FRN Invesco Frontier Markets ETF

WILBRAHAM, Mass., July 26 /PRNewswire-FirstCall/ -- Friendly Ice Cream Corporation (the "Company") (AMEX:FRN) announced today that it is offering (the "Offer") to purchase for cash any and all of its outstanding $175,000,000 aggregate principal amount of 8-3/8% Senior Notes due 2012 (the "Notes"), on the terms and subject to the conditions set forth in the Offer to Purchase and Solicitation Statement dated July 26, 2007 and the accompanying Consent and Letter of Transmittal (together, the "Offer Documents"). The Company is also soliciting consents (the "Solicitation") from holders of the Notes for certain amendments that would, among other things, eliminate substantially all of the restrictive covenants and certain events of default contained in the indenture under which the Notes were issued. Adoption of the proposed amendments requires the consent of holders of at least a majority of the aggregate principal amount of the Notes outstanding. As previously announced, on June 17, 2007 the Company entered into an Agreement and Plan of Merger by and among the Company, Freeze Operations Holding Corp. ("Parent") and Freeze Operations, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, subject to the satisfaction or waiver of the conditions therein, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation of the Merger (the "Merger"). The completion of the Offer and Solicitation is not a condition to the consummation of the Merger. The Solicitation will expire at 5:00 p.m., New York City time, on August 8, 2007, unless earlier extended or terminated (such date and time, as the same may be modified, the "Consent Date"). The Offer will expire at 12:00 midnight, New York City time, on August 22, 2007, unless extended or earlier terminated (such date and time, as the same may be modified, the "Expiration Time"). The total consideration to be paid for each $1,000 in principal amount of Notes validly tendered and accepted for purchase, subject to the terms and conditions of the Offer Documents, will be paid in cash and will be calculated based on a fixed spread pricing formula. The total consideration will be determined on the tenth business day prior to the Expiration Time based, in part, upon a fixed spread of 50 basis points over the yield on the 4.875% U.S. Treasury Note due May 31, 2008. The total consideration includes a consent payment equal to $30 per $1,000 in principal amount of Notes (the "Consent Payment"). The detailed methodology for calculating the total consideration for the Notes is outlined in the Offer Documents. Holders who validly tender their Notes on or prior to the Consent Date will be eligible to receive the total consideration. Holders who validly tender their Notes after the Consent Date, but on or prior to the Expiration Time, will be eligible to receive the total consideration less the Consent Payment. In either case, all Holders who validly tender their Notes will receive accrued and unpaid interest up to, but not including, the date of settlement. Holders who tender their Notes must consent to the proposed amendments. Tendered Notes may not be withdrawn and consents may not be revoked after the Consent Date. The Company's Offer and Solicitation are conditioned on, among other things, the following: -- the closing of the Merger shall have occurred; -- the Company shall have received valid consents from holders of a majority of the aggregate principal amount of the Notes; and -- a supplemental indenture which implements the proposed amendments in respect of the Notes upon receipt of the consents required for those amendments shall have been executed and delivered. The Company has retained Barclays Capital Inc. to act as sole Dealer Manager for the Offer and as the Solicitation Agent for the Solicitation. Barclays Capital Inc. can be contacted at (212) 412-4072 (collect) or (866) 307-8991 (toll-free). Georgeson Inc. is the Information Agent and can be contacted at (888) 605-7583 (toll-free). Copies of the Offer Documents and other related documents may be obtained from the Information Agent. The Offer and Solicitation are being made solely on the terms and conditions set forth in the Offer Documents. Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell any securities of the Company. This press release also is not a solicitation of consents to the proposed amendments to the indenture. The Offer and Solicitation are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Company, the Dealer Manager, the Information Agent or the Depositary makes any recommendation as to whether holders of the Notes should tender their Notes or consent to the proposed amendments to the indenture and no one has been authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to consent to the proposed amendments to the indenture and to tender the Notes. ABOUT FRIENDLY'S Friendly Ice Cream Corporation is a vertically integrated restaurant company serving signature sandwiches, entrees and ice cream desserts in a friendly, family environment in 515 company and franchised restaurants throughout the Northeast. The Company also manufactures ice cream, which is distributed through more than 4,000 supermarkets and other retail locations. With a 72-year operating history, Friendly's enjoys strong brand recognition and is currently remodeling its restaurants and introducing new products to grow its customer base. Additional information on Friendly Ice Cream Corporation can be found on the Company's website (http://www.friendlys.com/). IMPORTANT INFORMATION Statements contained in this release that are not historical facts constitute "forward looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements include statements relating to the anticipated impact, benefits and results of the Merger. Risks and uncertainties regarding the transaction include the possibility that the closing does not occur, or is delayed, either due to the failure of closing conditions, including approval of the shareholders of the Company, the failure to obtain required regulatory approvals or other reasons. Other factors that may cause actual results to differ from the forward looking statements contained herein and that may affect the Company's prospects in general are included in the Company's other filings with the Securities and Exchange Commission. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such forward looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. DATASOURCE: Friendly Ice Cream Corporation CONTACT: Georgeson Inc., +1-888-605-7583 Web site: http://www.friendlys.com/

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