Sterling Restaurants, LLC is the largest franchisee operating Moe’s Southwest Grill restaurants. In 2016, the International Franchise Association named Sterling the Moe’s Southwest Grill Franchisee of the Year. Sterling sought to expand its Moe’s portfolio by acquiring, in two transactions, 31 additional restaurants in Florida, Georgia, North Carolina and South Carolina. Arnall Golden Gregory, counsel to Sterling since its founding in 2009, was tasked with handling the complex corporate, financing and real estate legal issues related to the purchases.
The first transaction resulted in the acquisition of a group of Moe’s restaurants in Florida, and the second deal involved the purchase of restaurants in Georgia, North Carolina and South Carolina. Arnall Golden Gregory managed the corporate aspects of the acquisitions as well as the lease assignments, in which all the landlords agreed to lease transfers or entered into new leases with Sterling. The firm’s excellent contacts in the leasing world helped accomplished that goal. Simultaneous to the closing of the acquisitions, Arnall Golden Gregory reviewed and negotiated loan documents from BMO Harris Bank, a major lender in the restaurant industry, that provide a loan facility for the acquisitions, future restaurant development activities and working capital. Sterling also raised several million additional dollars from its investors. Arnall Golden Gregory helped draft agreements for Sterling to close the equity investment.
The loan and the first acquisition closed on the same day; the second transaction closed a week later. The acquisitions doubled the size of Sterling, making it the largest Moe’s franchisee with 58 restaurants, and reinforced the company’s strategy for success — purchasing, renovating and operating Moe’s restaurants.