February 22, 2018

Cara Completes Merger with Keg Restaurants Ltd.

Goodmans LLP represented Vancouver-based Keg Restaurants Ltd. (“KRL”) in the completion of its merger with Cara Operations Limited (TSX: CARA) ("Cara"). KRL is the owner/operator and franchisor of casual dining steakhouse restaurants operating under the trade name "The Keg Steakhouse & Bar" in Canada and in select markets in the United States. Cara paid KRL's shareholders, Fairfax Financial Holdings Limited ("Fairfax") and Mr. David Aisenstat, an aggregate purchase price of $200 million comprised of $105 million in cash and 3,801,123 Cara subordinate voting shares.

Mr. Aisenstat continues as the President and CEO of KRL and assumes oversight of Cara's higher-end casual brands – Bier Markt, the Landing Group of restaurants and Milestones restaurants. Bill Gregson remains as CEO of Cara as well as Chairman of the Cara Board of Directors. Mr. Aisenstat will join the Cara Board of Directors as Vice-Chairman. At a future date, Cara intends to change its corporate name to reflect its new business composition that has evolved since 2013 with the growth from 5 to 16 brands over the same period.

The Keg will continue to operate as it has previously under Mr. Aisenstat's leadership and the The Keg Royalties Income Fund (the "Fund") remains in its current form and will continue to receive royalties from The Keg restaurants operated by KRL.

Cara is Canada's oldest and largest full"service restaurant company. Cara franchises and/or operates some of the most recognized brands in the country including Swiss Chalet, Harvey's, St"Hubert, Milestones, Montana's, Kelseys, East Side Mario's, New York Fries, The Burger's Priest, Prime Pubs, Original Joe's, State & Main, Elephant & Castle, Bier Markt, Landing Group of restaurants and Pickle Barrel.

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