Exhibit
99.1
|
FOR IMMEDIATE RELEASE
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Contact: R.
Gregory Lewis
(615)
269-1900
|
J.
ALEXANDER’S ANNOUNCES NEW CREDIT FACILITIES
AND
STOCK REPURCHASE FROM SOLIDUS
Nashville, TN, May 22, 2009 –
J. Alexander’s Corporation (NASDAQ: JAX) announced today that it had
successfully closed new senior secured credit facilities with Pinnacle National
Bank and repurchased 808,000 shares of its common stock from Solidus Company,
L.P. and an affiliate at a price of $3.60 per share, using proceeds of a term
loan under the credit facilities.
The new credit facilities consist of a
three-year $5,000,000 revolving line of credit, which may be used for general
corporate purposes, and a $3,000,000 term loan, which funded the stock
repurchase. The revolving line of credit replaces the Company’s
previous line of credit. The credit facilities will be secured by
liens on certain personal property of the Company and its subsidiaries,
subsidiary guaranties and a negative pledge on certain real
property.
Amounts borrowed will bear interest at
an annual rate of 30-day LIBOR plus an initial margin of 450 basis points, with
a minimum interest rate of 4.6%. Scheduled term loan payments are
interest only for six months and monthly payments of principal plus interest
over the remainder of the five-year term. The credit facilities are
subject to other customary terms and covenants.
Lonnie J. Stout II, Chairman, President
and Chief Executive Officer of the Company, said “We are extremely pleased to
complete our new credit facilities on favorable terms. The three-year
term of the revolving credit facility will provide financial flexibility to the
Company. The stock repurchase price represents a negotiated price
that is approximately 14% below the closing market price on May 21, 2009, and
approximately 62% below the Company’s net book value per share before the
transaction. We believe the transaction will increase significantly
the long-term value to other shareholders of the Company. In
addition, we are pleased that Solidus has agreed to maintain a position in our
stock and to limit potential future dispositions.” The stock purchase
was approved by the board of directors and by the Audit Committee of the board
of directors, which is comprised solely of independent directors.
E. Townes Duncan, Chief Executive
Officer of Solidus’s general partner, commented, “Solidus continues to remain a
supporter of J. Alexander’s. Solidus determined to liquidate a
portion of its investment in J. Alexander’s in order to reduce indebtedness
and pursue investment opportunities available in both public and private
ventures in the current climate. While Solidus’s position in the
Company is reduced to approximately 8% of the Company’s outstanding stock, I am
glad to remain a member of the Board of Directors of J. Alexander’s with a
commitment to the Company’s future success.” Solidus has agreed to
limitations on its ability to sell its remaining shares of common stock, with
dispositions limited to 100,000 shares in the remainder of 2009, 200,000 shares
during 2010, and 100,000 shares during the first five months of
2011.
Cary Street Partners LLC, an investment
banking and wealth management firm, rendered an opinion as to the fairness from
a financial point of view of the purchase price to the Company and to the
shareholders of J. Alexander’s other than Solidus and its
affiliate.
J. Alexander’s Corporation
operates 33 J. Alexander’s restaurants in thirteen states: Alabama, Arizona,
Colorado, Florida, Georgia, Illinois, Kansas, Kentucky, Louisiana, Michigan,
Ohio, Tennessee and Texas. J. Alexander’s is an upscale, contemporary
American restaurant known for its wood-fired cuisine. The Company’s
menu features a wide selection of American classics, including steaks, prime rib
of beef and fresh seafood, as well as a large assortment of interesting salads,
sandwiches and desserts. J. Alexander’s also has a full-service bar
that features an outstanding selection of wines by the glass and
bottle.
J. Alexander’s Corporation is
headquartered in Nashville, Tennessee.
This press release contains
forward-looking statements that involve risks and
uncertainties. Actual results, performance or developments could
differ materially from those expressed or implied by those forward-looking
statements as a result of known or unknown risks, uncertainties and other
factors. These risks, uncertainties and factors include the Company’s
ability to maintain satisfactory guest count levels and maintain or
increase sales and operating margins in its restaurants under
recessionary economic conditions, which may continue indefinitely and which
could worsen; conditions in the U.S. credit markets and the availability of bank
financing on acceptable terms; changes in business or economic conditions,
including rising food costs and product shortages as well as
mandated increases in the minimum wage the Company is required to
pay; the effect of higher gasoline prices or commodity prices, unemployment and
other economic factors on consumer demand; availability of qualified employees;
increased cost of utilities, insurance and other restaurant operating expenses;
potential fluctuations of quarterly operating results due to seasonality and
other factors; the effect of hurricanes and other weather disturbances which are
beyond the control of the Company; the number and timing of new restaurant
openings and the Company’s ability to operate them profitably; competition
within the casual dining industry, which is very intense; competition by the
Company’s new restaurants with its existing restaurants in the same vicinity;
changes in consumer spending, consumer tastes, and consumer attitudes toward
nutrition and health; expenses incurred if the Company is the subject of claims
or litigation or increased governmental regulation; changes in accounting
standards, which may affect the Company’s reported results of operations; and
expenses the Company may incur in order to comply with changing corporate
governance and public disclosure requirements of the Securities and Exchange
Commission and The NASDAQ Stock Market LLC. These as well as other
factors are discussed in detail in the Company’s filings made with the
Securities and Exchange Commission and other communications.