TriArtisan Capital Advisors, Treville Capital Group and Yadav Enterprises' $620m Acquisition of Denny's
- Álvaro Aguilar de Nalda
- 4 days ago
- 8 min read
Updated: 3 days ago
By Haci Eren Sidar, Mustafa Arda Sis, Muthu Ramanathan, Josh Lai (University of Nottingham); Alvaro Aguilar De Nalda
Photo: Siyuan (Unsplash)
Overview of the deal
Acquirer: TriArtisan Capital Advisors, Treville Capital Group and Yadav Enterprise
Target: Denny’s
Implied Equity Value: US$321.8 billion
Total Transaction Size: $620 million (cash consideration, Enterprise Value)
Closing Date: Q1 2026 (expected)
Target Advisor: Truist Securities (financial), Morgan, Lewis & Bockius LLP, Sidley Austin LLP and Caiola & Rose, LLC (legal)
Acquirer Advisor: Global Leisure Partners LLP (financial), Ropes & Gray LLP (legal), Choate, Hall & Stewart LLP (legal)
On 3 November 2025, Denny’s announced that it would be acquired by a consortium comprising TriArtisan, Treville, and Yadav Enterprises. The transaction, which remains subject to regulatory approval, is expected to close in the first quarter of 2026. The deal is particularly notable for Yadav Enterprises, as it is one of Denny’s largest franchisees. This acquisition will place Denny’s among a group of major U.S. franchisers such as P.F. Chang’s that are privately owned by these corporations.
Beyond providing cash value to Denny’s shareholders, the transaction is expected to support the company’s long-term growth strategy. The increased borrowing capacity and strengthened financial position indicate the presence of financial synergies. Additionally, cost synergies may arise through the streamlining of operations between the franchiser and a major franchisee, as well as through the enhanced purchasing power derived from being part of a group operating more than 310 franchise restaurants. Such benefits to both parties point to a successful deal being done.
Company Details (Acquirer - TriArtisan Capital Advisors)
TriArtisan Capital Advisors is a U.S. based private equity firm specialising in consumer, retail and hospitality investments. The firm focuses on acquiring and growing established restaurant and leisure brands, often partnering with management teams to drive operational improvements and long-term value creation. TriArtisan is known for its investments in well-known restaurant chains, including stakes in TGI Fridays, P.F. Chang’s, and now part of the group acquiring Denny’s. Operating within the broader private equity and alternative investments industry, the firm provides capital solutions, strategic guidance, and operational expertise to its portfolio companies. Its approach emphasises collaborative partnerships and transforming mature brands into more competitive, scalable businesses.
Founded: 2016
Headquartered: New York City, NY, USA
CEO: Gerald H. Cromack, Rohit Manocha
Number of employees: 9
Market Cap*: N/A (Privately Held)
EV*: N/A
LTM Revenue*: N/A
LTM EBITDA*: N/A
LTM EV/Revenue: N/A
LTM EV/EBITDA: N/A
AUM: $1.26 billion USD
Recent Transactions: $925 million acquisition of 13 floors of One Causeway Bay (Oct 2025), 11.96% Acquisition of Mandarin Oriental (Sep 2025)
Company Details (Acquirer - Treville Capital Group)
Treville Capital Group is a U.S. based alternative asset manager that provides customised financing solutions and growth capital to companies across a wide range of industries. The firm specializes in asset-backed credit, hybrid capital structures, and venture-style equity investments, allowing businesses to access flexible funding beyond traditional bank lending. Managing several billion dollars in assets, Treville supports both mid-market companies and high-growth startups through structured credit and venture-capital strategies. This includes Keep, a fintech company that received a significant debt financing package from Treville to fuel its growth. Treville’s investment approach positions the firm as a bridge between conventional credit providers and venture investors, offering capital solutions tailored to help companies scale, restructure, or seize new growth opportunities.
