EX-16 2 dex16.htm LETTER FROM MILL ROAD CAPITAL, L.P. TO THE BOARD OF DIRECTORS OF KONA GRILL Letter from Mill Road Capital, L.P. to the Board of Directors of Kona Grill

Exhibit 16

LOGO

June 2, 2009

Board of Directors

Attn: Mark Zesbaugh

Kona Grill, Inc.

7150 East Camelback Road

Suite 220

Scottsdale, AZ 85251

 

Re: Proposal of Superior Financing to Rights Offering

Dear Mark:

This letter serves as a written submission of a financing proposal by Mill Road Capital L.P. (“Mill Road”) for the review of the Board of Directors of Kona Grill, Inc. (“Kona” or the “Company”). This proposal is intended as a replacement for the currently planned rights offering and would provide the same proceeds to the Company with no dilution to any shareholders. The terms of the proposal are as follows:

 

Securities:    $3.5 million of unsecured subordinated notes provided by Mill Road
Use of Proceeds:    Repayment of the March 5, 2009 unsecured subordinated notes and cash for operating purposes
Interest Rate:    12% cash interest paid monthly
Term:    1 year
Warrant Coverage:    None

Mill Road is able to complete definitive documentation and fund this investment expeditiously. Needless to say, the proposal set forth herein is not binding; binding obligations will be created only by definitive documentation. I look forward to discussing this with you and the Special Committee and working together on a transaction that meets the best interest of Kona, its shareholders and its employees.

 

Sincerely,
Mill Road Capital L.P.
By:  

Mill Road Capital GP LLC

Its General Partner

By:  

/s/ Thomas E. Lynch

  Thomas Lynch
  Senior Managing Director

Two Sound View Drive, Suite 300 • Greenwich, CT 06830 • (203) 987-3500