-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CoaQWWcE4OU9KO18kvchDq2M6xNbWSTcklywXJI2UQtCnXdIZqAIdTUtDfAomidk cyElWhwbFDR4sNkxQAaftg== 0001157523-05-001342.txt : 20050211 0001157523-05-001342.hdr.sgml : 20050211 20050211101600 ACCESSION NUMBER: 0001157523-05-001342 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050209 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050211 DATE AS OF CHANGE: 20050211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRIENDLY ICE CREAM CORP CENTRAL INDEX KEY: 0000039135 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 042053130 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13579 FILM NUMBER: 05595468 BUSINESS ADDRESS: STREET 1: 1855 BOSTON ROAD CITY: WILBRAHAM STATE: MA ZIP: 01095 BUSINESS PHONE: 4135432400 MAIL ADDRESS: STREET 1: 1855 BOSTON ROAD CITY: WILBRAHAM STATE: MA ZIP: 01095 8-K 1 a4820517.txt FRIENDLY'S 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) February 9, 2005 --------------- FRIENDLY ICE CREAM CORPORATION - -------------------------------------------------------------------------------- (Exact Name Of Registrant As Specified In Its Charter) MASSACHUSETTS - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 001-13579 04-2053130 ------------------------ ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 1855 Boston Road, Wilbraham, MA 01095 ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (413) 543-2400 (Registrant's Telephone Number, Including Area Code) (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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Resignation of a Director On February 9, 2005, Mr. Charles A. Ledsinger, a director of Friendly Ice Cream Corporation (the "Company") since 1997, informed the Board of Directors of the Company that he is resigning as a Class II Director of the Company to pursue other activities, effective March 1, 2005. Appointment of a Director On February 9, 2005, the Company's Board of Directors, upon the recommendation of the Nominating Committee of the Board of Directors, appointed Mr. Perry D. Odak as a Class II director to fill the vacancy created by Mr. Ledsinger's resignation, such appointment to be effective March 1, 2005. Mr. Odak will also serve on the Audit and Compensation Committees of the Board of Directors. A copy of a press release issued by the Company announcing the resignation of Mr. Ledsinger and the appointment of Mr. Odak is filed as Exhibit 99.1 to this Form 8-K. Item 9.01 Financial Statements and Exhibits (c) Exhibits -------- Exhibit Number Exhibit Description - -------------- ------------------------------------------------------ 99.1 Friendly Ice Cream Corporation Press Release dated February 10, 2005 2 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: February 11, 2005 FRIENDLY ICE CREAM CORPORATION By: /s/ PAUL V. HOAGLAND -------------------------------- Name: Paul V. Hoagland Title: Executive Vice President of Administration and Chief Financial Officer EXHIBIT INDEX Exhibit Number Exhibit Description - -------------- ------------------------------------------------------ 99.1 Friendly Ice Cream Corporation Press Release dated February 10, 2005 EX-99.1 2 a4820517ex991.txt PRESS RELEASE Exhibit 99.1 Friendly's Restaurants Announce Appointment to Board; Mr. Perry D. Odak to Join Friendly's Board of Directors to Fill Vacancy Resulting from Resignation WILBRAHAM, Mass.--(BUSINESS WIRE)--Feb. 10, 2005--Friendly Ice Cream Corporation (AMEX:FRN) announced the appointment of Perry D. Odak to serve on the Company's Board of Directors effective March 1, 2005. Mr. Odak will fill the vacancy made available by the resignation of Charles A. Ledsinger, whose resignation becomes effective March 1, 2005. Mr. Ledsinger is the Chief Executive Officer of Choice Hotels International, Inc., an international hospitality chain. Mr. Odak is currently the President and Chief Executive Officer of Wild Oats Markets, Inc. (NASDAQ: OATS), one of the nation's leading chains of organic, specialty and natural food markets. In this position since 2001, Odak was brought in to succeed the founders and execute a turnaround of the company. Established in 1987, Wild Oats now has annual revenues of nearly $1 billion with more than 106 stores in the United States and Canada. Prior to joining Wild Oats Markets, Inc., Mr. Odak was recruited to join Ben & Jerry's Homemade, Inc. as its Chief Executive Officer and President. Before joining Ben & Jerry's, Mr. Odak maintained 25 years of senior management experience in a variety of consumer product and retailing businesses, including, Dial Corp., a Fortune 500 company, Jovan, Inc., an innovative fragrance and cosmetic company, and Atari Inc., a leading distributor of video game software. Mr. Odak holds a B.S. in Applied Economics from Cornell University in Ithaca, New York. Donald N. Smith, Friendly's Chairman of the Board of Directors said, "I'd like to thank Chuck Ledsinger for the invaluable contributions he's made to Friendly's. With the many demands for his time, I sincerely appreciate all that he has done for Friendly's". Smith went on to say, "We are pleased to welcome Perry to Friendly's Board of Directors. We believe his values, insight, and tremendous ice cream industry experience will make him a superb asset to our Company and a valuable addition to the Board." About Friendly's Friendly Ice Cream Corporation is a vertically integrated restaurant company serving signature sandwiches, entrees and ice cream desserts in a friendly, family environment in over 535 company and franchised restaurants throughout the Northeast. The Company also manufactures ice cream, which is distributed through more than 4,500 supermarkets and other retail locations. With a 69-year operating history, Friendly's enjoys strong brand recognition and is currently remodeling its restaurants and introducing new products to grow its customer base. Additional information on Friendly Ice Cream Corporation can be found on the Company's website (www.friendlys.com). CONTACT: Friendly's Maura C. Tobias, 413-543-2400 x 2814 -----END PRIVACY-ENHANCED MESSAGE-----