Indianapolis-based Steak n Shake Co. is a step closer to making its planned merger with Roanoke, Va.-based Western Sizzlin a reality.
Under terms of the deal, Steak n Shake will pay Western Sizzlin shareholders $22.9 million and Western will pay its shareholders a $15.9 million stock dividend, making the total deal worth about $38.8 million. The value is likely to change based on stock-price fluctuations before the deal closes.
Approval of the agreement by the two publicly traded companies was announced late Thursday and negotiated between special committees of the boards of directors from both companies, a news release said.
The $15.9 million dividend will be distributed to Western stockholders on Nov. 6 whether or not the merger is completed, the companies said.
Details of the deal come about two months after Steak n Shake announced that it planned to purchase Western Sizzlin, in a move that puts the burger chain back in the steakhouse business for the first time since exiting it nearly a decade ago.
In 2000, the company—then known as Consolidated Products Inc.—sold off its 11 Colorado Steakhouses in order to focus on its core burger business.
But the company’s strategy has shifted dramatically since Texas hedge fund manager Sardar Biglari took the helm last year. Biglari serves as president and CEO of both Steak n Shake and Western Sizzlin, and his Lion Fund is Western Sizzlin’s largest shareholder and a leading stockholder in Steak n Shake.
Steak n Shake is the far larger company, with a stock market value of about $320 million and 486 restaurants. Most Steak n Shake restaurants are company-owned and none are farther west than Texas. Western Sizzlin has about 100 restaurants, nearly all franchised. They’re in the Midwest, East, South and in California.
Neither company’s stock has moved dramatically since the merger announcement in August. Steak n Shake shares closed Thursday at $12. Western Sizzlin ended the day at $14.40.