PJ America, Inc.
Ticker: PJAM 9109 PArkway East
Exchange: NASDAQ-National Market Birmingham, Alabama 35206
Industry: Retail (205) 836-1212

Type of Shares:Common Shares Filing Date:8/30/96
U.S. Shares:1,800,000 Offer Date:10/24/96
Non-U.S. Shares:0 Filing Range:$9.50 - $11.50
Primary Shares:1,620,000 Offer Price:$12.50
Secondary Shares:180,000 Gross Spread:$0.88
Offering Amount: $18,900,000 Selling:$0.48
Expenses:$950,000 Reallowance:$0.10
Shares Out After:4,620,000

ManagerTierPhone
Montgomery SecuritiesLead Manager (415) 627-2220
Alex. Brown & Sons IncorporatedCo-manager (410) 727-1700

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/25/95 6/30/96
Revenue:$23.10$14.10$10.20Assets:$6.90
Net Income:$1.15$3.14$3.15Liabilities:$4.93
EPS:$0.38$0.21$0.17Equity:$1.97

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is the largest franchisee of "Papa John's" pizza delivery and carry-out restaurants based upon the number of restaurants currently in operation. At June 30, 1996, the company owned and operated 42 Papa John's restaurants in Birmingham, Alabama and the surrounding area; in Norfolk, Richmond and Virginia Beach, Virginia and the surrounding area; in Norfolk, Richmond and Virginia Beach, Virginia an the surrounding areas; and in East Texas. In addition to its existing territories, the company has been granted by its franchisor, Papa John's International, Inc., the rights to tenter into development agreements for Papa John's restaurants in Utah from an affiliate of the company. The company also intends to pursue selective strategic acquisitions of existing Papa John's franchisees. At June 30, 1996, the company and its franchisees operated 1,000 Papa John's restaurants in 26 states.

Use of Proceeds
The proceeds from the proposed offering will be used to fund expansion, repay indebtedness, pay undistributed S Corporation earnings, and for general corporate purposes.

Last updated: 12/8/96

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