UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) DECEMBER 17, 2004
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FRIENDLY ICE CREAM CORPORATION
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(Exact Name Of Registrant As Specified In Its Charter)
MASSACHUSETTS
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(State or Other Jurisdiction of Incorporation)
001-13579 04-2053130
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(Commission File Number) (I.R.S. Employer Identification No.)
1855 BOSTON ROAD, WILBRAHAM, MA 01095
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(Address of Principal Executive Offices) (Zip Code)
(413) 543-2400
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On December 17, 2004, Friendly Ice Cream Corporation (the "Company")
entered into Amendment No. 5 to Revolving Credit Agreement (the "Amendment")
with the lenders party thereto and Fleet National Bank, as administrative agent
for the lenders.
The Amendment, among other things, (i) amended certain financial covenants
relating to the maximum leverage ratio, the minimum interest coverage ratio and
the minimum trailing 12-month EBITDA requirement, (ii) eliminated the minimum
quarterly EBITDA requirement, (iii) revised the definition of the fixed charge
coverage covenant, (iv) amended the Company's annual capital expenditures limit
and (v) increased the commitment fee under the Revolving Credit Agreement from
0.50% to 0.75%. Pursuant to the Amendment, commencing with the 2006 calendar
year, the Company will be required to repay in full all amounts outstanding
under the revolving credit loans between May 1 and June 15 of each calendar year
and not draw down any amounts under the revolving credit facility for a period
of 15 consecutive days immediately following the date of such repayment. Solely
for calendar year 2005, the Company will continue to be subject to its current
requirement to repay all amounts outstanding under the revolving credit loans
between June 15 and September 30 and not draw down any amounts under the
facility for a period of 30 consecutive days immediately following the date of
repayment.
A copy of the Amendment is attached hereto as Exhibit 10.1 and incorporated
herein by reference.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
To the extent applicable, the contents of Item 1.01 above are incorporated
into this Item 2.03 by this reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
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EXHIBIT NUMBER EXHIBIT DESCRIPTION
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10.1 Amendment No. 5 to Revolving Credit Agreement by
and among the Company, Fleet National Bank
and certain other banks and financial institutions.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Dated: December 22, 2004 FRIENDLY ICE CREAM CORPORATION
By:/s/ Paul V. Hoagland
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Name: Paul V. Hoagland
Title: Executive Vice President of Administration and
Chief Financial Officer
EXHIBIT INDEX
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EXHIBIT NUMBER EXHIBIT DESCRIPTION
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10.1 Amendment No. 5 to Revolving Credit Agreement by
and among the Company, Fleet National Bank
and certain other banks and financial institutions.