UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): February 25, 2009

 

DineEquity, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-15283

 

95-3038279

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

450 North Brand, Glendale, California

 

91203

(Address of Principal Executive Offices)

 

(Zip Code)

 

(818) 240-6055

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 2.02.                                    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On February 25, 2009, Registrant issued a press release announcing its fourth quarter and fiscal 2008 financial results.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

ITEM 7.01.                                    REGULATION FD DISCLOSURE.

 

On February 25, 2009, Registrant issued a press release entitled, “DineEquity, Inc. Provides Financial Performance Guidance for Fiscal 2009.”  A copy of the press release is filed as Exhibit 99.2 to this report and incorporated herein by reference. In addition to the information in the press release,  in response to an investor question posed on DineEquity’s investor conference call on Wednesday, February 25, 2009, the Company is providing the following information with regards to the financial impact of a 53rd operating week in fiscal 2009.  The Company expects the inclusion of the 53rd week will result in the recognition of approximately $7 million of additional pre-tax profit across the reporting segments of its Applebee’s and IHOP business units.

 

The preceding sentence constitutes a forward-looking statement provided by Registrant pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995. This statement involves known and unknown risks, uncertainties and other factors, which may cause the actual results to be materially different than those expressed. These factors include, but are not limited to the factors identified in the press release under “Forward-Looking Statements,” and other factors discussed from time to time in the Company’s news releases, public statements and/or filings with the Securities and Exchange Commission, especially the “Risk Factors” sections of Annual and Quarterly Reports on Forms 10-K and 10-Q. Registrant disclaims any intent or obligation to update this forward-looking information.

 

The information set forth in response to this item shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

ITEM 9.01.                                    FINANCIAL STATEMENTS AND EXHIBITS.

 

(d)                                                                                 Exhibits.

 

Exhibit No.

 

Description

99.1

 

Press release of Registrant dated February 25, 2009, re Fourth Quarter and Fiscal 2008 Financial Results

99.2

 

Press release of Registrant dated February 25, 2009, re Guidance for Fiscal 2009

 

2



 

SIGNATURE

 

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.

 

Date: March 2, 2009

IHOP CORP.

 

 

 

By:

/s/ MARK D. WEISBERGER

 

 

Mark D. Weisberger

 

 

Vice President — Legal,

 

 

Secretary and General Counsel

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release of Registrant dated February 25, 2009, re Fourth Quarter and Fiscal 2008 Financial Results

99.2

 

Press release of Registrant dated February 25, 2009, re Guidance for Fiscal 2009

 

4


Exhibit 99.1

 

 

News Release

Investor Contact

Stacy Roughan

Director, Investor Relations

DineEquity, Inc.

818-637-3632

 

Media Contact

Lucy Neugart

Sard Verbinnen

415-618-8750

 

DineEquity, Inc. Announces Fourth Quarter 2008 Financial Results

 

Improved Expense Control Enhances Financial Flexibility

 

GLENDALE, Calif., February 25, 2009 —  DineEquity, Inc. (NYSE: DIN), the parent company of Applebee’s Neighborhood Grill & Bar and IHOP Restaurants, today announced financial results for the fourth quarter ended December 31, 2008.

 

The Company generated $110.8 million of cash flows from operating activities for fiscal 2008, a 4.2% increase compared to fiscal 2007.  The Company’s cash flows from operating activities for fiscal 2008 was further augmented by $15.8 million from the run-off of the IHOP business’ long-term notes receivable, offset by consolidated capital expenditures of $31.8 million for fiscal 2008.  Free cash flow for fiscal 2008 was $94.8 million (see “References to Non-GAAP Financial Measures” below).

 

For the fourth quarter 2008, the Company reported a net loss available to common stockholders of $136.9 million, or a net loss per diluted share available to common stockholders of $8.15.  The loss was primarily due to non-cash, after tax impairment charges of $148.3 million related to write downs of Applebee’s goodwill and intangible assets.  Excluding impairment charges for the fourth quarter 2008, the Company reported net income available to common stockholders of $5.7 million, or net income per diluted share available to common stockholders of $0.34.

 

Julia A. Stewart, DineEquity’s chairman and chief executive officer, said, “Our results for the quarter and full year 2008 reflect the significant contraction of consumer spending in the second half of the year.  We continue to believe that IHOP is well positioned to extend its lead in family dining even in this challenging economy, and we are taking significant steps to reposition the Applebee’s brand in order to drive future growth.  Additionally, we have taken proactive steps to maximize our financial flexibility and tighten expenses as we continue to manage our business for the long-term.”

 

IHOP Performance Highlights

 

The following is a summary of key performance drivers of DineEquity’s IHOP business unit for the fourth quarter and fiscal 2008:

 

 

DineEquity, Inc.

 

450 North Brand Blvd., 7th floor

 

Glendale, California 91203-4415

 

866.995.DINE

 



 

·                  IHOP’s system-wide same-store sales decreased 1.0% for the fourth quarter 2008 compared to the same quarter last year and increased 1.5% for fiscal 2008, reflecting higher average guest check and a reduction in guest traffic for both periods.  IHOP’s marketing efforts during the quarter included unique limited-time offers such as Fruit Crepe Fever and Coffee Cake Pancakes supported by national advertising, holiday gift card and IHOP ‘n Go carry out program advertising, along with restaurant level programs aimed at driving the dinner day part.

 

·                  During the quarter, franchisees and its Florida area licensee opened 26 new IHOP restaurants, bringing total fiscal 2008 new franchise openings to 71 restaurants in the U.S., Mexico and Canada.

 

·                  IHOP’s franchising business generated revenue growth of 5.6% to $51.6 million for the fourth quarter 2008 compared to the same quarter last year primarily due to a 3.5% increase in effective units during the quarter.  IHOP’s franchise operations segment profitability increased 7.0% to $27.8 million for the fourth quarter 2008 compared to the same quarter last year.

 

Stewart commented, “Despite a difficult consumer environment, IHOP delivered a solid performance in 2008 due to the successful brand revitalization and operational improvement strategies employed over the past several years.  These strategies of energizing the brand, improving operations and maximizing development remain as relevant today as they were when initiated in 2003, and will provide the framework for the IHOP team and our franchisees to sustain system momentum.”

