FAST Acquisition (NYSE:FST), the blank-check keep company that inward Feb agreed to merge with Tilman Fertitta’s Fertitta Entertainment (FEI), isn’t playing globe with the Lone-Star State billionaire’s efforts to scrap that agreement. That potentially sets the arrange for a legal fight.
In February, the parent of the Golden Nugget casinos and the special design acquisition keep company (SPAC) agreed to a $6.6 1000000000000 combination. That deal would pave the way of life for the entertainment unfaltering to once again get a publically traded company.
In July, to a greater extent Landry’s restaurants were added to the accord, bringing the value of the trade to $8.6 billion. Landry’s owns more than 500 restaurants across the Bubba Gump’s, Chart House, Del Frisco’s, Mastro’s, and Morton’s brands, among others. FAST also reached an concord to purchase Catch restaurant, including Catch Steak, which is already 50 percent indirectly owned by Fertitta.
From that point forward, things were quiet regarding the combination, prompting SPAC experts and observers to ponder why it was taking so long to settle the transaction. That changed Wednesday when Fertitta’s attorney sent a varsity letter to FAST detailing plans to terminate the merger because the merger hadn’t closed.
FAST Objects, Blames Fertitta for Delays
While Fertitta’s gaming and eating house imperium is pointing fingers at FAST, the shell fellowship says it’s non its shift the transaction isn’t completed. Actually, it blames Fertitta Entertainment, and said it failed to drive home financial statements required.
The statements “are unquestionably the primary feather do of the failure of the Closing to come past the Termination Date, and, as such, FEI continues to follow bound to its obligations under the Merger Agreement inwards all respects,” according to a FAST regulator filing.
The SPAC claims that the financial documents in query weren’t delivered until July — easily past the Mar 31 due date. FAST believes it faces irreparable harm if the deal falls through, and that it will pursue litigation if that happens.
“The Company farther stated that it intends to make all necessary steps to protect itself and its investors,” it said in the filing.
SPACs get two years to happen a merger partner or lay on the line liquidation. FAST went public in Aug 2020, so the clock is ticking. Speaking of blank-check agreements, Fertitta notes the situation with FAST has no bearing on Golden Nugget Online Gaming (NASDAQ:GNOG) beingness acquired by DraftKings (NASDAQ:DKNG) in a $1.56 all-stock takeover announced inward August.
Not Unusual
It’s non unusual for SPAC deals to fall apart or live terminated. It latterly happened inward the gaming industry, when Wynn Resorts (NASDAQ:WYNN) pulled the stopple on plans to land its Wynn Interactive building block public via a merger with a eggshell company.
As for FEI going public without FAST, there are plentitude of questions to follow answered on that front.
Rumors of Fertitta’s involvement inwards returning the Golden Nugget/Landry’s trading operations to public markets surfaced later(a) finally year. So did speculation that a traditional initial public offering (IPO) could be hard to execute because of weakness inwards the restaurant industry and the company’s $4 one million million inward debt. Fertitta took the Golden Nugget/Landry’s business buck private in a 2010 leveraged buyout.