RARE prolongs consent solicitation for 2.5% convertibles

By Jennifer Chiou

New York, Sept. 12 - RARE Hospitality International, Inc. announced the extension of its consent solicitation for its 2.5% convertible senior notes due 2026 to 5 p.m. ET on Sept. 19.

The solicitation previously was set to end on Sept. 12.

The company is soliciting consents to permit the termination of the related registration rights agreement for any reason without further consent and to amend certain provisions regarding disclosure of information.

Holders who tender prior to Sept. 19 will receive the consent fee.

As already reported, Surf & Turf Merger Corp., a wholly owned subsidiary of Darden Restaurants, Inc., began a tender offer to acquire all outstanding shares of RARE at a price of $38.15 per share in cash.

The receipt of consents is not a condition to the tender offer for RARE common stock. Consents, however, will only be effective upon a fundamental change, which includes the Darden's acceptance of at least 50% of RARE's stock.

Georgeson Inc. is the information agent (888 605-8348 or call collect 212 440-9800). Lehman Brothers Inc. is the solicitation agent (call collect 212 526-7759).

Atlanta-based RARE owns, operates and franchises 317 restaurants, including 287 LongHorn Steakhouse restaurants and 28 Capital Grille restaurants. Darden, based in Orlando, Fla., owns and operates nearly 1,400 Red Lobster, Olive Garden, Bahama Breeze, Smokey Bones and Seasons 52 restaurants with annual sales of $5.6 billion.

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