ATLANTA — Inspire Brands, Inc., the parent company of Arby’s, Buffalo Wild Wings and Rusty Taco restaurants, has agreed to acquire Sonic Corp. for $43.50 per share in cash in a transaction valued at approximately $2.3 billion, including the assumption of Sonic’s net debt.

The agreement has been unanimously approved by Sonic’s board of directors and represents a premium of approximately 19% per share to Sonic’s closing stock price on Sept. 24 and a premium of approximately 21% to Sonic’s 30-day volume weighted average price.

Following the completion of the transaction, Sonic will be a privately-held subsidiary of Inspire Brands and continue to operate independently. The transaction remains subject to the approval of Sonic shareholders and the satisfaction of customary closing conditions, including regulatory approvals. The deal is expected to close by the end of the year.

“This value-maximizing transaction validates the actions we have taken over the last year to grow traffic and improve sales while delivering differentiated offerings and superior guest service,” said Cliff Hudson, chief executive officer of Oklahoma City-based Sonic Corp. “Our board of directors, taking into account the views of shareholders, conducted a comprehensive review of a wide range of strategic options to maximize shareholder value. This transaction delivers significant, immediate and certain value to Sonic shareholders, and the private ownership structure will provide important benefits to our guests, franchisees and employees.

Sonic slushes“As one of the largest owner-operators of company-owned and franchised restaurant brands, Inspire appreciates the unique culture of collaboration between Sonic and our franchisees. Sonic franchisees are engaged in planning regarding technology, new products and marketing programs, and the team at Inspire recognizes the central role our franchisees have played, and will continue to play, in Sonic’s success. We look forward to working closely with Inspire as we continue to provide made-to-order American classics, distinctive flavors and the most personalized guest experience in our industry.”

Inspire Brands was formed earlier this year when Arby’s Restaurant Group, Inc. acquired Buffalo Wild Wings, Inc. for $2.9 billion. The company is majority-owned by affiliates of Roark Capital Group and has a portfolio of more than 4,700 company-owned and franchised restaurants worldwide with combined 2017 global system sales of more than $7.6 billion. The acquisition of Sonic, the nation’s largest drive-in restaurant chain, would add more than 3,600 locations.

“Sonic is a highly differentiated brand and is an ideal fit for the Inspire family,” said Paul Brown, c.e.o. of Inspire Brands. “We have tremendous respect for Sonic’s exceptional team of employees and franchise owners, who have built one of the industry’s most distinctive restaurant brands.

 “We’re excited to build on Sonic’s momentum as we leverage our combined expertise and capabilities to better serve guests, further support team members and franchisees and drive long-term growth.”