Meat Industry INSIGHTS Newsletter

981203 Nathan's Famous Acquires Interest in Subs Corp.

December 3, 1998

Westbury, NY - Nathan's Famous, Inc. reported that it has acquired, in a private transaction, approximately 30% of the outstanding common stock of Miami Subs Corporation in consideration of the sum of $4,200,000.

In connection with such purchase Nathan's has also appointed three members to the seven member board of directors of Miami Subs -- Howard Lorber, chairman and chief executive of Nathan's, Wayne Norbitz, president and chief operating officer of Nathan's and Robert Eide, a director of Nathan's.

Nathan's and Miami Subs have also entered into a letter of intent pursuant to which Nathan's intends to acquire each of the remaining issued and outstanding shares of common stock of Miami Subs in exchange for common stock of Nathan's having a market price of $.517 per share at closing but no more than one share of Nathan's common stock for each eight shares of common stock of Miami Subs, together with warrants to purchase Nathan's common stock which have an exercise price of $6.00 per share at the rate of one warrant for each four shares of Nathan's common stock received by Miami Subs stockholders. The proposed merger between the parties will be subject to certain conditions, including negotiation and execution of a final merger agreement and approval by the stockholders of Nathan's and Miami Subs.

Wayne Norbitz, the President of Nathan's stated: “We are enthusiastic about our potential acquisition of Miami Subs, which we believe represents a significant step towards realizing Nathan's growth strategy. The combined entity would double the revenue base of Nathan's and is expected to be accretive to earnings. We shall seek to exploit opportunities to market and develop each company's concept separately, as well as in concert, through co-branding opportunities. We will also seek to make margin improvements, leverage and enhance management and effectuate cost efficiencies.”

We are excited about the prospect of becoming a part of the Nathan's organization,” said Donald L. Perlyn, president of Miami Subs. “Nathan's has been achieving solid operating results for the past two years and their strong financial position, nationally recognized brand name, and historical presence in the industry will be a big plus for our future development.”

The Nathan's Famous retail system is currently comprised of 26 Company-owned units, 166 franchised or licensed units, and over 400 Branded Product points of distribution, located in twenty-nine states, the District of Columbia and two foreign countries, featuring Nathan's world famous all-beef hot dogs.

Miami Subs Corporation currently operates and franchises 192 restaurants located in 16 states, Puerto Rico, Peru, the Dominican Republic and Ecuador.

This Article Compliments of...

Iotron Technology Inc.

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