Geoff Gannon September 29, 2006

Friendly’s CEO Resigns; Largest Shareholder Requests Seats

On Thursday, Friendly Ice Cream Corp (FRN), announced CEO John L. Cutter had resigned. It was not immediately clear whether Mr. Cutter had been forced out.

I mention the possibility that Mr. Cutter was forced out, because Friendly’s largest shareholder, Sardar Biglari, included this disclosure in a 13-D filed approximately one week before Mr. Cutter’s resignation:

“The Reporting Persons have consulted with the Chairman of the Board of Directors and management of the Issuer concerning the business, operations and future plans of the Issuer, and are seeking seats on the Board of Directors for Mr. Sardar Biglari and Dr. Philip L. Cooley. “

The reporting persons are The Lion Fund L.P., Biglari Capital Corp., Sardar Biglari, and Western Sizzlin Corp (WSZL). They own 12% of Friendly’s outstanding shares.

The two notable entities are The Lion Fund, a hedge fund run by Mr. Biglari, and Western Sizzlin, a public company engaged in the operation and franchising of restaurants.

Western Sizzlin

Biglari (and others) effectively took control of Western Sizzlin during late 2005 and early 2006. Individuals controlling more than a third of the company’s shares replaced the existing board. Below is the description provided in Western Sizzlin’s most recent annual report:

“In November 2005, we added three members to out Board of Directors, namely Sardar Biglari, Philip L. Cooley, and Paul D. Sonkin. Subsequently, in March 2006, six of the incumbent directors, namely Paul C. Schorr, III (our former chairman), A. Jones Yorke, J. Alan Cowart, Jr., Pat Vezertzis, Jesse M. Harrington, and Roger D. Sack, resigned from the Board. At that same time, Mr. Sonkin indicated that he would not stand for re-election at the 2006 annual meeting of stockholders.”

The Lion Fund

The Lion Fund is managed by Sardar Biglari, 29. Philip Cooley serves as one of the fund’s directors. Biglari was a student of Cooley’s at Trinity University. The Lion Fund was launched just over five years ago – although Biglari apparently operated the fund with his own money for about one year before welcoming new investors.

Here are two short (old) articles from the San Antonio Business Journal discussing The Lion Fund:

Lion Fund Loses its Roar

Fund Posts Solid Growth

Sardar Biglari

Biglari has an interesting story. He started an Internet Service Provider while still quite young; then, went on to found The Lion Fund. He frequently cites Warren Buffett as an investing influence. His letter to shareholders (as Chairman of Western Sizzlin) certainly bears a resemblance to Buffett’s own annual letter.

Read Biglari’s Letter to Western Sizzlin Shareholders (among others) reported this story. That story prompted this post.