 

Applebee’s Performance Highlights

 

The following is a summary of key performance drivers of DineEquity’s Applebee’s business unit for the fourth quarter and fiscal 2008:

 

·                  Applebee’s system-wide domestic same-store sales decreased 4.6% for the fourth quarter 2008 compared to the same quarter last year and decreased 2.2% for fiscal 2008.  Same-store sales for Applebee’s domestic franchise restaurants decreased 4.7% for the fourth quarter 2008 compared to the same quarter last year and decreased 2.4% for fiscal 2008. Same-store sales for Applebee’s company-operated restaurants decreased 4.2% for the fourth quarter 2008 compared to the same quarter last year and decreased 1.3% for fiscal 2008.  Applebee’s company-operated restaurant same-store sales results for the fourth quarter 2008 reflected traffic declines, which offset an increased average guest check that was primarily driven by an effective pricing increase of nearly 4.0%.  Applebee’s marketing efforts during the quarter included an enhanced value offering, Two for $20, supported by national advertising, a holiday gift card promotion and the continuation of Applebee’s “It’s a Whole New Neighborhood” campaign.

 

·                  During the quarter, franchisees opened 14 new Applebee’s restaurants, bringing the total number of new franchise openings to 48 restaurants for fiscal 2008 throughout the U.S. and in several international locations.

 

·                  On a pro forma basis, which compares fourth quarter 2008 results for Applebee’s franchise operations segment to the same period last year, Applebee’s franchise operations segment

 

2



 

profitability grew 0.3% to $34.5 million due to a 7.3% increase in effective units, which offset a 4.7% decrease in domestic franchise same-store sales for the fourth quarter 2008.

 

·                  On a pro forma basis, which compares fourth quarter 2008 results for Applebee’s company operations segment to the same period last year, sales at Applebee’s company-operated restaurants decreased 18.3% to $225.0 million primarily due to a 13.2% decrease in the number of effective units as a result of the Company’s refranchising efforts.  Operating margin, which is defined as total sales less expenses, improved 280 basis points to 10.7% compared to a 7.9% operating margin, excluding pre-opening expense of 10 basis points, for the fourth quarter 2007.  Applebee’s operating margin performance for the quarter was primarily driven by improvement in the management of labor expense and food and beverage costs, which more than offset higher commodity and utility costs.  These factors resulted in an 11.5% increase in segment profitability to $24.0 million for the fourth quarter 2008.

 

·                  In line with its strategy to franchise the majority of Applebee’s company-operated restaurants, Applebee’s completed the sale of 103 restaurants in Southern California, Delaware, Nevada and Texas during fiscal 2008.

 

Stewart commented, “We have strong interest from prospective buyers in all of Applebee’s company-operated restaurants available for sale, but recognize that closing deals is very difficult in the current environment.  We continue to believe we will meet our 2009 refranchising goal of selling approximately 200 restaurants as we are working with several interested parties to overcome obstacles posed by the credit markets and weakness in the broader economy.  In the meantime, we remain focused on margin improvement and profitability enhancement at Applebee’s company-operated restaurants.  Additionally, we are moving into the next stage of Applebee’s brand revitalization process with strategic menu updates and expanded marketing efforts planned throughout the year.”

 

Maximizing Financial Flexibility

 

Through a combination of refranchising and sale-leaseback proceeds, rental obligation assignments, and the use of free cash flow to retire debt, DineEquity reduced its leverage levels by approximately $500 million in fiscal 2008.  Additionally, the Company has taken proactive steps to further maximize its financial flexibility, including cost reduction actions that have already resulted in approximately $20 million worth of profit enhancements over and above the approximate $35 million worth of cost savings to date made possible by the Applebee’s acquisition and the sale of company-operated restaurants.

 

As a result, DineEquity complied with its debt covenants throughout fiscal 2008 and believes it will continue to do so in fiscal 2009.  The Company’s consolidated leverage ratio as of the end of the fourth quarter 2008 was 6.77x.  As of the end of the fourth quarter 2008, debt service coverage ratios were 3.0x for IHOP’s securitization on a three-month unadjusted basis and 2.0x for the Applebee’s securitization on three-month adjusted basis.

 

DineEquity has provided supplemental information to this news release regarding its compliance with its debt covenants, which may be accessed by visiting the Calls & Presentations section of DineEquity’s Investor Relations website at http://investors.dineequity.com and referring to supporting materials for the Company’s fourth quarter 2008 webcast.

 

3



 

Investor Conference Call Today

 

The Company will host an investor conference call to discuss its fourth quarter and fiscal 2008 financial results and 2009 performance guidance today at 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time).  To participate on the call, please dial (888) 679-8037 and reference pass code 81027656.  A live webcast of the call will be available on DineEquity’s Web site at www.dineequity.com, and may be accessed by visiting Calls & Presentations under the site’s Investor Information section.  A telephonic replay of the call may be accessed through March 4, 2009 by dialing 888-286-8010 and referencing pass code 85912763.  An online archive of the webcast also will be available on the Investor Information section of DineEquity’s Web site.

 

About DineEquity, Inc.

 

Based in Glendale, California, DineEquity, Inc., through its subsidiaries, franchises and operates restaurants under the Applebee’s Neighborhood Grill & Bar and IHOP brands.  With approximately 3,400 restaurants combined, DineEquity is the largest full-service restaurant company in the world.  For more information on DineEquity, visit the Company’s Web site located at www.dineequity.com.

