<PAGE>
FILED PURSUANT TO RULE 424(c)
REGISTRATION NO. 33-81008
Supplement No. 4 Dated May 13, 1996
to Prospectus Dated March 5, 1996
Initially Related to 2,000,000 Shares of Common Stock
On May 13, 1996, the Company issued the press release attached hereto as
Annex A and incorporated herein by this reference.
Through the date hereof, the Company has issued an aggregate of 450,640
shares of Common Stock pursuant to this Prospectus and an aggregate of 2,742,626
shares of Common Stock pursuant to that certain Prospectus dated March 5, 1996
initially relating to 1,750,000 shares of Common Stock (the "1,750,000 Share
Prospectus"). Both Prospectuses are part of the same registration statement on
Form S-1 (Reg. No. 33-81001). Effective as of the date hereof, the Company has
transferred the remaining 549,360 shares to the 1,750,000 Share Prospectus.
Accordingly, as of the date hereof, no shares of Common stock are available for
issuance under this Prospectus and this Prospectus is hereby amended
accordingly.
<PAGE>
[BOSTON CHICKEN, INC. LOGO APPEARS HERE]
Analyst Contact: Melissa Marsden
303-384-5652
Media Contact: Karen Rugen
303-384-5076
BOSTON CHICKEN REPORTS 120% INCREASE IN NET INCOME;
---------------------------------------------------
EARNINGS PER SHARE OF $.24
--------------------------
GOLDEN, COLO., MAY 13, 1996 -- BOSTON CHICKEN, INC. (NASDAQ-NMS:BOST) today
reported financial results for its first quarter ended April 21, 1996 (sixteen
weeks), compared with results of the comparable period ended April 16, 1995.
Highlights include:
. Systemwide gross revenue increased 66% to $311,798,000 from $187,448,000.
. Operating income increased 111% to $28,547,000 from $13,527,000.
. Net income increased 120% to $15,649,000 from $7,116,000.
. Earnings per share increased 60% to $.24 from $.15, even though weighted
average shares outstanding increased 33% due to financing and acquisition
activity.
Boston Chicken Inc.'s total revenue increased to $47,347,000 in the first
quarter of 1996, from $40,107,000 in the first quarter of 1995. Royalties and
franchise-related revenue increased 86% to $46,033,000 from $24,789,000
primarily due to an increase in royalties associated with higher systemwide
sales and an increase in interest income generated on loans made to area
developers. Revenue from company-operated stores was $1,314,000 in the quarter
compared with $15,318,000 in the first quarter of 1995, reflecting the lower
average number of company-operated stores in the 1996 period (3 in 1996, versus
46 in 1995) as the company concluded its practice of opening stores in new
markets to seed development and then transferring those stores to area
developers. At the end of the first quarter, there were a total of 894 Boston
Market stores open systemwide.
Mark Stephens, vice chairman and chief financial officer, said, "The Boston
Market system is very focused on store performance and operations and systemwide
performance has begun to reflect that focus. Weekly per store average revenue
increased 10% to $22,762 versus the same period last year,
-MORE-
BOSTON CHICKEN, INC
14103 DENVER WEST PARKWAY
GOLDEN, CO 80401-4086
303-278-9500
<PAGE>
Boston Chicken, Inc.
p. 2
despite the severe winter weather that affected many of our best markets.
Excluding the first four weeks of the year, the period most affected by the
weather, weekly per store average revenue was $23,489. Store cash flow also
improved nicely, even though many of the initiatives underway are expected to
have a more significant impact later in the year."
"During the quarter, we launched two key sales drivers," said Larry Zwain,
president and chief executive officer of Boston Market. "In January, we began
television advertising of our new Boston Carver/TM/ sandwiches and consumer
response has been great. This successful introduction has helped our lunch
business grow from about 35% to just over 40% of sales. We also began
television advertising of our Boston Market/TM/ Feast in selected markets.
Where advertised, family meal unit sales were up significantly, and nearly half
of those who purchased the Market Feast were first time buyers of our family
meals. We also further capitalized on the success of our Hearth Honey/TM/ ham
by offering whole and half hams and banquet-sized side dishes for Easter,
resulting in the second highest weekly per store average sales ever for the
Boston Market system."
Scott Beck, co-chairman and chief executive officer of Boston Chicken, said, "A
significant milestone during the quarter was the Mid-Atlantic transaction. With
nearly 80 stores in the Philadelphia market, Mid-Atlantic combined a unique
level of development maturity with intense operational focus, yielding a very
attractive business. The value of our conversion option really paid off, as
these stores, which will now be classified as company stores, are already having
an positive contribution to our second quarter earnings."
"We're also very excited about the potential for our shareholders from our
involvement with Einstein Bros. Bagels," Beck added. "During the quarter,
Einstein Bros. acquired Noah's New York Bagels, the leading West Coast bagel
retailer, with 50 stores in California, Washington and Oregon." Einstein Bros.