Founded: 2014
Headquartered: New York City, NY, USA
CEO: Ali Hamed
Number of employees: 45
Market Cap*: N/A (Privately Held)
EV*: N/A
LTM Revenue*: N/A
LTM EBITDA*: N/A
LTM EV/Revenue: N/A
LTM EV/EBITDA: N/A
AUM: $2.7 billion USD
Company Details (Acquirer - Yadav Enterprises)
Yadav Enterprises is a U.S. based restaurant-operating company and one of the largest multi-unit franchisees in the quick-service/casual dining restaurant industry. The company owns and operates 343 restaurants across multiple national brands, giving it a significant footprint in the U.S. food-service market. Known for its operational scale and hands-on management approach, Yadav oversees day-to-day restaurant operations, staffing, compliance and growth initiatives across its portfolio. In addition to franchise operations, the company also engages in direct acquisitions, including Del Taco in 2025 for approximately $115 million, expanding its ownership beyond franchised units into full brand control. This blend of operating expertise and acquisition capability positions Yadav Enterprises as a major consolidator in the restaurant industry.
Founded: 1989
Headquartered: Fremont, California, USA
CEO: Anil Yadav
Number of employees: 276
Market Cap*: N/A (Privately Held)
EV*: N/A
LTM Revenue*: N/A
LTM EBITDA*: N/A
LTM EV/Revenue: N/A
LTM EV/EBITDA: N/A
AUM: $1.26 billion USD
Recent Transactions: $119 million acquisition of Del Taco (Oct 2025)
Company Details (Target - Denny’s)
Denny’s is an American diner-style restaurant chain popular for its 24/7, family-oriented casual dining and full-service model. The brand operates in excess of 1,400 restaurants (primarily franchised) across the United States, Canada, Mexico, Puerto Rico, and several other international locations. With a menu that emphasises all-day breakfast and value-priced offerings, the chain has become a leading player in the family dining segment by unit count.
Founded: 1953
Headquartered: Spartanburg, South Carolina, USA
CEO: Kelli Valade
Number of employees: ~3,800
Market Cap*: $317.75 million USD
EV*: $731.97 million USD
LTM Revenue*: $457.21 million USD
LTM EBITDA: $53.80 million USD
LTM EV/Revenue: 1.60X
LTM EV/EBITDA: 13.61X
Recent Transactions: $82.5m acquisition of Keke’s Breakfast Café (July 2022)
*As of 28/11/2025
Projections and Assumptions
Short-Term Consequences
The acquisition delivers an immediate and tangible financial benefit to Denny’s public shareholders, who will receive approximately US$6.25 in cash per share, representing a premium of around 52% to the stock’s closing price prior to the announcement. This attractive valuation triggered a strongly positive market reaction, with the share price rising roughly 47–48% in pre-market trading, allowing investors to crystallise value and exit ahead of the company’s expected delisting following the transaction’s anticipated close in Q1 2026. At the same time, the deal marks Denny’s transition from a publicly listed to a privately held company, removing the business from ongoing public-market scrutiny and reducing future transparency and liquidity for external investors.
For TriArtisan, Treville, and Yadav, the transaction provides full control over the brand and its assets, creating greater strategic flexibility to steer operations away from short-term market pressures. Under private ownership, the new sponsors can pursue longer-term initiatives such as optimising underperforming locations, refreshing menus and pricing, revisiting store formats and franchise relationships, and restructuring the balance sheet. In the near term, however, the deal remains subject to customary shareholder and regulatory approvals, introducing execution risk and potential uncertainty for franchisees, employees, and customers as management priorities evolve. Nevertheless, given the acquiring group’s experience in the restaurant and hospitality sector, the buyout presents an opportunity to stabilise and potentially revitalise Denny’s under a more agile, privately owned structure.
Long-Term Upsides
TriArtisan Capital Advisors aim to diversify Denny’s income to improve its current market position. This is primarily through expanding the diner’s virtual branding capabilities, from C3 (Creating Culinary Communities) - a company TriArtisan has invested $10 million in. By integrating C3's virtual food brands into Denny’s, mirroring the strategy the firm trialed with TGI Fridays, Denny’s could see significant revenue increases. Previously, the TGI Fridays partnership projected up to $1 million in additional annual sales per outlet, suggesting a similar, scalable template for enhancing Denny's multi-channel revenue. Given the private equity firm’s experience in developing revenue streams, this will help Denny’s build long-term competitiveness.