 

Forward-Looking Statements

 

There are forward-looking statements contained in this news release. They use such words as “may,” “will,” “expect,” “believe,” “plan,” or other similar terminology, and include statements regarding the strategic and financial benefits of the acquisition of Applebee’s International, Inc., expectations regarding integration and cost savings, and other financial guidance. These statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results to be materially different than those expressed or implied in such statements. These factors include, but are not limited to: the implementation of the Company’s strategic growth plan; the availability of suitable locations and terms for the sites designated for development; the ability of franchise developers to fulfill their commitments to build new restaurants in the numbers and time frames covered by their development agreements; legislation and government regulation including the ability to obtain satisfactory regulatory approvals; risks associated with executing the Company’s strategic plan for Applebee’s; risks associated with the Company’s incurrence of significant indebtedness to finance the acquisition of Applebee’s; the failure to realize the synergies and other perceived advantages resulting from the acquisition; costs and potential litigation associated with the acquisition; the ability to retain key personnel after the acquisition; conditions beyond the Company’s control such as weather, natural disasters, disease outbreaks, epidemics or pandemics impacting the Company’s customers or food supplies; acts of war or terrorism; availability and cost of materials and labor; cost and availability of capital; competition; continuing acceptance of the IHOP and Applebee’s brands and concepts by guests and franchisees; the Company’s overall marketing, operational and financial performance; economic and political conditions; adoption of new, or changes in, accounting policies and practices; and other factors discussed from time to time in the Company’s news releases, public statements and/or filings with the Securities and Exchange Commission, especially the “Risk Factors” sections of Annual and Quarterly Reports on Forms 10-K and 10-Q. Forward-looking information is provided by the Company pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be

 

4



 

evaluated in the context of these factors. In addition, the Company disclaims any intent or obligation to update these forward-looking statements.

 

Non-GAAP Financial Measures

 

This news release includes references to the Company’s “net loss available to common stockholders, excluding impairment charges” and the non-GAAP financial measure “free cash flow.”  The former is computed for a given period by deducting from net (loss) income available to common stockholders for such period the effect of any loss related to impairment and closure charges incurred in such period.  This is presented on an aggregate basis and a per share (diluted) basis.  For the latter, the Company defines “free cash flow” for a given period as cash provided by operating activities, plus receipts from notes and equipment contracts receivable (“long-term notes receivable”), less capital expenditures.  Management utilizes free cash flow to determine the amount of cash remaining for general corporate and strategic purposes after the receipts from long-term notes receivable, and the funding of operating activities and capital expenditures.  Management believes this information is helpful to investors to determine the Company’s cash available for these purposes. Free cash flow is a supplemental non-GAAP financial measure and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with generally accepted accounting principles.  The following table reconciles the Company’s cash provided by operating activities to free cash flow for fiscal 2008:

 

 

 

For the year Ended
December 31, 2008

 

 

 

(in millions)

 

Cash flows from operating activities

 

$

110.8

 

Receipts from long term notes receivable

 

15.8

 

Capital expenditures

 

(31.8

)

Free cash flow

 

$

94.8

 

 

5



 

DINEEQUITY, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

Revenues

 

 

 

 

 

 

 

 

 

Franchise revenues

 

$

88,547

 

$

62,991

 

$

353,331

 

$

205,757

 

Company restaurant sales

 

228,891

 

112,750

 

1,103,228

 

125,905

 

Rental income

 

32,852

 

33,112

 

131,347

 

132,422

 

Financing revenues

 

5,235

 

4,740

 

25,722

 

20,475

 

Total revenues

 

355,525

 

213,593

 

1,613,628

 

484,559

 

Costs and Expenses

 

 

 

 

 

 

 

 

 

Franchise expenses

 

26,227

 

22,986

 

96,243

 

88,054

 

Company restaurant expenses

 

205,491

 

102,299

 

978,197

 

117,448

 

Rental expenses

 

24,299

 

24,549

 

98,057

 

98,402

 

Financing expenses

 

1,101

 

228

 

7,314

 

1,215

 

General and administrative expenses

 

43,617

 

33,531

 

182,239

 

81,597

 

Interest expense

 

50,443

 

19,769

 

203,141

 

28,654

 

Impairment and closure charges

 

170,732

 

4,326

 

240,630

 

4,381

 

Amortization of intangible assets

 

3,076

 

1,132

 

12,132

 

1,132

 

(Gain) loss on extinguishment of debt

 

(12,808

)

 

(15,242

)

2,223

 

Other (income) expense, net

 

1,659

 

313

 

(926

)

2,030

 

Loss on derivative financial instrument

 

 

26,513

 

 

62,131

 

Total costs and expenses

 

513,837

 

235,646

 

1,801,785

 

487,267

 

Loss from continuing operations before income taxes

 

(158,312

)

(22,053

)

(188,157

)

(2,708

)

Benefit for income taxes

 

(21,188

)

(7,746

)

(33,698

)

(2,228

)

Net loss

 

$

(137,124

)

$

(14,307

)

$

(154,459

)

$

(480

)

Net loss

 

$

(137,124

)

$

(14,307

)

$

(154,459

)

$

(480

)

Less: Series A preferred stock dividends

 

(4,750

)

(1,561

)

(19,000

)

(1,561

)

Less: Accretion of Series B preferred stock

 

(551

)

(181

)

(2,151

)

(181

)

Less: Net loss allocated to unvested participating restricted stock

 

5,476

 

 

6,417

 

 

Net loss available to common stockholders

 

$

(136,949

)

$

(16,049

)

$

(169,193

)

$

(2,222

)

Net loss available to common stockholders per share

 

 

 

 

 

 

 

 

 

Basic

 

$

(8.15

)

$

(0.94

)

$

(10.09

)

$

(0.13

)

Diluted

 

$

(8.15

)

$

(0.94

)

$

(10.09

)

$

(0.13

)

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

16,799

 

16,996

 

16,764

 

17,232

 

Diluted

 

16,799

 

16,996

 

16,764

 

17,232

 

Dividends declared per common share

 

$

0.25

 

$

0.25

 

$

1.00

 

$

1.00

 

Dividends paid per common share

 

$

0.25

 

$

0.25

 

$

1.00

 

$

1.00

 

 

6



 

DineEquity, Inc.

