8-K/AExhibits & Filings

DARDEN RESTAURANTS INC 8-K/A Report, Exhibit Filing (Oct 9, 2007)

Filed October 9, 2007For Securities:DRI

Summary

This filing is an amendment to a previous 8-K, providing the necessary financial statements and pro forma information related to Darden Restaurants, Inc.'s (DRI) acquisition of RARE Hospitality International, Inc. The original report was filed on October 1, 2007, and this amendment supplements it with the detailed financial data of the acquired entity. The acquisition, completed on October 1, 2007, involved a total purchase price of approximately $1.4 billion in cash, including the assumption of RARE's convertible notes. This strategic move significantly expands Darden's restaurant portfolio, adding 323 locations, primarily LongHorn Steakhouse and The Capital Grille, to its existing operations. Investors are provided with the audited consolidated financial statements of RARE Hospitality International, Inc. for the years ending December 31, 2006, December 25, 2005, and for the three years ended December 31, 2006, as well as unaudited financial statements for the interim periods ending July 1, 2007, and July 2, 2006. Additionally, unaudited pro forma combined condensed financial information for Darden and RARE is included, offering a view of the combined entity's financial position and performance as if the acquisition had occurred earlier. This comprehensive financial disclosure is crucial for assessing the immediate impact and future potential of this major acquisition on Darden's overall business.

Key Highlights

  • 1Darden Restaurants, Inc. (DRI) filed an amendment to its Form 8-K to include financial statements for the acquired RARE Hospitality International, Inc. (RARE).
  • 2The acquisition of RARE was completed on October 1, 2007, for a total purchase price of approximately $1.4 billion in cash.
  • 3RARE Hospitality owns and operates 323 restaurants, including 292 LongHorn Steakhouse and 29 The Capital Grille locations.
  • 4The filing includes audited financial statements for RARE for fiscal years 2004, 2005, and 2006.
  • 5Unaudited interim financial statements for RARE for periods ending July 1, 2007, and July 2, 2006, are also provided.
  • 6Unaudited pro forma combined condensed financial information for both Darden and RARE is presented to show the potential impact of the merger.
  • 7The amendment addresses Item 9.01 of Form 8-K by providing previously excluded financial information.

Frequently Asked Questions

This filing is an amendment to a previous Form 8-K. Its main purpose is to provide investors with the required financial statements and pro forma financial information for the acquisition of RARE Hospitality International, Inc., which was initially reported on October 1, 2007.

The total purchase price paid by Darden Restaurants for RARE Hospitality was approximately $1.4 billion in cash. This amount includes fees, expenses, and payments related to RARE's convertible notes.

RARE Hospitality International, Inc. operates and franchises 323 restaurants. These include 292 LongHorn Steakhouse restaurants and 29 The Capital Grille restaurants.

The amendment includes audited consolidated financial statements for RARE Hospitality for the fiscal years ended December 31, 2006, December 25, 2005, and for the three years ended December 31, 2006. It also contains unaudited interim financial statements for RARE for the quarters and six months ended July 1, 2007, and July 2, 2006, along with unaudited pro forma combined condensed financial information for Darden and RARE.