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Ryan’s Family Steakhouse (NASDAQ:RYAN)

An operator and franchisor of family style steakhouse restaurants.

Engagement Goals

The board of directors received an unsolicited offer from a financial group to acquire all of the shares of Ryan’s Restaurant Group, Inc. and hired Brookwood as its financial advisor in connection with the proposed acquisition offer.

Engagement Process and Outcomes

Brookwood Approach — Brookwood conducted a limited market test and facilitated management presentations with the interested buyers.  Brookwood conducted subsequent negotiations with the buyers and rendered a Fairness Opinion to the board.

Finding a Buyer — Two parties contacted in the market test submitted offers.  Brookwood held three management presentations – the two interested buyers from the market test and the financial group that submitted the original offer.  The highest bidder was Buffets, Inc., a strategic buyer contacted during the market test.

Gaining Greatest Value — Through our process, we successfully increased the offer for the company from $14.50-$15.00 per share from the original financial group to $16.25 per share from Buffets, Inc.  The final offer of $16.25 per share represented a 44.8% premium over the closing stock price on the day prior to the announcement and an enterprise value of $876 million.