 

IHOP BUSINESS UNIT

 

The following table sets forth, for the three-month and twelve-month periods ended December 31 of the current year and prior year, the number of effective restaurants in the IHOP system and information regarding the percentage change in sales at those restaurants compared to the same periods in the prior year. “Effective restaurants” are the number of restaurants in a given period, adjusted to account for restaurants open for only a portion of the period. Information is presented for all effective restaurants in the IHOP system, which includes IHOP restaurants owned by the Company, as well as those owned by franchisees and area licensees. Sales at restaurants that are owned by franchisees and area licensees are not attributable to the Company. However, we believe that presentation of this information is useful in analyzing our revenues because franchisees and area licensees pay us royalties and advertising fees that are generally based on a percentage of their sales, as well as rental payments under leases that are usually based on a percentage of their sales. Management also uses this information to make decisions about future plans for the development of additional restaurants as well as evaluation of current operations. Pro forma information on Applebee’s restaurant data and restaurant development and franchising activity is presented in the section entitled “Pro Forma Comparison of Three Months and Year ended December 31, 2008 with Three Months and Year ended December 31, 2007 —Applebee’s” herein.

 

 

 

Three Months
Ended
December 31,

 

Year
Ended
December 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

Restaurant Data

 

 

 

 

 

 

 

 

 

Effective restaurants(a)

 

 

 

 

 

 

 

 

 

Franchise

 

1,206

 

1,162

 

1,189

 

1,144

 

Company

 

11

 

11

 

10

 

12

 

Area license

 

159

 

157

 

158

 

158

 

Total

 

1,376

 

1,330

 

1,357

 

1,314

 

System-wide(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

3.6

%

7.8

%

5.5

%

6.9

%

Same-store sales percentage change(d)

 

(1.0

)%

3.7

%

1.5

%

2.2

%

Franchise(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

3.4

%

8.3

%

5.9

%

7.1

%

Same-store sales percentage change(d)

 

(1.0

)%

3.7

%

1.5

%

2.2

%

Area License(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

6.2

%

3.8

%

3.1

%

4.2

%

 


(a)

“Effective restaurants” are the number of restaurants in a given fiscal period adjusted to account for restaurants open for only a portion of the period. Information is presented for all effective restaurants in the IHOP system, which includes IHOP restaurants owned by the Company as well as those owned by franchisees and area licensees.

 

 

(b)

“System-wide sales” are retail sales at IHOP restaurants operated by franchisees, area licensees and the Company, as reported to the Company. Franchise restaurant sales were $539.7 million and $2.2 billion for the fourth quarter and fiscal year ended December 31, 2008, respectively, and sales at area license restaurants were $55.2 million and $218.4 million for the fourth quarter and fiscal year ended December 31, 2008, respectively. Franchise restaurant sales were $522.0 million and $2.1 billion for the fourth quarter and fiscal year ended December 31, 2007, respectively, and sales at area license restaurants were $51.9 million and $211.9 million for the fourth quarter and fiscal year ended December 31, 2007, respectively. Sales at restaurants that are owned by franchisees and area licensees are not attributable to the Company.

 

 

(c)

“Sales percentage change” reflects, for each category of restaurants, the percentage change in sales in any given fiscal period compared to the prior fiscal period for all restaurants in that category.

 

 

(d)

“Same-store sales percentage change” reflects the percentage change in sales, in any given fiscal period compared to the prior fiscal period, for restaurants that have been operated throughout both fiscal periods that are being compared and have been open for at least 18 months. Because of new unit openings and store closures, the restaurants open throughout both fiscal periods being compared will be different from period to period. Same-store sales percentage change does not include data on restaurants located in Florida.

 

7



 

DineEquity, Inc.

 

IHOP BUSINESS UNIT

 

The following table summarizes our restaurant development and franchising activity:

 

 

 

Three Months
Ended
December 31,

 

Year Ended
December 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

Restaurant Development Activity

 

 

 

 

 

 

 

 

 

Beginning of period

 

1,375

 

1,328

 

1,344

 

1,302

 

New openings

 

 

 

 

 

 

 

 

 

Company-developed

 

1

 

 

1

 

 

Domestic franchisee-developed

 

21

 

22

 

62

 

57

 

International franchisee-developed

 

1

 

 

3

 

2

 

Area license

 

3

 

1

 

5

 

1

 

Total new openings

 

26

 

23

 

71

 

60

 

Closings

 

 

 

 

 

 

 

 

 

Company and domestic franchise

 

(5

)

(7

)

(16

)

(14

)

International franchise

 

 

 

(1

)

 

Area license

 

 

 

(2

)

(4

)

End of period

 

1,396

 

1,344

 

1,396

 

1,344

 

Summary-end of period

 

 

 

 

 

 

 

 

 

Franchise

 

1,225

 

1,176

 

1,225

 

1,176

 

Company

 

11

 

11

 

11

 

11

 

Area license

 

160

 

157

 

160

 

157

 

Total

 

1,396

 

1,344

 

1,396

 

1,344

 

Restaurant Franchising Activity

 

 

 

 

 

 

 

 

 

Company-developed

 

 

 

 

 

Franchisee-developed

 

21

 

22

 

62

 

57

 

International franchisee-developed

 

1

 

 

3

 

2

 

Rehabilitated and refranchised

 

3

 

 

13

 

4

 

Total restaurants franchised

 

25

 

22

 

78

 

63

 

Reacquired by the Company

 

 

(1

)

(13

)

(7

)

Closed

 

(5

)

(6

)

(16

)

(12

)

Net addition

 

20

 

15

 

49

 

44

 

 

8



 

DineEquity, Inc.

 

APPLEBEE’S BUSINESS UNIT

 

Pro Forma Comparison of Three Months and Year ended December 31, 2008 with Three Months and Year ended December 31, 2007 —Applebee’s

 

The following section illustrates certain financial results of Applebee’s on a stand-alone basis comparing 2008 as consolidated into DineEquity with 2007 information comprised of the 11-month data from Applebee’s prior to the acquisition date of November 29, 2007 and the one-month data of Applebee’s subsequent to the acquisition date (“Pro Forma 2007”).

 

Restaurant Data

 

The following table sets forth, for the three months and years ended December 31, 2008 and 2007, the number of effective restaurants in the Applebee’s system and information regarding the percentage change in sales at those restaurants compared to the same period in the prior year.

