The information contained on this website is only a summary of information presented in more detail in the Notice of Pendency of Stockholder Class Action and Proposed Settlement, Settlement Hearing, and Right to Appear, which you can access by clicking here. Because this website is just a summary, you should review the Notice for additional details.

NOTICE OF PENDENCY OF STOCKHOLDER CLASS ACTION: Please be advised that your rights will be affected by the stockholder class action captioned Plymouth County Retirement Association v. Restaurant Brands International Inc., C.A. No. 2024-1030-JTL (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”) if you held Carrols Restaurant Group, Inc. (“Carrols”) common stock, either as registered holder or beneficial holder of such stock, and received, or had the right to receive, $9.55 per share in cash in exchange for your Carrols shares at the closing of the acquisition by Restaurant Brands International Inc. (“RBI”) of Carrols as of 11:59 p.m. on May 16, 2024.

NOTICE OF SETTLEMENT: Please also be advised that (i) Plaintiffs Plymouth County Retirement Association, Scott Hamparian, Emad Tadros, and Zeiad Tadros (collectively, “Plaintiffs”), on behalf of themselves and all other members of the Class (as defined below); and (ii) Defendants RBI, Matthew Perelman, and Alexander Sloane (collectively, “Defendants,” and together with Plaintiffs, the “Settling Parties” and each a “Settling Party”) have reached a proposed settlement of the Action for $18,200,000.00 (United States Dollars) in cash (the “Settlement”). The proposed Settlement, if approved by the Court, will resolve all claims in the Action.

If you are a member of the Class, you are subject to the Settlement. The Class preliminarily certified by the Court solely for purposes of the Settlement consists of: 

All registered holders and beneficial owners of Carrols common stock who received, or had the right to receive, $9.55 per share in cash in exchange for their Carrols shares at the Closing of RBI’s acquisition of Carrols as of 11:59 p.m. on May 16, 2024 (“Class Shares”), in each case in their capacity as registered holders or beneficial owners of Class Shares, including their heirs, assigns, transferees, and successors-in interest, but excluding the Excluded Persons, as that term is defined below. 

“Excluded Persons” means each Defendant, any person who was a director or named executive officer of Carrols or RBI as of the Closing, GSP, Cambridge Franchise Holdings, LLC, as well as the spouses and children of any of the foregoing (as applicable), any entity in which any of the foregoing has a controlling interest, or any of the foregoing’s respective parent entities or subsidiaries or general partners and any trusts, estates, entities, or accounts that held Carrols shares for the benefit of any of the foregoing, and the heirs or assignees of any of the foregoing. 

As of April 1, 2024, the Settling Parties estimate that the Class consists of approximately 41,503,660 shares. 

Please Note: The Class is a non-“opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). Accordingly, Class Members do not have the right to exclude themselves from the Class. 

The following table provides a brief summary of the rights you have as a Class Member and the relevant deadlines, which are described in more detail in the Notice.

If you have questions, you may call the Carrols Stockholders Litigation Help Line at 877-719-7073 or email info@CarrolsStockholdersLitigation.com