On the other hand, Yadav Enterprises are looking to identify structural weaknesses across Denny’s franchise model to lead the firm’s operation restructuring. For context, Yadav Enterprises operates roughly 550 restaurants in the USA, and is one of Denny’s largest franchisees. This means that it already has a deep, day‑to‑day understanding of Denny’s unit economics, customer behaviour, and operational challenges. Hence, having a major franchisee as part of the takeover means decisions about menu, labour, and pricing can be effective. This is important as Denny’s can benefit from greater data-driven insights with Yadav helping to reduce execution risk to ensure that the restaurant’s operational synergies can be realised.
Building on this, Treville Capital is expected to complement Denny’s process improvement focus through providing custom financial solutions. This could take the form of sale leasebacks or refinancing high-interest debt to ensure greater liquidity to be used for new upgrades.
Risks and Uncertainties
Denny’s enters the transaction with a balance sheet that is already highly leveraged relative to the operating profile of a full-service dining chain. This leverage level introduces execution risk embedded in the 52% premium paid for its shares, particularly given the company’s structurally low margins and limited fixed-cost flexibility. Approximately 95% of the system (1,474 of 1,558 restaurants) is franchised or licensed, meaning that the buyer's aim for improvements in unit-level economics depend on franchisee participation in initiatives such as remodels, technology upgrades, and other capital programs. Any franchisee misalignment around the timing or scope of these investments could slow the pace of operational improvement, which may reduce cash flow at the franchisor level and add incremental pressure to an already leveraged capital structure. The company also remains exposed to wage inflation, commodity volatility, and interest-rate uncertainty. Labor and food inputs represent a substantial portion of operating costs across the system, and shifts in these categories can influence store-level profitability even alongside pricing actions. Additionally, the use of a $300 million senior secured term loan and a $35 million secured revolver introduces sensitivity to future refinancing options subject to changing credit market conditions. Collectively, these factors may affect cash-flow availability and the timing of value creation relative to the assumptions underlying the acquisition.
Beyond these operating and financial considerations, the transaction also carries meaningful execution risk tied to shareholder approval. If shareholders do not approve the merger, the deal will not close and no cash consideration will be paid, which could result in a decline in the stock price and limit future liquidity for investors. In such a scenario, Denny’s would be required to continue operating as an independent public company and reassess its strategic options under its existing capital structure. The possibility of a failed vote, together with the associated termination fees, further heightens this risk: under certain circumstances Denny’s may owe the buyer a $10.32 million fee, while the buyer may owe Denny’s $17.2 million if it cannot meet its closing obligations. These dynamics underscore the importance of shareholder approval in determining both the completion of the transaction and the company’s future direction.
In addition, the deal is subject to regulatory considerations that may affect timing and certainty. While the consortium does not expect an HSR filing to be required, this must be formally confirmed, and the parent entity is required to determine by November 26, 2025 whether such a filing is necessary. If required, both parties must submit the filing within 15 business days and observe the relevant review period, which could delay the merger timeline. Although the parties are obligated to seek regulatory approvals, they are not required to accept conditions that would materially affect the company or the benefits of the transaction, such as relinquishing key rights. If regulatory approvals extend beyond June 30, 2026, either party may terminate the merger, making regulatory clearance a potential source of timing risk. More broadly, while the take-private offers Denny’s an opportunity to reorganise outside the pressures of quarterly reporting, there remains uncertainty around whether the operational uplift assumed in the deal can be achieved. The offer carries a sizeable premium, and if market conditions weaken, improvements in traffic, margins, and franchisee performance may take longer to materialise than expected. Continued exposure to shifts in consumer demand, rising labour and commodity costs, and the risk that synergies or efficiency gains are overestimated could further limit profitability, while sustained higher interest rates may constrain refinancing flexibility and slow the pace of value creation.