Chanticleer (HOTR) Announces $13.5M Rights Offering

October 31, 2016 9:14 AM EDT

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Chanticleer Holdings, Inc. (Nasdaq: HOTR) (Nasdaq: HOTRW) announced that it filed a registration statement on Form S-1 with the Securities and Exchange Commission (the "SEC") for a rights offering to its existing shareholders and public warrant holders. The Company plans to effectuate its rights offering through the distribution of non-transferable subscription rights to purchase units, each unit consisting of one share of redeemable Series 1 Preferred Stock and one Series 1 Warrant to purchase 10 shares of common stock. The proposed rights offering will consist of up to an aggregate of 1,000,000 units at an exercise price of $13.50 per unit. Holders of the Series 1 Preferred will be entitled to receive cumulative dividends at the rate of 9% of the purchase price per year for a term of seven years, payable quarterly. Each Series 1 Warrant may be exercised at any-time within 7-years of issuance by surrendering one share of Series 1 Preferred. Chanticleer intends to list the units for trading on the Nasdaq Capital Market or quotation on the OTC marketplace.

The rights offering proceeds will be used to retire certain of the Company's current debt obligations, provide funds for store-related growth and for general working capital. Assuming the rights offering is fully subscribed, the Company currently expects to receive gross proceeds of approximately $13.5 million. Holders will receive one subscription right for every share of common stock or public warrant owned on the record date. Details of the rights offering will be set out in the S-1 registration statement filed with the SEC, which is available on the SEC's web site at http://www.sec.gov.

Chairman and CEO of Chanticleer Holdings, Mike Pruitt, stated, "As the past few quarters have demonstrated, the expansion of our better burger business is driving positive momentum, which is resulting in increased revenue, improving margins and increasing EBITDA profitability. The unit economics of our regional brands are favorable and we have a tremendous opportunity to drive growth and profitability for shareholders. This Preferred offering allows us to efficiently address our current debt position while allowing investors seeking an attractive yield to invest in Chanticleer. In addition to strengthening our balance sheet, this offering will allow us to accelerate growth in our high return Burger concepts."

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. The securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The rights will be issued to all shareholders and holders of public warrants as of a record date which has yet to be determined. The Company will provide notice of the record date in the future at such time as it is determined. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

Source Capital will act as dealer manager and placement agent agreement for the rights offering. Source Capital Group invites any interested broker dealers in participating in the rights offering to contact Source's syndicate department at HOTR@sourcegrp.com.



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