Bagels, Inc., funded in part by a convertible loan from Boston Chicken, now
operates and franchises nearly 145 stores in 14 states. Beck continued, "Noah's
has tremendous brand awareness and customer loyalty on the West Coast. Their
commitment to product quality, service and community involvement is very similar
to that of Einstein's. They also have a premier development organization, with
a substantial pipeline of stores underway. Both concepts have significant
development momentum and the Einstein Bros. system is well on its way to having
between 275 and 300 stores opened by the end of 1996."
-MORE-
<PAGE>
Boston Chicken, Inc.
p. 3
Boston Chicken, Inc. franchises and operates Boston Market food service stores
that specialize in homestyle meals featuring rotisserie-roasted Boston
Chicken/(R)/ and turkey breast, Hearth Honey hams, double-sauced meat loaf, hot,
hand-carved Boston Carver sandwiches and fresh vegetables, salads and other side
dishes, including mashed potatoes made from scratch. Boston Market meals
combine the freshness and quality of traditional home cooking with convenience
and value. As of May 13, 1996, there were 898 Boston Market stores in 37 states
and the District of Columbia.
Certain statements in this release constitute "forward-looking statements" and
involve risks, uncertainties, and other factors which may cause the actual
performance of Boston Chicken, its area developers, Boston Market stores, and
Einstein Bros. Bagels, Inc. to be materially different from the performance
expressed or implied by such statements. Such factors include, among others:
competition; success of operating initiatives; area developers' adherence to
development schedules; advertising and promotional efforts; adverse publicity;
changes in business strategy or development plans; availability and terms of
capital; regional weather conditions; and other factors set forth in the
Company's 10-K. The success of the Company is dependent on its area developers
and franchisees and the manner in which they operate and develop Boston Market
stores.
-MORE-
<PAGE>
Boston Chicken, Inc.
Page 4
BOSTON CHICKEN, INC. AND SUBSIDIARY
CONSOLIDATED INCOME STATEMENTS
(In thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended
---------------------
April 16, April 21,
1995 1996
--------- ---------
<S> <C> <C>
Revenue:
Royalties and franchise-related
fees................................... $24,789 $46,033
Company-operated stores................. 15,318 1,314
------- -------
Total revenue....................... 40,107 47,347
Costs and Expenses:
Cost of products sold................... 5,790 480
Salaries and benefits................... 8,548 7,509
General and administrative.............. 12,242 10,811
------- -------
Total costs and expenses 26,580 18,800
------- -------
Income from Operations....................... 13,527 28,547
Other Expense:
Interest expense, net................... (2,057) (2,900)
Other income, net....................... 28 109
------- -------
Total other expense................. (2,029) (2,791)
------- -------
Income Before Income Taxes................... 11,498 25,756
Income Taxes................................. 4,382 10,107
------- -------
Net Income................................... $ 7,116 $15,649
======= =======
Net Income Per Common and
Equivalent Share........................ $ 0.15 $ 0.24
======= =======
Weighted Average Number of Common
and Equivalent Shares Outstanding....... 48,566 64,317
======= =======
</TABLE>
-MORE-
<PAGE>
Boston Chicken, Inc.
Page 5
BOSTON CHICKEN, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
<TABLE>
<CAPTION>
December 31, April 21,
1995 1996
------------ -----------
(Unaudited)
<S> <C> <C>
ASSETS
- ------
Current Assets:
Cash and cash equivalents............ $ 310,436 $ 155,483
Accounts receivable, net............. 13,445 14,002
Due from affiliates.................. 9,614 9,741
Notes receivable..................... 5,462 38,497
Prepaid expenses and other current
assets.............................. 1,536 2,717
Deferred income taxes................ 3,322 3,841
---------- ----------
Total current assets............. 343,815 224,281
Property and Equipment, net............. 258,550 265,521
Notes Receivable........................ 450,572 671,504
Deferred Financing Costs, net........... 15,745 17,985
Other Assets, net 5,195 8,266
---------- ----------
Total assets..................... $1,073,877 $1,187,557
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current Liabilities:
Accounts payable..................... $ 12,292 $ 7,388
Accrued expenses..................... 9,095 8,911
Deferred franchise revenue........... 8,945 9,229
---------- ----------
Total current liabilities........ 30,332 25,528
Deferred Franchise Revenue.............. 2,072 3,940
Liquid Yield Option Notes............... 177,306 173,024
Convertible Subordinated Debt........... 129,872 129,862
Deferred Income Taxes................... 16,631 18,685
Other Noncurrent Liabilities............ 833 726
Commitments and Contingencies
Stockholders' Equity:
Preferred Stock--$.01 par value;
authorized 20,000,000 shares;
no shares issued and outstanding.... - -
Common Stock--$.01 par value;
authorized 100,000,000 shares;
issued and outstanding:
59,121,301 in 1995 and 62,624,702
in 1996.......................... 591 626
Additional paid-in capital........... 675,611 778,888
Retained Earnings.................... 40,629 56,278
---------- ----------
716,831 835,792
---------- ----------
Total liabilities and
stockholders' equity............ $1,073,877 $1,187,557
========== ==========
</TABLE>
###
