[Updated Mar 15, '12] Pizza Fusion agrees to buyout from Unique Pizza & Subs

Written on March 5, 2012 at 9:10 pm by Ryan Knoll

Filed under Gossip, Interesting, Legal 2 comments

Unique Pizza and Subs, a 7-unit pizza-sports bar chain traded on OTC Pink Current tier, has agreed to acquire the well branded Pizza Fusion, an 11-unit organic pizza chain. I think there is more to this story, as Pizza Fusion seems to be a much strong player than Unique Pizza & Subs. It could be seen as more of reverse merger with Pizza Fusion as the driver, whereby Pizza Fusion can now be publicly traded and potentially raise more cash for expansion.

[updated March 15, 2012]
I found another interesting article about this merger. [more here] It seems there may be some Bacon Raton, FL penny stock promotion linked to this merger, and it’s not the first time Pizza Fusion has flirted with the Pink Sheets marketplace to attract needed capital, as you can read below:

Trafford, Pa.-based Unique Pizza, which recently issued news releases about two franchising agreements, also said in January it was in the “secondary stage” of selling its pizza in China. The China announcement, which indicated a financial partner was actually still seeking a distributor in China, was issued by Mirador Consulting via PR Newswire and gave a Boca Raton phone number.

Boca Raton is known nationwide as a center of penny stock promoters and penny stock companies, which would include Pink Sheets companies like Unique Pizza.

Unique’s Pizza 2007 filing said the company had raised $718,993 of a $1 million offering, so one question is how the current deal will be funded. The news release said the deal is subject to execution of a definitive agreement and other conditions including the availability of working capital.

A chart on MarketWatch shows no trading volume in Unique Pizza since January, when the announcement of the China deal and a sports pizza sports bar were made. However, trading volume started to appear on Thursday. At 5 p.m., Unique Pizza announced a master franchise deal in Michigan.

Woodbridge Holdings, which merged with BFC Financial Corp. in 2009, made a $3 million investment in Pizza Fusion in 2008 and an additional $1 million investment the following year.

In a U.S. Securities and Exchange Commission filing in December, BFC said Pizza Fusion was in need of further financial support to continue operating under its business plan, and that BFC had no plans to make further investments. In that filing, Woodbridge said it held a 45 percent equity interest in Pizza Fusion.

For its part, Pizza Fusion had not be successful in raising additional capital, the SEC filing said.

It’s unclear how much of a role BFC has continued to play in the pizza business. BFC also has a majority stake in Bluegreen Corp. (NYSE: BXG) and BankAtlantic Bancorp, which has missed its previously stated goal for releasing its annual report and whose stock hit a 52-week low.