 

 

 

Three Months
Ended
December 31,

 

Year
Ended
December 31,

 

 

 

2008

 

Pro Forma
2007

 

2008

 

Pro Forma
2007

 

Applebee’s Restaurant Data

 

 

 

 

 

 

 

 

 

Effective restaurants(a)

 

 

 

 

 

 

 

 

 

Franchise

 

1,555

 

1,449

 

1,504

 

1,429

 

Company

 

442

 

509

 

486

 

513

 

Total

 

1,997

 

1,958

 

1,990

 

1,942

 

System-wide(b)

 

 

 

 

 

 

 

 

 

Applebee’s domestic sales percentage change(c)(e)

 

(3.4

)%

(7.0

)%

(0.4

)%

(0.2

)%

Applebee’s domestic same-store sales percentage change(d)(e)

 

(4.6

)%

(2.9

)%

(2.2

)%

(2.1

)%

Franchise(b)

 

 

 

 

 

 

 

 

 

Applebee’s domestic sales percentage change(c)(e)

 

1.7

%

(6.7

)%

1.6

%

0.1

%

Applebee’s domestic same-store sales percentage change(d)(e)

 

(4.7

)%

(2.9

)%

(2.4

)%

(2.0

)%

Company

 

 

 

 

 

 

 

 

 

Applebee’s domestic sales percentage change(c)(e)

 

(18.3

)%

(7.7

)%

(6.1

)%

(0.9

)%

Applebee’s domestic same-store sales percentage(d)(e)

 

(4.2

)%

(2.8

)%

(1.3

)%

(2.2

)%

 


(a)

“Effective restaurants” are the number of restaurants in a given fiscal period adjusted to account for restaurants open for only a portion of the period. Information is presented for all effective restaurants in the Applebee’s system, which includes restaurants owned by Applebee’s as well as those owned by franchisees and international licensees.

 

 

(b)

“System-wide sales” are sales of Applebee’s restaurants operated by franchisees and Applebee’s as reported to the Company. The Company acquired Applebee’s International, Inc. on November 29, 2007. Domestic franchise restaurant sales for Applebee’s restaurants were $817.1 million and $803.3 million for the three months ended December 31, 2008 and 2007, respectively, and $3.4 billion and $3.3 billion for the fiscal year ended December 31, 2008 and 2007, respectively. Franchise restaurant sales are sales recorded at restaurants that are owned by franchisees and are not attributable to either the Company or Predecessor Applebee’s. Franchise restaurant sales are useful in analyzing our franchise revenues because franchisees pay royalties and other fees that are generally based on a percentage of their sales.

 

 

(c)

“Sales percentage change” reflects, for each category of restaurants, the percentage change in sales in any given fiscal year compared to the prior fiscal year for all restaurants in that category. All periods for company-owned Applebee’s restaurants exclude the impact of discontinued operations.

 

 

(d)

“Same-store sales percentage change” reflects the percentage change in sales, in any given fiscal year compared to the prior fiscal year, for restaurants that have been operated throughout both fiscal periods that are being compared and have been open for at least 18 months. Because of new unit openings and store closures, the restaurants open throughout both fiscal periods being compared will be different from period to period.

 

 

(e)

These amounts represent changes for Applebee’s restaurants for the full fiscal year. We acquired Applebee’s on November 29, 2007. The change in Applebee’s store sales and same-store sales was (5.1)% and (4.5)%, respectively, for the five-week period in 2007 subsequent to the acquisition date. The change in domestic franchise restaurant store sales and same-store sales, as reported to the Company, was (2.4)% and (5.0)%, respectively, for the five-week period in 2007 subsequent to the acquisition date.  The change in domestic system store sales was (3.1)% and (4.8)%, respectively, for the five-week period in 2007 subsequent to the acquisition date.

 

9



 

DineEquity, Inc.

 

APPLEBEE’S BUSINESS UNIT

 

The following table summarizes Applebee’s restaurant development and franchising activity:

 

 

 

Three Months
Ended
December 31,

 

Year Ended
December 31,

 

 

 

2008

 

2007 (a)

 

2008

 

2007 (a)

 

 

 

 

 

 

 

 

 

 

 

Applebee’s Restaurant Development Activity

 

 

 

 

 

 

 

 

 

Beginning of period

 

1,997

 

1,953

 

1,976

 

1,930

 

New openings

 

 

 

 

 

 

 

 

 

Company-developed

 

 

2

 

1

 

14

 

Franchisee-developed

 

14

 

24

 

48

 

66

 

Total new openings

 

14

 

26

 

49

 

80

 

Closings

 

 

 

 

 

 

 

 

 

Company

 

 

(1

)

(3

)

(24

)

Franchise

 

(7

)

(2

)

(18

)

(10

)

End of period

 

2,004

 

1,976

 

2,004

 

1,976

 

Summary-end of period

 

 

 

 

 

 

 

 

 

Company

 

406

 

511

 

406

 

511

 

Franchise

 

1,598

 

1,465

 

1,598

 

1,465

 

Total

 

2,004

 

1,976

 

2,004

 

1,976

 

Applebee’s Restaurant Franchising Activity

 

 

 

 

 

 

 

 

 

Domestic franchisee-developed

 

5

 

14

 

28

 

44

 

International franchisee-developed

 

9

 

10

 

20

 

22

 

Refranchised

 

74

 

 

103

 

 

Total restaurants franchised

 

88

 

24

 

151

 

66

 

Closings

 

 

 

 

 

 

 

 

 

Domestic franchisee

 

(6

)

(2

)

(15

)

(10

)

International franchisee

 

(1

)

 

(3

)

 

Net addition

 

81

 

22

 

133

 

56

 

 


(a)     Pro Forma

 

The following table summarizes Applebee’s segment profit:

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2008

 

2007 (a)

 

2008

 

2007 (a)

 

Franchise revenues

 

$

36,991

 

$

34,837

 

$

148,391

 

$

143,697

 

Franchise expenses

 

2,481

 

427

 

4,122

 

1,528

 

Franchise segment profit

 

$

34,510

 

$

34,410

 

$

144,269

 

$

142,169

 

 

 

 

 

 

 

 

 

 

 

Company restaurant revenues

 

$

225,043

 

$

275,409

 

$

1,088,101

 

$

1,158,537

 

