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SEC Filings

S-1/A
CHIPOTLE MEXICAN GRILL INC filed this Form S-1/A on 12/23/2005
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THE OFFERING

Class A common stock offered by us   6,060,606 shares

Class A common stock offered by the selling shareholder

 

1,818,182 shares

Common stock to be outstanding immediately after this offering:

 

 
 
Class A

 

7,878,788 shares
 
Class B

 

24,615,831 shares
 
Total

 

32,494,619 shares

Common stock voting rights:

 

 
 
Class A

 

One vote per share, representing in aggregate 3% of the combined voting power of our outstanding stock.
 
Class B

 

Ten votes per share, representing in aggregate 97% of the combined voting power of our outstanding stock.

Use of proceeds

 

We intend to use the net proceeds from this offering to repay the balance outstanding under our $30 million revolving line of credit with McDonald's, to provide additional long-term capital to support the growth of our business (primarily through opening new stores), to continue to maintain our existing stores and for general corporate purposes. We will not receive any proceeds from the sale of shares by the selling shareholder. See "Use of Proceeds."

Proposed New York Stock Exchange trading symbol

 

CMG

        The numbers of shares of common stock that will be outstanding after this offering is based on 26,434,013 shares outstanding at December 15, 2005, including non-vested shares subject to forfeiture, after giving effect to the reclassification of each share of our outstanding common stock and each share of our outstanding preferred stock into one-third of one share of our class B common stock in the Reclassification, which will result in a decrease in the number of shares outstanding, and excludes:

    228,666 shares of class A common stock issuable upon the exercise of options outstanding at September 30, 2005 at a weighted average exercise price of $16.25 per share; and

    shares of class A common stock reserved for future issuance under our Chipotle 2006 Stock Incentive Plan.

        Except as otherwise indicated, all information in this prospectus gives effect to the Reclassification and assumes no exercise of the underwriters' option to purchase up to an additional 1,181,818 shares of class A common stock from the selling shareholder to cover over-allotments.

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