Davis Polk advised Brinker International, Inc. in connection with its Rule 144A/Regulation S offering of $350 million aggregate principal amount of 5.000% senior notes due 2024. The proceeds from the sale of the notes will be used to repurchase $300 million of Brinker’s common stock pursuant to an accelerated share repurchase transaction and repay up to $50 million of its outstanding indebtedness under its revolving credit facility. The senior notes are guaranteed by certain of Brinker’s subsidiaries that are guarantors under its revolving credit facility.

Davis Polk also advised Brinker in connection with an accelerated share repurchase transaction pursuant to which Brinker is repurchasing $300 million of its common stock. Under the terms of the transaction, Brinker is expected to initially receive approximately 4.6 million shares of its common stock. The total number of shares to be repurchased under the transaction will be determined at final settlement of the transaction, which is expected to occur by the end of Brinker’s 2017 fiscal third quarter.

Headquartered in Dallas, Texas, Brinker owns, develops, operates and franchises Chili’s Grill & Bar and Maggiano’s Little Italy. Chili’s is a recognized leader in the bar and grill category of casual dining and has been operating restaurants for over 40 years. Chili’s enjoys a global presence with locations in 31 countries outside of the U.S. and in two U.S. territories. Maggiano’s is a full-service, national, casual dining Italian restaurant brand.

The Davis Polk capital markets team included partners Michael Kaplan and Mark M. Mendez and associates Pedro J. Bermeo, Mark J. DiFiore, Jennifer (Yujia) Jiang, Brian Fox and Nathan R. Schuur. The tax team included partner Michael Farber and associates Koonho Cho and Vinay Prabhakar. All members of the Davis Polk team are based in the New York office.

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