Latham Advises on Cracker Barrel’s Upsized US$345 Million Convertible Senior Notes Offering

Cracker Barrel Old Country Store, Inc. (Cracker Barrel) (Nasdaq: CBRL), announced the upsizing and pricing of its offering of US$345.0 million aggregate principal amount of 1.75% convertible senior notes due 2030 in a private offering only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The aggregate principal amount of the notes to be issued in the offering was increased to US$345.0 million from the previously announced US$275.0 million and includes the full exercise of the initial purchasers’ option to purchase an additional US$45.0 million aggregate principal amount of notes. The issuance and sale of the notes closed on June 13, 2025.

Latham & Watkins LLP represented the initial purchasers in the offering with a capital markets team led by partners Greg Rodgers and Andrew Blumenthal, with associates Claire Solimine, Alex Gulino, Ana Carolina Andrade, and Edward Wang. Advice was also provided on equity derivatives matters by partner Catherine Lee and counsel Christopher Yu, with associate Henry Lin; and on tax matters by partner Bora Bozkurt, with assistance from Jack Santoro.