Arby’s Restaurant Group, Inc. announced that its newly formed, direct parent entity, IRB Holding Corp., has priced a private offering of $485 million in aggregate principal amount of 6.75% senior notes due 2026. The issuance of the Notes is scheduled to close on February 5, 2018, subject to customary closing conditions.

Arby’s intends to use the net proceeds from the offering of the Notes, together with the proceeds from certain other financing transactions and cash on hand, to finance its pending acquisition of Buffalo Wild Wings, Inc., refinance certain existing indebtedness of Buffalo Wild Wings and pay fees and expenses related to the foregoing transactions. Following consummation of the Acquisition, Buffalo Wild Wings will be a privately held sister company of Arby’s and will continue to operate as an independent brand.

The Notes are being offered only to qualified institutional buyers in reliance on Rule 144A promulgated under the Securities Act of 1933, as amended, and, outside the United States, only to non-U.S. investors pursuant to Regulation S promulgated under the Securities Act. The Notes will not be registered under the Securities Act, any other federal securities laws or the securities laws of any state or other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or in a transaction not subject to the registration requirements of the Securities Act or the securities laws of any state or other jurisdiction.