ADW Capital Management, LLC has issued an open letter to the board of Driven Brands Holdings Inc. and its controlling shareholder, Roark Capital Group, proposing to acquire the company for $18.00 per share in cash. The offer represents a 41% premium over Driven Brands’ closing price on April 29, 2026, and a 42% premium over the 30‑day volume‑weighted average price.
The proposal follows a March 26 letter from ADW Capital that called for a strategic review of Driven Brands. ADW Capital currently holds about 3.7% of the company’s common stock and has expressed concerns about governance, capital allocation, and the company’s diversification into car washes. The activist investor also criticized Roark Capital’s focus on its restaurant portfolio, suggesting that the controlling shareholder’s attention may be diverted from Driven Brands.
Driven Brands has been grappling with financial reporting issues, including a class action lawsuit alleging securities fraud and material weaknesses in internal controls. The company has also delayed its financial filings. Despite these challenges, analysts anticipate a return to profitability, and the $18.00 per share offer is viewed as a means to provide shareholders with an immediate cash payout.
The total value of the transaction is estimated at nearly $3 billion. ADW Capital has indicated confidence in securing the necessary financing and has requested a meeting by May 15, 2026, to begin due diligence discussions.
If the acquisition proceeds, it would resolve governance concerns, address the company’s reporting problems, and provide liquidity to shareholders. The deal would also result in Driven Brands exiting the public markets and would allow Roark Capital to divest its stake.
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