Butterfly Closes $527 Million Continuation Fund to Accelerate Growth for QDOBA

August 05, 2025 at 09:00 AM EDT

The Oversubscribed Transaction, Led by Apollo S3, Extends Butterfly’s Partnership with QDOBA, the No. 1 Franchisor in the Mexican Fast-Casual Category in North America

Butterfly, a Los Angeles-based private equity firm specializing in the food and beverage sector, today announced the closing of a $527 million single-asset continuation fund to extend its partnership and accelerate the growth trajectory of QDOBA Restaurant Corporation (“QDOBA” or the “Company”), the No. 1 Mexican fast-casual franchisor in North America with over 800 locations and approaching $1.3 billion in systemwide sales.

Apollo’s Sponsor and Secondary Solutions business (“Apollo S3”) led the oversubscribed transaction, with additional commitments from a diverse group of new and existing investors, including Painswick Capital, a specialist single-asset continuation vehicle firm established in 2024 by John L. Garcia, Chairman and former CEO of AEA Investors. The transaction provides an attractive liquidity option for QDOBA’s existing investors, strengthens the Company’s capital structure and provides a clear runway to achieve its next phase of growth and value creation.

Since acquiring QDOBA in 2022, Butterfly has executed numerous key strategic initiatives, including enhancing its management team with multiple executive hires, transitioning to a franchise-first model and reigniting new restaurant development momentum. These initiatives have transformed the Company into a high-growth and asset-light operator that is the No. 1 franchisor and No. 2 brand in the Mexican fast-casual category in North America. Looking ahead, QDOBA has a clear, long-term growth plan underpinned by attractive unit economics, a robust new restaurant development pipeline and enduring category growth tailwinds.

“QDOBA is the best-kept secret in the restaurant industry. With mid-single digit comp sales in each of the past three years and projected 10% annual new unit growth, QDOBA is now one of the fastest growing national restaurant brands in America,” said John Cywinski, CEO of QDOBA. “Given this trajectory, we expect to double QDOBA’s system sales over the next five years, and I honestly can't think of a better partner than Butterfly to help us unlock our full potential."

“We are proud of the success that QDOBA has achieved since our original investment, but we are even more thrilled to double down on our partnership with John and his incredible team as they embark on this next stage of growth,” said Adam Waglay, Co-Founder and Co-CEO of Butterfly. “Mexican fast-casual remains one of the highest growth and most attractive categories within the broader restaurant sector, and we are excited to continue backing the category-leading franchisor for years to come.”

“This transaction marks our first continuation fund and highlights Butterfly’s ability to remain creative in the current market to deliver attractive liquidity options for our investors while supporting the ongoing growth of our portfolio companies,” said Peter Tang, Chief Financial Officer and Managing Director of Butterfly. “We are very grateful for the enthusiastic support we have received in this transaction, which we believe is a win-win-win for the Company, its existing investors and our new partners in the continuation fund.”

“We are pleased to partner with Butterfly and lead this transaction, which enables Apollo S3 to invest in QDOBA, a clear category leader, and a business which Apollo funds have successfully invested in previously,” said Steve Lessar, Apollo Partner and Co-Head of S3. “We have been impressed by the progress that Butterfly has made in positioning QDOBA for sustained growth and believe the depth and breadth of the Apollo platform enables us to execute bespoke transactions like this across a variety of sectors and asset categories.”

Evercore served as exclusive financial advisor to Butterfly, Kirkland & Ellis served as legal counsel to Butterfly and Weil Gotshal served as legal advisor to Apollo S3.

About Butterfly

Butterfly is a Los Angeles, California-based private equity firm that invests exclusively in the $26 trillion food sector. Butterfly is a leading “seed to fork” food ecosystem investor in North America and seeks to generate consistent investment returns through deep sector expertise, a data-driven investment process, and an operations-driven approach to value creation. Since its founding in 2016, the firm has invested in a diverse portfolio of category-leading businesses representing over $9 billion in enterprise value including The Duckhorn Portfolio, Rise Baking Company, Actus Nutrition, Chosen Foods, MaryRuth Organics, Pete and Gerry’s, Orgain, Generous Brands (a portfolio consisting of Health-Ade, Evolution Fresh and Bolthouse Farms), Bolthouse Fresh Foods, QDOBA, and Pacifico Aquaculture. To learn more, please visit https://www.bfly.com/.

About QDOBA

QDOBA is a fast-casual Mexican restaurant with over 800 locations in the U.S., Canada and Puerto Rico, Japan and South Korea. Committed to bringing flavor to people's lives, QDOBA uses ingredients freshly prepared in-house by hand throughout the day to create a variety of flavorful menu options. Guests can experience QDOBA's delicious offerings by customizing their own burritos, bowls, tacos, quesadillas, nachos and salads to suit their personal tastes and cravings. Premium toppings can always be added to entrées at no extra charge, including signature 3-cheese queso and hand-crafted guacamole. For six years running, QDOBA has been voted the "Best Fast-Casual Restaurant" as part of the USA TODAY 10Best Readers' Choice Awards.

Backed by over 25 years of proven success in the United States, and recently Canada and Puerto Rico, QDOBA is prioritizing franchise growth in key markets such as Arizona, Georgia, Ohio, North Carolina, Nevada, South Carolina, Tennessee and Texas. For additional information about the QDOBA franchise opportunity, visit qdobafranchise.com.

Guests can order ahead for pick-up, delivery or catering at QDOBA.com or on the QDOBA app, which is available for download on the iTunes App Store or Google Play. Fans can also connect with QDOBA on Instagram, Facebook, X and TikTok.

About Apollo S3

S3 is Apollo's Sponsor and Secondary Solutions business. S3 provides flexible capital solutions to asset managers and limited partners across the risk-reward spectrum. S3 is a natural extension of Apollo's global investment platform, offering partner-oriented capital across asset classes including private equity, private credit, infrastructure and real estate. As of March 31, 2025, Apollo had total assets under management of approximately $785 billion. To learn more about S3, please visit http://www.apollos3.com/.