When a Franchisor Files for Bankruptcy
When a franchisor files for bankruptcy, what happens to its franchisees? The answer, as with most legal questions, is “It depends.” It depends, in fact, on a multitude of legal and circumstantial issues, each of which may or may not come into play, and each of which may have one or more possible outcomes.
This article provides a brief history of some well-known franchisor bankruptcies of recent years -- including Denny's, Bennigan's, Steak & Ale, Original Roadhouse Grill, Cork & Olive, The Ground Round, Church's Chicken, Popeyes, and 7-Eleven -- with a look at the outcomes of these bankruptcies for both the franchisors and their franchisees.
The Denny’s franchise filed for Chapter 11 bankruptcy protection back in 1997, following the $54 million settlement of a class-action lawsuit in which the franchisor was charged with racism. The franchisor maintained its franchise structure and undertook an expansive diversity campaign, which included increasing its number of minority-owned franchises. The system eventually expanded to 1,000 franchisees.
Bennigan’s and Steak & Ale Restaurants
The parent corporation for the Bennigan's and Steak & Ale restaurant chains filed for Chapter 7 bankruptcy in 2008. Company-owned locations closed, but more than 100 Bennigan’s franchisees remained in operation.
Original Roadhouse Grill
The franchisor of the Original Roadhouse Grill restaurant chain filed for Chapter 11 bankruptcy in 2007, and converted to Chapter 7 later that year. Franchisees continued to operate, but as with Bennigan’s, corporate-owned restaurants were shuttered.
Cork & Olive Wine Retailers
Cork & Olive was a regional franchisor in the Southeast that filed for Chapter 7 bankruptcy in the summer of 2008, after roughly a year of problems meeting inventory obligations to its franchisees. For a time, franchisees had to create their own websites and pay out of pocket when customers redeemed corporate-issued gift cards. Ultimately, their franchisor went into full-on Chapter 11 liquidation, but by banding together to work with vendors, compare notes, and share best practices, the system's former franchisees were able to pull through and continue to operate independently.
Ground Round Restaurants
The Ground Round franchise filed for Chapter 11 bankruptcy in 2004. Many, but not all, of the franchisees remained in the system and worked cooperatively to purchase the Ground Round trademark for several million dollars. Those franchisees who purchased the trademark continued to operate under the Ground Round name.
Church’s Chicken and Popeyes Restaurants
After merging with the Church’s Chicken system in the late 1980s in a debt- laden deal, Popeyes franchise owner AFC Enterprises took both franchise systems into bankruptcy. The Church’s Chicken franchise system was later sold, and both systems maintained support for their franchisees.
7-Eleven Convenience Stores
Similar to Church’s and Popeyes, 7-Eleven underwent a Chapter 11 bankruptcy restructuring in the early 1990s after a $5 billion buyout failed to produce its intended results. Majority ownership in the franchisor was sold off, and the system has since developed into one of the most successful stories in the franchise industry, with thousands of stores worldwide.
Of course, these stories mask many of the day-to-day implications and practicalities of dealing with a franchisor in bankruptcy. Sometimes the effects can be minimal, but other times—with small and large franchisors alike—a franchisor’s bankruptcy can significantly impact the success or failure of a franchisee’s operations. From loss of supply of branded inventory, to loss of affiliation with the franchisor’s trademark entirely, to loss of operational support, to customer confusion or defection as a result of less-than-flattering headlines, franchisors’ bankruptcies can have real and long-term effects for the businesses of their franchisees.
Although it's certainly no guarantee of protection, a critical factor for prospective franchisees evaluating several franchise opportunities should be a franchisor's outstanding litigation or history of bankruptcy filings (Item 3 and Item 4 of the Franchise Disclosure Document, respectively) -- elements to be investigated seriously by anyone hoping to find a franchise.
Jeff Fabian is the owner of Fabian, LLC, a boutique intellectual property and business law firm serving new and established franchisors and prospective franchisees. Visit www.fabianlegal.com or www.thefranchisecafe.com for more information, or contact the firm directly at 410.908.0883 or email@example.com. You can also follow Jeff on Twitter @jsfabian.
This article is provided for informational purposes only, and does not constitute legal advice. Always consult an attorney before taking any action that may affect your legal rights or liabilities.
Is There A Duty Of Competence in Franchising?
Think about the last time you hired a plumber or an auto mechanic, or a lawyer for that matter. Without asking, you probably knew that the person you hired owed you a legal duty to perform the job in a competent manner consistent with the standards of his or her profession. The same is true when you bought a new car or built a new house. You rightly expected that the seller would stand behind its responsibility.
How Apricot Lane is Creating Retail Boutiques with the Franchise Model
You are correct - it is very difficult to use the words, "flexible" and "franchise" in the same sentence! The flexibility comes with allowing our franchisees to cater their product mix to their local demographic. Florida fashion is different than North Dakota, Louisiana or California. The sophistication comes with the build-out, marketing, point of sale - inventory management system, intranet communications, buying resources and most importantly, the networking of franchisees across the country sharing fashion trends and what's working.
Why More Men are Investing in Women’s Gyms
FranchiseHelp sat down with the next generation of that fitness legacy, Lucille Roberts President Kevin Roberts. Kevin discusses his mothers impact on the company and why the women's fitness niche continues to grow at a rapid pace. Kevin also gives insight on what it takes to be a good candidate to own a Lucille Roberts Women's Fitness gym franchise.