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
September
24, 2009
Date of
Report (Date of earliest event reported)
EPL
INTERMEDIATE, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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333-115644
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13-4092105
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(State
or other jurisdiction
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(Commission
File
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(IRS
Employer
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of
incorporation)
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Number)
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Identification
No.)
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3535
Harbor Blvd. Suite 100
Costa
Mesa, California
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92626
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(Address
of principal executive offices)
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(Zip
Code)
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(714) 599-5000
(Registrant’s
telephone number, including area code)
Not Applicable
(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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13-4(c))
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Item 1.01. Entry into a Material Definitive Agreement and
Item
1.02. Termination of a Material Definitive Agreement.
El Pollo Loco, Inc. (“EPL”), wholly
owned subsidiary of EPL Intermediate, Inc. (the “Company”), entered into an
Asset Purchase Agreement dated September 24, 2009, with Fiesta Brands,
Inc. Pursuant to the Agreement, on September 24, 2009, EPL purchased
four El Pollo Loco® restaurants located in the Atlanta, Georgia area previously
owned and operated by Fiesta Brands, and related assets. EPL also
purchased furniture, fixtures and equipment of five other El Pollo Loco®
restaurants previously operated by Fiesta Brands, and assumed various operating
contracts, including the leases, relating to the four purchased
restaurants. The purchase price for the restaurants and assets was
$1,720,000. EPL will continue to operate the four purchased
restaurants.
EPL entered into a Development
Agreement with Fiesta Brands on August 10, 2006. This development agreement gave
Fiesta Brands the right to develop 25 restaurants, with an option for 25
additional restaurants, in Atlanta, Georgia and surrounding
counties. Pursuant to a Termination of Franchise Rights and Mutual
Release dated September 24, 2009 between EPL and Fiesta Brands, the parties
terminated all of their respective rights and obligations under the Development
Agreement and various franchise agreements relating to a total of 9 El Pollo
Loco® restaurants opened by Fiesta Brands pursuant to the Development
Agreement.
Fiesta Brands, Inc. is principally
indirectly owned by Trimaran Capital, LLC and certain of its affiliates that are
members of Trimaran Pollo Partners, LLC (the “LLC”), and FS Equity Partners V,
LP and FS Affiliates V, LP, which are also members of the
LLC. Trimaran Capital, LLC is the managing member of the
LLC. The LLC is the indirect 99% shareholder of the
Company. EPL and Company directors Andrew Heyer and Dean Kehler are
owners of Trimaran Capital, LLC, and director John Roth is an affiliate of FS
Equity Partners V, LP and FS Affiliates V, LP.
SIGNATURES
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 hereunto
duly authorized.
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EPL
INTERMEDIATE,
INC.
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Dated: October
9, 2009
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By:
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/s/ Jerry
Lovejoy
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Jerry
Lovejoy,
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Senior
Vice President
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