Noodles & Company (Nasdaq:NDLS) has announced the pricing of its primary and secondary offering by the Company and selling stockholders of 4,500,000 shares of Class A common stock at a price of $39.50 per share. Noodles & Company also expects to enter into an agreement with certain officers of Noodles & Company to repurchase shares of Class A common stock directly from such officers in a private, non-underwritten transaction at a price per share equal to the net proceeds per share that Noodles & Company and the selling stockholders receive in the offering. Noodles & Company will use the proceeds from the offering to fund the repurchase.
Morgan Stanley & Co. LLC and UBS Securities LLC are acting as joint book-running managers and representatives of the underwriters for the offering. Jefferies LLC, BofA Merrill Lynch, Piper Jaffray & Co., Robert W. Baird & Co. Incorporated and RBC Capital Markets, LLC are acting as book-running managers. For up to 30 days, the Company and the selling stockholders have granted the underwriters the right to purchase up to an additional 675,000 shares of common stock to cover over-allotments.
The registration statement for Noodles & Company relating to these securities was declared effective by the Securities and Exchange Commission on December 5, 2013. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, and there shall not be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Any offer or sale will be made only by means of a written prospectus forming part of the effective registration statement. A copy of the final prospectus relating to these securities may be obtained, when available, from Morgan Stanley & Co. LLC at 180 Varick Street, 2nd Floor, New York, New York 10014, Attention: Prospectus Department or from UBS Securities LLC at 299 Park Avenue, New York, New York 10171.
Founded in 1995, Noodles & Company is a fast-casual restaurant chain that serves classic noodle and pasta dishes from around the world with 372 locations system-wide in 29 states and the District of Columbia as of November 15, 2013. Known as Your World Kitchen, Noodles & Company’s globally inspired menu consists of more than 25 fresh, customizable noodle bowls, salads, soups and sandwiches that are prepared quickly using quality ingredients. From healthy to indulgent, spicy to comforting, the menu provides favorites for everyone from kids to adults. Popular dishes include the spicy Indonesian Peanut Saute, Med Salad with naturally raised pork and creamy Wisconsin Mac & Cheese.