Overview
- RaceTrac is offering $17.12 per share, a roughly 47% premium to Potbelly’s 90‑day VWAP, with Potbelly’s board unanimously recommending the deal and insiders agreeing to tender about 11% of shares.
- Hero Sub Inc., a RaceTrac subsidiary, will launch the tender offer, with closing targeted for the fourth quarter subject to customary regulatory and closing conditions.
- Company leaders say the brands will remain distinct, and Potbelly is not slated for blanket placement inside RaceTrac stores.
- Potbelly has more than 445 shops and a long-term goal of 2,000 locations, while RaceTrac operates 800+ RaceTrac and RaceWay stores and about 1,200 Gulf-branded sites.
- Potbelly shares jumped more than 30% on the announcement, and multiple reports say RaceTrac made an unsolicited approach and negotiated the deal outside a formal auction.