Bloomberg News

Friendly Ice Cream Files for Court Protection From Creditors

October 06, 2011

Oct. 6 (Bloomberg) -- Friendly Ice Cream Corp., the 76- year-old restaurant chain known for its ice cream and hamburgers, filed for bankruptcy protection four years after being acquired by private-equity firm Sun Capital Partners Inc.

The company, which opened at the height of the Great Depression with one shop in Springfield, Massachusetts, plans to sell itself at an auction with a Sun Capital affiliate as the lead bidder, according to papers filed yesterday in U.S. Bankruptcy Court in Wilmington, Delaware.

The sale will “quickly restructure the company” and allow it “emerge stronger and more competitive,” Friendly said in a statement. Friendly attributed the bankruptcy partly to “the challenges of the current economic downturn,” rising costs for commodities such as cream, and above-market rents.

The company requested court permission to hold a Dec. 1 auction, followed by a Dec. 5 hearing to approve the sale. Under the proposed timeline, all bids must be submitted by Nov. 24. Potential buyers would have to offer at least $122.6 million in cash to qualify for the auction.

The Sun Capital affiliate is bidding about $120 million, including cash to pay secured lenders and an amount for unsecured creditors. Second-lien noteholders, majority-owned by Sun Capital affiliates, will bid debt owed on $267.7 million in notes.

Closed Restaurants

The restaurant company, commonly known as “Friendly’s,” closed 63 sites as part of the filing. Another 424 locations will stay open, Friendly said. The Wilbraham, Massachusetts- based company has franchising operations and makes ice cream products for supermarkets and retailers throughout the U.S.

Debt is about $297 million and assets are valued at more than $100 million, according to court documents. First-lien lenders are owed about $21.5 million. Revenue for the year’s first eight months was $329.7 million, court papers showed.

The 20 largest unsecured creditors include Bank of New York Mellon Corp. as the trustee for unsecured noteholders with a claim of $7.8 million; FM Facility Maintenance LLC, with a claim of $3.49 million; and KSL Media Inc., with a claim of $3.36 million.

DIP Loan

Friendly will seek court approval at a hearing today to borrow about $50.6 million to help fund operations while it restructures, company lawyer Laura Davis Jones said in an e- mail. Sun Capital affiliates are offering about $71.3 million in so-called debtor-in-possession financing.

Friendly’s shares were publicly traded from 1968 until 1979, when it was bought by Hershey Foods Corp., which introduced the candymaker’s products into its sundaes as toppings. In 1988, the company was bought by Donald N. Smith, who launched the Cyclone soft-serve dessert and renamed the chain “Friendly’s” in 1989.

The company went public again in 1997 at $18 a share and was bought by Sun Capital in 2007 for about $395 million, or $15.50 a share.

The chain joins other restaurants that have filed for bankruptcy in the past three years amid an economic slump, including Perkins & Marie Callender’s, operator of full-service restaurants; Sbarro Inc., operator of more than 1,000 pizza restaurants; and Bennigan’s and Steak & Ale, both owned by Metromedia Restaurant Group.

Sun Capital

The Souper Salad and Grandy’s brands, owned by affiliates of Summit Investment Management Inc. and Sun Capital, filed for Chapter 11 in September.

Sun Capital, based in Boca Raton, Florida, owns other restaurant operators including Boston Market, Captain D’s Seafood Kitchen, Fazoli’s Restaurants, Smokey Bones Bar & Fire Grill and Real Mex Restaurants, according to its website. Real Mex and affiliates Chevys, El Torito and Acapulco filed for bankruptcy on Oct. 4 in the Delaware court.

The case is In re Friendly Ice Cream Corp., U.S. Bankruptcy Court, District of Delaware (Wilmington), 11-13167.

--With assistance from Sophia Pearson and Phil Milford in Wilmington. Editors: Christopher Scinta, Stephen Farr

To contact the reporters on this story: Tiffany Kary in New York at tkary@bloomberg.net; Dawn McCarty in Wilmington at dmccarty@bloomberg.net; Michael Bathon in Wilmington at mbathon@bloomberg.net.

To contact the editor responsible for this story: John Pickering at jpickering@bloomberg.net.


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