Why CKE Postponed Its IPO

Concerns on Wall Street over restaurant industry health, recently fueled by a sales miss from McDonald's, may be to blame for CKE Restaurants' decision to postpone its initial public offering, according to various sources.

The planned IPO that was set to begin trading on Friday was called off late Thursday "due to market conditions," CKE said.

The Carpinteria, Calif.-based company operates or franchises 3,263 restaurants under the Carl's Jr. and Hardee's brand names. The company had hoped to raise more than $200 million with an offering of 13.3 million shares of common stock priced between $14 and $16 per share.

A report on Thursday by the International Franchising Review, an online publication of Thomson Reuters Capital Markets Publishing, said CKE owner Apollo Management turned down an offer presented by the underwriting banks because it was too low.

According to the report, which did not name sources, the offer by joint underwriters Morgan Stanley, Citigroup and Goldman Sachs was believed to be $10 per share. Earlier, the banks had communicated investor interest in the $10 to $11 range.

Two days before CKE's IPO was scheduled, Outback Steakhouse parent Bloomin' Brands Inc. went to market with stock priced at $11 — well below the previous target of $13 to $15 per share. The size of the offering was also reduced to 16 million from the 21 million initially stated, and, though the stock price climbed through the week, some saw the situation as an indicator that investor interest in the restaurant space was cooling.

"For it to be priced below [the target range] and for it to be undersubscribed, that tells you a lot about that market," said Conrad Lyon, securities analyst with B. Riley & Co. in Los Angeles. "The appetite probably just wasn't there."

Observers disagree, however, about the "market conditions" that might be scaring investors off.

On the same day as Bloomin' Brands' IPO, McDonald's reported that its global same-store sales in July were not positive for the first time in years. The quick-service leader reported that same-store sales fell 0.1 percent among U.S. locations, 0.6 percent in Europe and 1.5 percent in Asia Pacific, Middle East and Africa.

Analysts blamed weakness in the global economy but also stiffer competition from competitors like Wendy's, Burger King and Taco Bell, all of which have shown improving results.

Concerns about beef prices next year may also have been a factor in the postponement of CKE, according to International Franchising Review.

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In earnings reports in recent weeks, several public companies said ground beef prices were expected to be favorable for the rest of this year as cattle are sent to slaughter because they are becoming too expensive to feed with the drought in the Midwest putting increasing pressure on corn prices. The long-term result, however, will be even higher beef prices next year, as it takes time to rebuild herd counts.

Others said investors may simply have had enough of restaurant IPOs after a busy year so far. "The client base only has so many bullets to shoot at restaurant investments, and those bullets have been fired already," said Lyon.

CKE's planned IPO would have been the fifth this year, following those from Bloomin' Brands, Chuy's Holdings Inc., Del Frisco's Restaurant Group and Ignite Restaurant Group.

Dunkin' Brands Group Inc. also on Friday announced a secondary offering of 21.7 million shares by stockholders. Last year, Dunkin netted about $423 million with an IPO, selling 22.25 million shares for $19 per share, which was higher than the range initially set at $16 to $18 per share.

John Gordon, principal of Pacific Management Consulting Group, said CKE's large debt load may also have scared off potential investors. CKE was acquired in 2010 by Apollo Management in a $700 million deal. The company was planning to use income from the IPO in part to reduce net debt of $654 million to a projected $590 million.

Since going private, Carl's Jr. and Hardee's have not been able to show strong signs of turnaround, as competitors Wendy's, Burger King and Taco Bell have shown. CKE's blended same-store sales rose 2.6 percent in the first quarter, which was "okay, nothing exciting," Gordon said.

CKE has a growth story to tell, Gordon noted, with plans to grow overseas and into the as-yet underpenetrated Northeast. However, those factors were not enough to overcome the changing outlook for restaurant stocks, which looks very different today than it did in May, when CKE first announced its IPO plans.

"There's no doubt things are looking worse now than they were in the spring," he said.

However, he added, investor outlooks are cyclical. "Investor sentiments tend to bounce back and forth between quick service and casual dining," said Gordon. "And when the economy softens, investors start favoring QSR again."

The question remains when, if at all, the IPO may still happen, if market conditions improve. Company officials said they could not comment on potential timing.

The planned IPO was based on first-quarter numbers, and the company will likely have to re-file based on second-quarter results, which won't be released until mid to late September.

Contact Lisa Jennings at lisa.jennings@penton.com.
Follow her on Twitter: @livetodineout