's is a strong
endorsement of our winning strategy within this sector. I'm excited
about the opportunity to partner with Mill Road and see Rubio's prosper as a
private company".
About
Rubio's® Restaurants, Inc.
Bold,
distinctive, Baja-inspired food is the hallmark of Rubio's Fresh Mexican
Grill(R). The first Rubio's was opened in 1983 in the Mission Bay
community of San Diego by Ralph Rubio and his father, Ray
Rubio. Rubio's is credited with introducing fish tacos to Southern
California and starting a phenomenon that has spread coast to
coast. In addition to chargrilled marinated chicken, lean carne asada
steak, and slow-roasted pork carnitas, Rubio's menu features seafood items
including grilled mahi mahi and shrimp. Guacamole and a variety of
salsas and proprietary sauces are made from scratch daily, and Rubio's uses
canola oil with zero grams of trans fat per serving. The menu
includes tacos, burritos, salads and bowls, quesadillas, HealthMex® offerings
which are lower in fat and calories, and imported beer in most
locations. Each restaurant design is reminiscent of the relaxed, warm
and inviting atmosphere of Baja California, a coastal state of
Mexico. Headquartered in Carlsbad, California, Rubio's operates,
licenses or franchises more than 200 restaurants in California, Arizona,
Colorado, Utah and Nevada. More information can be found at
www.rubios.com.
About
Mill Road Capital
Mill Road
Capital is an investment firm focused exclusively on investing in outstanding
publicly-traded companies. Mill Road invests on behalf of a prominent
international group of limited partners, including state pension funds,
foundations, endowments and insurance companies. Mill Road has
flexible, long-term capital and the ability to purchase shares in the open
market, buy large block positions from existing shareholders, provide capital
for growth or acquisition opportunities, or partner with management and sponsor
going-private transactions. More information can be found at
www.millroadcapital.com.
Forward-Looking
Information
This
press release contains certain forward-looking statements about Rubio's that are
subject to risks and uncertainties that could cause actual results to differ
materially from those expressed or implied in the forward-looking
statements. These factors include, but are not limited to, risks that
are set forth in the "Risk Factors", "Legal Proceedings" and "Management
Discussion and Analysis of Results of Operations and Financial Condition"
sections of Rubio's filings with the Securities and Exchange
Commission.
SOURCE:
Rubio's Restaurants, Inc.; Mill Road Capital, L.P.
CONTACT:
Rubio's
Restaurants, Inc.
Frank
Henigman
760-929-8226
Mill Road
Capital
Scott
Scharfman
203-987-3500

EX - 99 . 1 5 v195180 _ ex99 - 1 . htm Rubio 's Closes Going Private Transaction with Mill Road Capital Carlsbad , Calif . , Aug. 24 , 2010 - Rubio 's Restaurants , Inc . ( RUBO 8 . 68 , - 0 . 02 , - 0 . 23 % ) today announced the closing of its merger with a subsidiary of Mill Road Capital , L . P . to take the company private . Rubio 's former stockholders are receiving $ 8.70 per share in cash in the transaction . The transaction is the result of a comprehensive strategic alternatives review process under the supervision of a Special Committee of the Board of Rubio 's . Rubio 's headquarters will remain in Carlsbad under the leadership of its existing management team . No significant changes in strategic direction or operations are expected as a result of the transaction . Ralph Rubio , the founder of Rubio 's , retains an ownership position in the newly private company and will continue his role as a member of the Board of Directors . " This is a milestone for Rubio 's " , said Ralph Rubio . " I was excited to open the first Rubio ' s in 1983 after traveling to Mexico and camping , surfing and grilling on the beach . Going public in 1999 provided us with the resources to quickly expand . Returning to private ownership will afford us the independence and flexibility to continue to build our unique brand . Rubio 's will continue to offer our guests the freshest , most delicious Beach Mex cuisine " . " Today , I ' m excited as I ' ve ever been about the future of Rubio 's " , Mr . Rubio continued . " We truly believe there is no other brand like Rubio 's , and we have the potential and desire to keep growing our business " . " We are delighted to back Ralph Rubio , Dan Pittard and the entire management team " , said Scott Scharfman , Managing Director at Mill Road . " We first began analyzing Rubio 's over four years ago and eventually built a significant public ownership position in the company . Taking Rubio 's private represents the ultimate expression of our confidence in the company 's management and its future . " " Mill Road has extensive knowledge of the fast casual sector , which remains the best performing sector in the restaurant industry " , said Dan Pittard , Rubio 's President and CEO . " Their investment in Rubio 's is a strong endorsement of our winning strategy within this sector . I ' m excited about the opportunity to partner with Mill Road and see Rubio 's prosper as a private company " . About Rubio 's ® Restaurants , Inc . Bold , distinctive , Baja - inspired food is the hallmark of Rubio 's Fresh Mexican Grill ( R ) . The first Rubio 's was opened in 1983 in the Mission Bay community of San Diego by Ralph Rubio and his father , Ray Rubio . Rubio 's is credited with introducing fish tacos to Southern California and starting a phenomenon that has spread coast to coast . In addition to chargrilled marinated chicken , lean carne asada steak , and slow - roasted pork carnitas , Rubio 's menu features seafood items including grilled mahi mahi and shrimp . Guacamole and a variety of salsas and proprietary sauces are made from scratch daily , and Rubio 's uses canola oil with zero grams of trans fat per serving . The menu includes tacos , burritos , salads and bowls , quesadillas , HealthMex ® offerings which are lower in fat and calories , and imported beer in most locations . Each restaurant design is reminiscent of the relaxed , warm and inviting atmosphere of Baja California , a coastal state of Mexico . Headquartered in Carlsbad , California , Rubio 's operates , licenses or franchises more than 200 restaurants in California , Arizona , Colorado , Utah and Nevada . More information can be found at www.rubios.com . About Mill Road Capital Mill Road Capital is an investment firm focused exclusively on investing in outstanding publicly - traded companies . Mill Road invests on behalf of a prominent international group of limited partners , including state pension funds , foundations , endowments and insurance companies . Mill Road has flexible , long - term capital and the ability to purchase shares in the open market , buy large block positions from existing shareholders , provide capital for growth or acquisition opportunities , or partner with management and sponsor going - private transactions . More information can be found at www.millroadcapital.com . Forward - Looking Information This press release contains certain forward - looking statements about Rubio 's that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward - looking statements . These factors include , but are not limited to , risks that are set forth in the " Risk Factors " , " Legal Proceedings " and " Management Discussion and Analysis of Results of Operations and Financial Condition " sections of Rubio 's filings with the Securities and Exchange Commission . SOURCE : Rubio 's Restaurants , Inc . ; Mill Road Capital , L . P . CONTACT : Rubio 's Restaurants , Inc . Frank Henigman 760 - 929 - 8226 Mill Road Capital Scott Scharfman 203 - 987 - 3500