Company restaurant expenses

 

201,024

 

253,873

 

961,019

 

1,039,126

 

Company restaurant segment profit

 

$

24,019

 

$

21,536

 

$

127,082

 

$

119,411

 

 


(a)     Pro Forma

 

10



 

DINEEQUITY, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

 

(In thousands, except share amounts)

 

 

 

December 31,
2008

 

December 31,
2007

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

114,443

 

$

26,838

 

Restricted cash

 

83,355

 

128,138

 

Short-term investments, at market value

 

276

 

300

 

Receivables, net

 

117,930

 

115,335

 

Inventories

 

10,959

 

13,280

 

Prepaid income taxes

 

15,734

 

31,020

 

Prepaid expenses

 

17,067

 

30,831

 

Deferred income taxes

 

27,504

 

21,862

 

Assets held for sale

 

11,861

 

66,074

 

Total current assets

 

399,129

 

433,678

 

Non-current restricted cash

 

53,395

 

57,962

 

Restricted assets related to captive insurance subsidiary

 

5,573

 

10,518

 

Long-term receivables

 

277,106

 

288,452

 

Property and equipment, net

 

824,482

 

1,139,616

 

Goodwill

 

697,470

 

730,728

 

Other intangible assets, net

 

956,036

 

1,011,457

 

Other assets, net

 

148,026

 

158,751

 

 

 

 

 

 

 

Total assets

 

$

3,361,217

 

$

3,831,162

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Current maturities of long-term debt

 

$

15,000

 

$

 

Accounts payable

 

48,983

 

99,019

 

Accrued employee compensation and benefits

 

44,299

 

56,795

 

Deferred revenue

 

95,532

 

76,802

 

Accrued financing costs

 

20,071

 

63,045

 

Other accrued expenses

 

55,249

 

49,203

 

Deferred compensation

 

 

21,236

 

Accrued interest payable

 

3,580

 

15,240

 

Total current liabilities

 

282,714

 

381,340

 

Long-term debt

 

1,853,367

 

2,263,887

 

Financing obligations, less current maturities

 

318,651

 

 

Capital lease obligations, less current maturities

 

161,310

 

168,242

 

Deferred income taxes

 

395,448

 

504,865

 

Other liabilities

 

119,910

 

116,405

 

Commitments and contingencies

 

 

 

 

 

Preferred stock, Series A, $1 par value, 220,000 shares authorized; 190,000 shares issued and outstanding as of December 31, 2008 and 2007

 

187,050

 

187,050

 

Stockholders’ equity

 

 

 

 

 

Convertible Preferred stock, Series B, at accreted value, 10,000,000 shares authorized; 35,000 shares issued and outstanding at December 31, 2008 and 2007

 

37,332

 

35,181

 

Common stock, $.01 par value, 40,000,000 shares authorized; December 31, 2008: 23,696,950 shares issued and 17,466,355 shares outstanding; December 31, 2007: 23,359,664 shares issued and 17,105,469 shares outstanding

 

237

 

230

 

Additional paid-in-capital

 

165,315

 

149,564

 

Retained earnings

 

145,810

 

338,790

 

Accumulated other comprehensive loss

 

(29,408

)

(36,738

)

Treasury stock, at cost (6,230,595 shares and 6,254,195 shares at December 31, 2008 and 2007, respectively)

 

(276,519

)

(277,654

)

Total stockholders’ equity

 

42,767

 

209,373

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

3,361,217

 

$

3,831,162

 

 

11



 

DINEEQUITY, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(In thousands)

 

 

 

Year Ended December 31,

 

 

 

2008

 

2007

 

Cash flows from operating activities

 

 

 

 

 

Net loss

 

$

(154,459

)

$

(480

)

Adjustments to reconcile net loss to cash flows provided by operating activities

 

 

 

 

 

Depreciation and amortization

 

112,017

 

31,829

 

Loss on derivative financial instrument

 

 

62,131

 

Impairment and closure charges

 

240,630

 

4,381

 

(Gain) loss on extinguishment of debt

 

(15,242

)

2,223

 

Deferred income taxes

 

(65,226

)

(31,324

)

Stock-based compensation expense

 

12,089

 

6,958

 

Tax benefit from stock-based compensation

 

1,864

 

3,476

 

Excess tax benefit from stock options exercised

 

(315

)

(2,693

)

Loss (gain) on disposition of assets

 

259

 

(98

)

Changes in operating assets and liabilities

 

 

 

 

 

Receivables

 

(2,441

)

(22,479

)

Inventories

 

182

 

512

 

Prepaid expenses

 

(146

)

(17,147

)

Accounts payable

 

(23,749

)

37,266

 

Accrued employee compensation and benefits

 

(11,609

)

(21,868

)

Deferred revenues

 

18,480

 

43,685

 

Other accrued expenses

 

(2,152

)

13,553

 

Other

 

657

 

(3,602

)

Cash flows provided by operating activities

 

110,839

 

106,323

 

Cash flows from investing activities

 

 

 

 

 

Additions to property and equipment

 

(31,765

)

(11,871

)

(Additions) reductions to long-term receivables

 

(4,743

)

1,538

 

Acquisition of business, net of cash acquired

 

(10,261

)

(1,943,567

)

Collateral released by captive insurance subsidiary

 

4,559

 

345

 

Proceeds from sale of property and equipment

 

61,137

 

870

 

Principal receipts from notes and equipment contracts receivable

 

15,797

 

16,617

 

Additions to assets held for sale

 

476

 

(688

)

Other

 

(5

)

(636

)

Cash flows provided by investing activities

 

35,195

 

(1,937,392

)

Cash flows from financing activities

 

 

 

 

 

Proceeds from issuance of long-term debt

 

35,000

 

2,296,216

 

Proceeds from financing obligations

 

370,502

 

 

Repayment of long-term debt

 

(421,325

)

(268,199

)

Principal payments on capital lease and financing obligations

 

(9,854

)

(5,364

)

Dividends paid

 

(33,362

)

(17,293

)

Payment of preferred stock issuance costs

 

(1,500

)

222,800

 

Reissuance (purchase) of treasury stock, net

 

1,135

 

