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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
Date of Report (Date of earliest event reported): January 6, 2000
BOSTON CHICKEN, INC.
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(Exact name of registrant as specified in this charter)
Delaware 0-22802 36-3904053
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(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
14123 Denver West Parkway, P.O. Box 4086, Golden, Colorado 80401-4086
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(Address of principal executive offices)
(303) 278-9500
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(Registrant's telephone number, including area code)
Not applicable
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(Former name or former address, if changes since last report)
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Item 5. Other Events.
On January 6, 2000, Boston Chicken, Inc. (the "Company") announced that it
and its Boston Market-related subsidiaries (together, the "Debtors") had filed a
joint Plan of Reorganization and related Disclosure Statement with the U.S.
Bankruptcy Court, District of Arizona, which has jurisdiction over the Debtors'
Chapter 11 cases filed in October 1998. The basis of the Plan of Reorganization
is the previously announced asset purchase agreement dated November 30, 1999
(the "Asset Purchase Agreement") among the Debtors, as Sellers, Golden
Restaurant Operations, Inc. ("GRO"), a wholly-owned subsidiary of McDonald's
Corporation ("McDonald's"), as Buyer, and McDonald's, as guarantor of certain of
GRO's obligations under the Asset Purchase Agreement. Under the terms of the
Asset Purchase Agreement, GRO will purchase substantially all of the assets of
the Debtors and assume certain liabilities of the Debtors for an aggregate
consideration of approximately $173.5 million. Assets of the Debtors not
purchased by GRO, including the Company's approximately 51.9% ownership interest
in Einstein/Noah Bagel Corp., will be transferred to a Plan Trust for the
benefit of creditors. The Debtors have requested a Bankruptcy Court hearing to
consider approval of the Disclosure Statement on February 15, 2000 in Courtroom
No. 6, 10/th/ floor, 2929 North Central Avenue, Phoenix, Arizona. All court
filings in connection with the Debtors' chapter 11 cases can be accessed on the
Internet at http://ecf.azb.uscourts.gov.
Under the terms of the filed Plan of Reorganization, after payment of
bankruptcy administrative expenses and payment of claims entitled to priority
under the Bankruptcy Code, the Debtors' senior secured creditors will receive
substantially less than the aggregate face value of their loans to the Company.
Holders of the Debtors' equity securities and holders of any claims arising out
of the purchase of the Debtors' debt and equity securities will receive no
distributions under the proposed Plan of Reorganization. In addition, it is
unlikely that holders of the Company's convertible subordinated debt securities
will receive any distributions under the Plan of Reorganization.
FORWARD LOOKING STATEMENTS
Certain statements in this Current Report on Form 8-K may constitute "forward-
looking statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known and unknown
risks, uncertainties, and other factors, which may cause the actual results,
performance or achievements of the Debtors' and its stores to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. The success of the Boston Market
system generally is dependent upon, among other things, approval by the
Bankruptcy Court of the proposed Plan of Reorganization and consummation of the
Asset Purchase Agreement. Likewise, all forward-looking statements relating to
the Plan of Reorganization and the Asset Purchase Agreement are subject to such
approval and consummation. There can be no assurance that such approval will be
obtained or that such consummation will occur.
SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: January 6, 2000
BOSTON CHICKEN, INC.
By: /s/ Greg Uhing
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Greg Uhing
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
