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Marketwired
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The Habit Restaurants, Inc.’s Stockholders Adopt Merger Agreement with Yum! Brands, Inc.

March 18, 2020 | About:

IRVINE, Calif., March 18, 2020 (GLOBE NEWSWIRE) -- The Habit Restaurants, Inc. ( HABT) (“The Habit Burger Grill”) announced today that its stockholders voted to adopt the Agreement and Plan of Merger, dated as of January 5, 2020 (the “Merger Agreement”), among Yum! Brands, Inc. (“Yum”) and YEB Newco Inc., Yum’s wholly-owned subsidiary, at a special meeting of The Habit Burger Grill’s stockholders held earlier today. The Habit Burger Grill’s stockholders also approved the proposal to approve, on an advisory (non-binding) basis, specified compensation that may be paid or become payable to The Habit Burger Grill’s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement.

The final voting results will be disclosed in a Current Report on Form 8-K, in accordance with the rules of the U.S. Securities and Exchange Commission.

The Habit Burger Grill anticipates that the transaction will close on March 18, 2020.

About The Habit Burger Grill

The Habit Burger Grill is a burger-centric, fast-casual restaurant concept that specializes in preparing fresh, made-to-order chargrilled burgers and sandwiches featuring USDA choice tri-tip steak, grilled chicken and sushi-grade tuna cooked over an open flame. In addition, it features fresh made-to-order salads and an appealing selection of sides, shakes and malts. The Habit Burger Grill was recently named Best Regional Fast Food in USA Today’s 2019 Best Readers’ Choice Awards. The first Habit Burger Grill opened in Santa Barbara, California, in 1969. The Habit has since grown to over 270 restaurants, including locations in 13 states throughout California, Arizona, Utah, New Jersey, Florida, Idaho, Virginia, Nevada, Washington, Maryland, Pennsylvania, North Carolina and South Carolina, as well as seven international locations. More information is available at www.habitburger.com.

Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this communication contain “forward-looking statements.” Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements are based on current expectations, estimates, assumptions or projections concerning future results or events, including, without limitation, the projected closing date for the transaction, the anticipated benefits of the transaction, and the future earnings and performance of Yum! Brands, Inc. or any of its businesses. Forward-looking statements are neither predictions nor guarantees of future events, circumstances or performance and are inherently subject to known and unknown risks, uncertainties and assumptions that could cause actual results to differ materially from those indicated by those statements. We cannot assure you that any of the expectations, estimates or projections expressed herein will be achieved. Numerous factors related to the transaction could cause actual results and events to differ materially from those expressed or implied by forward-looking statements, including, without limitation: the risk that the proposed transaction may not be completed in a timely manner or at all, the failure to satisfy any of the conditions to the consummation of the proposed transaction; the timing to consummate the proposed transaction; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement between the parties; the effect of the pendency of the proposed transaction on Yum! Brands, Inc.’s and The Habit Burger Grill’s business relationships, operating results and business generally; the risk that the proposed transaction may disrupt current plans and operations and the potential difficulties in employee retention as a result of the proposed transaction; the ability to achieve the synergies and value creation contemplated; Yum! Brand, Inc.’s ability to promptly and effectively integrate The Habit Burger Grill’s businesses; the risk that revenues following the transaction may be lower than expected; the risk that operating costs and business disruption (including, without limitation, difficulties in maintaining relationships with employees and suppliers) may be greater than expected; the assumption of unexpected risks and liabilities; the outcome of any legal proceedings that may be instituted related to the proposed transaction; the diversion of and attention of management of both Yum! Brands, Inc. and The Habit Burger Grill on transaction-related issues; the success of Yum! Brands, Inc.’s refranchising strategy; and the other factors discussed in “Risk Factors” in Yum! Brands Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, The Habit Burger Grill’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and subsequent filings with the SEC made by both Yum Brands, Inc. and The Habit Burger Grill, which are available at http://www.sec.gov. Yum! Brands, Inc. and The Habit Burger Grill assume no obligation to update the information in the communication, except as otherwise required by law. Accordingly, you should not place undue reliance on these forward-looking statements.

Contacts

Dara Dierks
(949) 943-8692
[email protected]

Media:
(949) 943-8691
[email protected]

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