CHARLOTTE, NC – November 21, 2016 – Chanticleer Holdings, Inc. (NASDAQ: HOTR, HOTRW) (“Chanticleer Holdings”, or the “Company”), owner and operator of multiple restaurant brands in the U.S. and abroad, announced that it has set November 30, 2016 as ownership date for its anticipated rights offering. Details of the rights offering will be set out in the S-1 registration statement filed with the SEC, which will be available on the SEC’s web site at http://www.sec.gov. The rights offering is expected to commence as soon as possible after the effectiveness of the S-1 registration statement.
Shareholders or warrant holders must own Chanticleer’s Common stock or HOTRW warrants as of 4:00 PM ET on Wednesday, November 30, 2016 to be considered a shareholder or warrant holder of record on December 5th, 2016. The Company plans to effectuate its rights offering through the distribution of non-transferable subscription rights to purchase units, each unit consisting of one share of redeemable Series 1 Preferred Stock and one Series 1 Warrant to purchase 10 shares of common stock. The proposed rights offering will consist of up to an aggregate of 1,000,000 units at a subscription price of $13.50 per unit. The basic subscription privilege is subject to pro-ration. The rights offering will also include an over-subscription privilege, which will entitle each rights holder that exercises all of its basic subscription privilege in full the right to purchase additional units that remain unsubscribed at the expiration of the rights offering, subject to the availability and pro rata allocation of shares among persons exercising this over-subscription privilege.
Holders of the Series 1 Preferred will be entitled to receive cumulative dividends at the rate of 9% of the purchase price per year for a term of seven years, payable quarterly. Each Series 1 Warrant may be exercised at any-time within 7-years of issuance by surrendering one share of Series 1 Preferred. Chanticleer intends to list the units for trading on the Nasdaq Capital Market or quotation on the OTC marketplace.
Source Capital Group, Inc. will act as dealer manager and placement agent for the rights offering. Source Capital Group invites any broker dealers interested in participating in the rights offering to contact Source’s syndicate department at email@example.com
A registration statement relating to these securities has been filed with the SEC but has not yet become effective. The securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The rights offering will be made only by means of a prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
About Chanticleer Holdings, Inc.
Headquartered in Charlotte, NC, Chanticleer Holdings (HOTR), owns, operates and franchises fast casual and full service restaurant brands, including American Burger Company, BGR: The Burger Joint, Little Big Burger, Just Fresh and Hooters.
Any statements that are not historical facts contained in this release are “forward-looking statements” as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as “expects,” “plans,” “projects,” “will,” “may,” “anticipates,” “believes,” “should,” “intends,” “estimates,” and other words of similar meaning. Such forward-looking statements are based on current expectations, involve known and unknown risks, a reliance on third parties for information, transactions or orders that may be cancelled, and other factors that may cause our actual results, performance or achievements, or developments in our industry, to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from anticipated results include risks and uncertainties related to the fluctuation of global economic conditions, the performance of management and our employees, our ability to obtain financing or required licenses, competition, general economic conditions and other factors that are detailed in our periodic reports and on documents we file from time to time with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date the statements were made, and the companies do not undertake any obligation to update forward-looking statements. We intend that all forward-looking statements be subject to the safe-harbor provisions of the PSLRA.
Chanticleer Holdings, Inc.
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Institutional Marketing Services (IMS)