Church’s Chicken Completes $250 Million Securitization

Paul, Weiss advised Church’s Chicken, High Bluff Capital Partners and FS Investments in an offering of $225,000,000 Series 2021-1 Fixed Rate Senior Secured Notes, Class A-2, and an offering of $25,000,000 Series 2021-1 Variable Funding Senior Secured Notes, Class A-1. Church’s Chicken is one of the world’s largest quick service chicken restaurant chains.

The Class A-2 notes offering was structured as a whole business securitization through five special purpose subsidiaries; the notes were priced at a coupon of 3.931% and have an expected term of five years. The proceeds will be used to repay a bridge facility that High Bluff, supported by various alternative investment funds managed by FS Investments, used to acquire Church’s Chicken in September 2021. The Class A-1 notes will allow the Co-Issuers to borrow amounts from time to time on a revolving basis.

The Paul, Weiss team included corporate partners Jordan Yarett and Austin Pollet, and counsel Mikhel Schecter and Suhan Shim; tax partner Brian Krause; restructuring partner Kyle Kimpler; executive compensation counsel Jake Glazeski; and litigation counsel Steven Herzog.