(76,050

)

Repurchase of restricted stock

 

(540

)

 

Proceeds from stock options exercised

 

989

 

8,928

 

Excess tax benefit from stock options exercised

 

315

 

2,693

 

Payment of accrued debt issuance costs

 

(48,902

)

(138,021

)

Payment of early debt extinguishment costs

 

(103

)

(1,219

)

Restricted cash related to securitization

 

49,216

 

(186,100

)

Cash flows used in financing activities

 

(58,429

)

1,838,391

 

Net change in cash and cash equivalents

 

87,605

 

7,322

 

Cash and cash equivalents at beginning of year

 

26,838

 

19,516

 

Cash and cash equivalents at end of year

 

$

114,443

 

$

26,838

 

Supplemental disclosures

 

 

 

 

 

Interest paid

 

$

194,763

 

$

31,331

 

Income taxes paid

 

$

40,931

 

$

25,712

 

 

12



 

DINEEQUITY, INC. AND SUBSIDIARIES

 

NON-GAAP FINANCIAL MEASURES

(In thousands, except per share amounts)

(Unaudited)

 

Reconciliation of (i) net loss available to common stockholders to (ii) net loss available to common stockholders excluding impairment and closure charges and loss on derivative financial instrument, and related per share data:

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

Net loss available to common stockholders, as reported

 

$

(136,949

)

$

(16,049

)

$

(169,193

)

$

(2,222

)

Impairment and closure charges

 

170,732

 

4,326

 

240,630

 

4,381

 

Loss on derivative financial instrument

 

 

26,513

 

 

62,131

 

Income tax benefit

 

(22,433

)

(12,073

)

(49,833

)

(26,037

)

Net income allocated to unvested participating restricted stock

 

(5,700

)

 

(6,968

)

 

Net (loss) income available to common stockholders, as adjusted

 

$

5,650

 

$

2,717

 

$

14,636

 

$

38,253

 

 

 

 

 

 

 

 

 

 

 

Diluted net income available to common stockholders per share:

 

 

 

 

 

 

 

 

 

Net loss available to common stockholders per share, as reported

 

$

(8.15

)

$

(0.94

)

$

(10.09

)

$

(0.13

)

Dilutive effect per share

 

 

 

0.02

 

 

Impairment and closure charges per share

 

10.16

 

0.25

 

14.32

 

0.25

 

Loss on derivative financial instrument per share

 

 

1.56

 

 

3.61

 

Income tax benefit per share

 

(1.34

)

(0.71

)

(2.97

)

(1.51

)

Net income allocated to unvested participating restricted stock per share

 

(0.33

)

 

(0.41

)

 

Diluted net (loss) income available to common stockholders per share, as adjusted

 

$

0.34

 

$

0.16

 

$

0.87

 

$

2.22

 

 

13


Exhibit 99.2

 

 

News Release

Investor Contact

 

Stacy Roughan

 

Director, Investor Relations

 

DineEquity, Inc.

 

818-637-3632

 

 

 

Media Contact

 

Lucy Neugart

 

Sard Verbinnen

 

415-618-8750

 

DineEquity, Inc. Provides Financial Performance Guidance for Fiscal 2009

 

Significant Cash Generation, Controlled Costs and Minimal Capital

Requirements Fuel Plans to Reduce Debt

 

GLENDALE, Calif., February 25, 2009 —  DineEquity, Inc. (NYSE: DIN), the parent company of Applebee’s Neighborhood Grill & Bar and IHOP Restaurants, provided financial guidance and highlighted key operational and financial benchmarks that it believes will drive the performance of its Applebee’s and IHOP businesses in fiscal 2009.

 

The Company expects consolidated cash from operations to range between $100 and $110 million in fiscal 2009, which is exclusive of potential cash tax payments related to refranchising efforts during the year.  Consolidated cash from operations is expected to be augmented by approximately $15 million from the structural run-off of the IHOP business unit’s long-term notes receivable in fiscal 2009.  DineEquity expects consolidated capital expenditures to range between $13 and $16 million in fiscal 2009.  In fiscal 2009, the Company expects to generate between $99 and $112 million in consolidated free cash flow (see “References to Non-GAAP Information” below).  The expected uses of free cash flow in fiscal 2009 primarily include the opportunistic retirement of the Company’s consolidated funded debt, approximately $20 million in unpaid transaction related expenses associated with the acquisition of Applebee’s and approximately $19 million in preferred stock dividend payments.

 

Julia A. Stewart, DineEquity’s chairman and chief executive officer, said, “Due to the strength of the Applebee’s and IHOP franchise systems, DineEquity generates a significant amount of cash each year to meet our obligations and comfortably run our business.  Additionally, expense control and reducing capital expenditures in line with operating highly franchised systems will be important contributors to our cash position this year.  In 2009, we plan to dedicate a portion of excess cash towards opportunistic debt retirement which we believe is a prudent step that is expected to both maximize our financial flexibility and create value for shareholders over the long-term.”

 

Applebee’s Revitalization and Restructuring Outlook

 

DineEquity expects Applebee’s company same-store sales performance to range between negative 2% to negative 5% for fiscal 2009 with domestic system-wide same-store sales expected to be similar to that of company-operated restaurants for the year.  The Company’s

 

 

DineEquity, Inc.

 

450 North Brand Blvd., 7th floor

 

Glendale, California 91203-4415

 

866.995.DINE

 



 

outlook takes into account a continuing challenging consumer spending environment which is expected to be somewhat offset by Applebee’s brand and operational revitalization efforts.  In fiscal 2009, these efforts will include the roll out of new menu items throughout the year, the strategic use of promoted value offerings, a focus on improved operations execution at the restaurant level, and enhanced marketing and media strategies.  Applebee’s also expects increases in guest check average primarily as a result of modest price increases planned at company-operated restaurants somewhat offsetting expected declines in guest traffic.  The Company expects franchisees to open between 30 and 40 new Applebee’s restaurants in fiscal 2009, approximately half of which are expected to be developed in the U.S. and the balance internationally.

