Shake Shack Sets IPO Terms and Pricing

The underwriters for this offering will be J.P. Morgan, Barclays, William Blair, Goldman Sachs, Morgan Stanley, Jefferies and Stifel.

Shake Shack is considered a modern-day “roadside” burger stand, serving a classic American menu. The company was founded by Danny Meyer’s Union Square Hospitality Group (USHG). As Shake Shack’s board chairman and USHG’s chief executive, Danny Meyer has drawn from USHG’s experience creating and operating some of New York City’s most popular and acclaimed restaurants, including Union Square Cafe, Gramercy Tavern, Blue Smoke, The Modern, Maialino and Marta, to build a new, fine-casual restaurant in Shake Shack.

The company is breaking into the new fine-casual category in restaurants. Fine casual couples the ease, value and convenience of fast-casual concepts with the high standards of fine dining. There are 63 different Shake Shacks around the world. Of these, 27 are internationally licensed.

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The majority of the burger restaurant segment is comprised of quick-service restaurant competitors. Considering Shake Shack’s position in the fine-casual category, the company predicts it will take market share. This is based on the company’s belief that consumers will continue to trade up to higher quality offerings, given an increasing consumer focus on responsible sourcing, ingredients and preparation. Additionally, the company believes that consumers will continue to move away from the added time commitment and cost of traditional casual dining.

The company plans to use the proceeds from this offering to purchase newly issued common membership interests of SSE Holdings. Following this, Shake Shack intends to cause SSE Holdings to use the proceeds it receives to pay fees and expenses in connection with the offering and to repay the outstanding borrowing under the revolving credit facility.

There will be two classes of common stock outstanding after this offering: Class A and Class B. Both classes will have voting rights. All the Class B common stock will be held by the continuing SSE Holdings equity owners, and it will not have any economic rights to the company.

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