Dow Jones Newswires
UNDER A BUCK: Boston Chicken Stock Appears Worth Little
By RICK STINE
A Dow Jones Newswires Column
NEW YORK -- Things had been quiet on the Boston Chicken Inc. (BOSTQ) bankkruptcy front for awhile until a little bombshell was dropped Wednesday.
An investment group, appropriately named Boston Market Acquisition Co., submitted an offer to the bankruptcy court overseeing Boston Chicken's reorganization. BMAC is willing to pay $140 million for Boston Chicken's assets. Of the $140 million, $105 million is in cash and the rest in assumed liabilities.
The court has been overseeing an auction process and this is apprently the best offer out there. Boston Chicken's board has approved it. Creditors have not.
The man behind the bid, Jacob C. Baum, has an investment group behind him and a plan to bring the Boston Market restaurant brand back. The plan, Baum told me in an interview, involves international expansion and selling Boston Market products in supermarkets.
"A new financial structure is the key," Baum said, referring to the heavy debt load that sent Boston Chicken into bankruptcy court to begin with.
As is the case for most shareholders in debt-laden companies trying to reorganize, it's that heavy debt load that threatens to wipe out the equity value in Boston Chicken.
In fact, the value of Boston Chicken's equity is the million dollar question.
The stock market seems to think the equity is worth about $30 million (take the number of shares outstanding and multiply it by the stock price).
My gut tells me it's worth nothing.
Here's why:
If this bid is accepted by the court, or even a slightly sweetened bid, which some observers think is likely, it doesn't even come close to paying off debtors. There's more than $600 million of convertible bonds outstanding and as of several months ago, the company had drawn down $56 million in debtor-in-possession financing. Debtor-in-possession financing, which is money raised by a company to help it operate while going through bankruptcy proceedings, is always the most senior of debt.
More than $300 million was owed to banks and finance companies at the time of the Chapter 11 filing last year.
Remember, $105 million of the bid on the table is cash. And we've just identified more than $900 million of debt. Whew! That doesn't come close to paying the bondholders and bankers. The convertibles don't trade often but changed hands Wednesday around 4 cents to 5 cents on the dollar.
And loans banks had made to Boston Chicken before it went into bankruptcy were trading around 15 cents to 20 cents on the dollar.
So if the people who LOANED money to this company expect to see returned to them pennies instead of dollars, why should shareholders expect to get anything?
They shouldn't.
Assuming the asset sale goes through, Boston Chicken will own one thing: a 51% stake in Einstein/Noah Bagel (ENBX). But that stake is worth only about $12 million. And if it was sold, proceeds would likely go to the Boston Chicken creditors, not shareholders.
There's a side-story with Einstein/Noah: if the 51% stake is sold to a single entity, a change in control of the company has occured. And that could force Einstein/Noah to redeem a $125 million bond issue it privately placed a couple of years ago.
In a recent filing, Einstein/Noah indicated it had about $16 million in cash, accounts receivables and inventories - an amount far short of what it would take to pay off that convertible issue.
Back to Baum.
He's had experience in the restaurant business. He ran Canyon Cafe, a restaurant chain that focuses on Southwestern food, before it was sold to Apple South. He sits on the board of Furr's/Bishop's Inc., another restaurant company.
He says that more than 300 unprofitable Boston Market stores have been closed since last year, bringing the total number of stores open to 866.
He wants the relatively new management team at Boston Chicken to remain in place. He sees big value in leveraging the company's well-known name.
Baum sees getting Boston Chicken back on its feet as a private company with an eye toward eventually doing an initial public stock offering somewhere down the road.
He says he hopes equity investors who didn't fare well the first time around with Boston Chicken will have faith enough to invest in the company again.
That might prove to be a hard sell.
By Rick Stine; (201) 938-5151; rick.stine@dowjones.com |