 

The Company expects to improve operating margin at Applebee’s company-operated restaurants by 50 to 150 basis points for the full year 2009 as compared to fiscal 2008 primarily by employing even greater management focus on cost control.

 

DineEquity continues to move forward with its plans to sell the majority of Applebee’s company-operated restaurants in fiscal 2009.  The Company’s current pipeline includes single and multiple market transactions with new and existing franchisees that could result in the sale of approximately 200 Applebee’s company restaurants this year.  The primary pacing factor for transactions moving forward is the availability of credit and other funding sources.

 

Continuing IHOP’s System Momentum

 

DineEquity expects IHOP’s system-wide same-store sales performance to range between positive 1% and negative 1% for fiscal 2009.  The Company’s outlook takes into account a continuing challenging consumer spending environment which is expected to be tempered primarily by compelling, value-oriented limited time offers to be introduced throughout the year, enhanced marketing, promotion and media strategies, improved operational execution, and a planned system-wide menu update.  IHOP expects increases in guest check average primarily due to pricing taken by franchisees to somewhat offset expected declines in guest traffic this year.  The Company expects franchisees and its Florida area licensee to open between 65 and 75 new IHOP restaurants in fiscal 2009, all but approximately 10 of which are expected to be developed in the U.S.

 

Disciplined Expense Management

 

DineEquity expects consolidated General & Administrative (G&A) expenses to range between $165 million and $175 million for fiscal 2009, including non-cash stock based compensation expense and depreciation of approximately $26 million.  G&A spending for the year reflects approximately $35 million of cumulative, multi-year cost savings primarily made possible by the sale of company-operated Applebee’s restaurants and a shared services operating structure now leveraged across the Applebee’s and IHOP businesses.  Additionally, in fiscal 2009, DineEquity will benefit from approximately $20 million worth of profit optimization and G&A savings steps taken over the past several months.

 

Maximizing Financial Flexibility

 

In addition to consolidated funded debt and financing obligation reductions made possible by refranchising activities, DineEquity expects to dedicate a portion of its free cash flow to the

 

2



 

opportunistic retirement of the Company’s consolidated funded debt.  Profit enhancement initiatives and G&A savings achieved to date, along with disciplined G&A spending on a go-forward basis are also expected to provide a sufficient amount of financial flexibility for DineEquity to remain in compliance with its current debt covenants.

 

DineEquity also noted that it will recognize a 53rd operating week in fiscal 2009.

 

Investor Conference Call Today

 

The Company will host an investor conference call to discuss its fourth quarter and fiscal 2008 financial results and 2009 performance guidance today at 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time).  To participate on the call, please dial (888) 679-8037 and reference pass code 81027656.  A live webcast of the call will be available on DineEquity’s Web site at www.dineequity.com, and may be accessed by visiting Calls & Presentations under the site’s Investor Information section.  A telephonic replay of the call may be accessed through March 4, 2009 by dialing 888-286-8010 and referencing pass code 85912763.  An online archive of the webcast also will be available on the Investor Information section of DineEquity’s Web site.

 

About DineEquity, Inc.

 

Based in Glendale, California, DineEquity, Inc., through its subsidiaries, franchises and operates restaurants under the Applebee’s Neighborhood Grill & Bar and IHOP brands.  With approximately 3,400 restaurants combined, DineEquity is the largest full-service restaurant company in the world.  For more information on DineEquity, visit the Company’s Web site located at www.dineequity.com.

 

Forward-Looking Statements

 

There are forward-looking statements contained in this news release. They use such words as “may,” “will,” “expect,” “believe,” “plan,” or other similar terminology, and include statements regarding the strategic and financial benefits of the acquisition of Applebee’s International, Inc., expectations regarding integration and cost savings, and other financial guidance. These statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results to be materially different than those expressed or implied in such statements. These factors include, but are not limited to: the implementation of the Company’s strategic growth plan; the availability of suitable locations and terms for the sites designated for development; the ability of franchise developers to fulfill their commitments to build new restaurants in the numbers and time frames covered by their development agreements; legislation and government regulation including the ability to obtain satisfactory regulatory approvals; risks associated with executing the Company’s strategic plan for Applebee’s; risks associated with the Company’s incurrence of significant indebtedness to finance the acquisition of Applebee’s; the failure to realize the synergies and other perceived advantages resulting from the acquisition; costs and potential litigation associated with the acquisition; the ability to retain key personnel after the acquisition; conditions beyond the Company’s control such as weather, natural disasters, disease outbreaks, epidemics or pandemics impacting the Company’s customers or food supplies; acts of war or terrorism; availability and cost of materials and labor; cost and availability of capital; competition; continuing acceptance of the IHOP, International House of Pancakes and Applebee’s brands and concepts by guests and franchisees; the Company’s overall marketing, operational and financial performance; economic and political

 

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conditions; adoption of new, or changes in, accounting policies and practices; and other factors discussed from time to time in the Company’s news releases, public statements and/or filings with the Securities and Exchange Commission, especially the “Risk Factors” sections of Annual and Quarterly Reports on Forms 10-K and 10-Q. Forward-looking information is provided by the Company pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these factors. In addition, the Company disclaims any intent or obligation to update these forward-looking statements.

 

Non-GAAP Financial Measures

 

This news release includes references to the non-GAAP financial measure “free cash flow.”  The Company defines “free cash flow” for a given period as cash provided by operating activities, plus receipts from notes and equipment contracts receivable (“long-term notes receivable”), less capital expenditures.  Management utilizes free cash flow to determine the amount of cash remaining for general corporate and strategic purposes after the receipts from long-term notes receivable, and the funding of operating activities and capital expenditures.  Management believes this information is helpful to investors to determine the Company’s cash available for these purposes. Free cash flow is a supplemental non-GAAP financial measure and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with generally accepted accounting principles.  The following table reconciles the Company’s cash provided by operating activities to free cash flow for the Company’s fiscal 2009 performance guidance:

 

 

 

2009 Performance Guidance

 

 

 

(in millions)

 

Cash flows from operating activities

 

$

100-110

 

Receipts from long term notes receivable

 

 

15

 

Capital expenditures

 

 

(13)-(16)

 

Free cash flow

 

$

99-112

 

 

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