M&A: Bloomin' Brands, Inc.

Form Type: 8-K

Filing Date: 2024-12-31

Corporate Action: Acquisition

Type: New

Accession Number: 000154641724000170

Comments: On December 30, 2024, Bloomin' Brands, Inc. completed the acquisition of 67% of the capital stock of Bloom Participações Ltda. (BPar) from Bloom Group Holdings, B.V. for approximately $225.3 million USD. This acquisition was executed through a Quota Purchase Agreement dated November 6, 2024, and involved key Brazilian entities including Outback Steakhouse Restaurantes Brasil S.A. and Osaka Participações Societárias S.A. The payment structure included an initial installment of $117.2 million and a remaining 48% due one year later. A Shareholders Agreement was also established, detailing corporate governance provisions and a put-call mechanism for future transactions concerning the shares. Pierre Berenstein, previously with Bloomin' Brands, will leave his role to become the CEO of Outback Steakhouse Restaurantes Brasil S.A., receiving equity interests valued at $2 million funded by both Bloomin' Brands and OSRB.

Document Link: View Document

Additional details:

Purchase Price: 225.3 million USD


Initial Installment: 117.2 million USD


Remaining Payment Due Date: 2025-12-30


Buyer: Osaka Participações Societárias S.A.


Seller: Bloom Group Holdings, B.V.


Target Entities: Bloom Participações Ltda., Outback Steakhouse Restaurantes Brasil S.A.


Equity Interest Value: 2 million USD


Shareholders Agreement Concluded: December 30, 2024