US Exchange Filings

Red Robin is reducing its board from eight directors to six after James Pappas and Christopher Martin resigned, effective Oct. 23. The departures follow the completion of key parts of the burger chain’s turnaround effort, including the sale of more than 100 company-operated restaurants and a refinancing that Red Robin says carries lower borrowing costs than its previous credit agreement.

Pappas, of JCP Investment Management, and Martin, of Jumana Capital, joined the board in December 2024 alongside an additional investment in Red Robin by the two firms. The company said their resignations were not related to disagreements over its operations, policies or practices.

  • Board composition: The board will have six directors, five of them independent. Red Robin did not name replacements for Pappas or Martin.
  • New credit facility: Earlier in October, Red Robin refinanced its prior credit agreement with a five-year, $115 million senior secured facility led by JPMorgan Chase Bank. It comprises a $90 million term loan and a $25 million revolving credit line.
  • Stated financing benefit: Red Robin described the new facility’s borrowing costs as meaningfully lower than those under the previous agreement and said it gives management more flexibility to carry out its First Choice Plan.
  • Turnaround progress cited: Since December 2024, Red Robin says it has refreshed its menu, strengthened its leadership team, improved restaurant-level margins and advanced its refranchising program by selling more than 100 company-operated restaurants.
  • Directors’ rationale: Pappas and Martin said the strategic objectives behind their investment had been substantially achieved and expressed confidence in Red Robin’s management and direction.

The board changes mark the departure of two directors associated with the investment that helped shape the recent turnaround effort. The refinancing shifts Red Robin to a new, five-year bank facility, while the planned smaller board will retain a majority of independent directors.

Original Filing

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