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): March 3, 2010

DineEquity, Inc.

(Exact Name of Registrant as Specified in Charter)

(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 March 3, 2010, Registrant issued a press release announcing its fourth quarter and fiscal 2009 financial results.  A copy of the press release is attached hereto as Exhibit 99.1.

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 March 3, 2010, Registrant issued a press release entitled, “DineEquity, Inc. Provides Financial Performance Guidance for Fiscal 2010.”  A copy of the press release is attached hereto as Exhibit 99.2, and is incorporated herein by reference.

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.

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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.

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EXHIBIT INDEX

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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 Solid Fourth Quarter 2009 Financial Results

Improved Company Restaurant Operating Margin and Disciplined G&A Management

Drive Cash from Operations Performance of $158 Million; Fiscal 2009

Securitized Debt Retirement at $217 Million

GLENDALE, Calif., March 3, 2010 — 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, 2009.  DineEquity’s financial performance for the fourth quarter and fiscal year 2009 included the following highlights:

·                  Cash flows from operating activities for fiscal 2009 were $157.8 million compared to $110.8 million for fiscal 2008.  The increase of $47.0 million is primarily the result of improvements in the Company’s business performance, inclusive of the positive impact of a 53rd operating week in 2009, as well as positive changes in working capital.

·                  Securitized debt was reduced by $74.3 million during the fourth quarter and by $216.6 million during fiscal 2009 due to the use of free cash flow for opportunistic debt retirement, normal amortization and the sale of seven company-operated Applebee’s restaurants in 2009.

·                  For the fourth quarter 2009, the Company reported a net loss available to common stockholders of $48.2 million, or $2.84 per diluted share, compared to a net loss of $136.9 million, or $8.15 per diluted share, in the fourth quarter 2008.   For fiscal 2009, net income available to common shareholders was $9.2 million, or $0.55 per diluted share, compared to a net loss of $169.2 million, or $10.09 per diluted share, for fiscal 2008.  Fourth quarter and fiscal 2009 and 2008 net income (loss) results were impacted by non-cash impairment charges primarily related to the write down of Applebee’s intangible assets.  Such amounts aggregated to $98.6 million and $170.7 million for the fourth quarters 2009 and 2008, respectively, and $105.1 million and $240.6 million for full year 2009 and 2008, respectively.

·                  Adjusted net income (loss) available to common stockholders (EPS excluding impairment and closure charges, gain on debt repurchases, gain/loss on disposition of assets, amortization of intangibles and non-cash interest expense substantially related to

the acquisition of Applebee’s) increased to $0.76 for the fourth quarter 2009 compared to $0.37 for the same quarter in 2008.  For fiscal 2009, adjusted EPS increased to $4.06 compared to $2.14 for fiscal 2008.  These improvements were due primarily to higher operating margins at company-operated Applebee’s restaurants, lower interest expense as the result of opportunistic debt retirement, disciplined General & Administrative (G&A) expense management, and the impact of the 53rd week in fiscal year 2009. The 53rd operating week increased pre-tax profitability by $11 million for the fourth quarter and fiscal year 2009.  These improvements were partially offset by lower same-store sales and the sale of 110 Applebee’s company-operated restaurants since 2008.  (See “Non-GAAP Financial Measures” below.)

·                  Free cash flow more than doubled to $133.4 million for fiscal 2009 compared to $61.5 million in 2008.  (See “Non-GAAP Financial Measures” below.)

·                  Operating margins at Applebee’s company-operated restaurants improved 270 basis points to 13.4% for the fourth quarter 2009, and improved 270 basis points to 14.4% for fiscal 2009 compared to the same periods in 2008.  These improvements primarily reflected better management of food and labor costs as Applebee’s continued to enhance the profit performance of its company-operated restaurants despite challenged same-store sales results.

·                  Consolidated G&A expenses decreased 5.0% for the fourth quarter 2009 and 13.0% for fiscal 2009 compared to the same periods in 2008.  These improvements were primarily driven by lower overhead expense as a result of the sale of 110 company-operated Applebee’s restaurants since the second quarter 2008, the integration of Applebee’s and IHOP shared services functions, other cost savings initiatives, lower stock based compensation expense and the elimination of non-recurring transition costs recognized in 2008.

·                  For the fourth quarter 2009, IHOP’s domestic system-wide same-store sales decreased 3.1% and Applebee’s domestic system-wide same-store sales decreased 4.5% compared to the same quarter in 2008.  For fiscal 2009, domestic system-wide same-store sales decreased 0.8% for IHOP and decreased 4.5% for Applebee’s compared to fiscal 2008.

·                  DineEquity’s predominantly franchised Applebee’s and IHOP restaurant systems generated consolidated franchise operations revenue increases of 5.3% for the fourth quarter 2009 and 5.3% for fiscal 2009 compared to the same periods in 2008.  This was primarily due to increases in the number of effective franchise restaurants as the result of franchising Applebee’s company-operated restaurants and IHOP new franchise restaurant development.  Consolidated franchise operations segment profit increased 9.8% for the quarter and 5.0% for fiscal 2009, compared to the same periods in 2008.

·                  Consolidated capital expenditures were $15.4 million for fiscal 2009.

“In an environment where cautious consumer spending continues to impact same-store sales at both Applebee’s and IHOP, we are pleased to have aggressively managed G&A and interest expense which resulted in adjusted earnings growth in both the fourth quarter and full year 2009,” said Julia A. Stewart, DineEquity’s chairman and chief executive officer.  “We remain guardedly optimistic about the U.S. economy and are encouraged by improving same-store sales on a quarter over quarter basis at Applebee’s.  We plan to continue generating significant

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free cash flow and remain wholly focused on our strategic objectives of aggressively reducing securitized debt levels and differentiating the Applebee’s and IHOP brands for accelerated growth when the economy recovers.”

Same-Store Sales Performance

IHOP’s domestic system-wide same-store sales decreased 3.1% for the fourth quarter 2009 compared to the same quarter in 2008, reflecting a lower average guest check and declines in guest traffic.  For fiscal 2009, IHOP’s domestic system-wide same-store sales decreased 0.8%.  IHOP’s marketing efforts during the quarter included IHOP’s National Football League and Holiday Hotcakes limited-time offers, expanded local restaurant marketing activities around the dinner daypart, and the increased use of coupons system-wide, among other activities.

Applebee’s domestic system-wide same-store sales decreased 4.5% for the fourth quarter 2009 compared to the same quarter in 2008, and decreased 4.5% for fiscal 2009 compared to fiscal 2008.  Same-store sales for Applebee’s domestic franchise restaurants decreased 4.6% for the quarter compared to the same quarter in 2008, and decreased 4.4% for fiscal 2009 compared to fiscal 2008.  Same-store sales for Applebee’s company-operated restaurants decreased 3.9% for the fourth quarter 2009 compared to the same quarter in 2008, and decreased 4.8% for fiscal 2009 compared to fiscal 2008.  The performance of Applebee’s company-operated restaurants for the fourth quarter 2009 reflected declines in guest traffic and a lower average guest check primarily due to unfavorable mix shift which offset a 2.2% increase in effective pricing.  Applebee’s marketing efforts during the quarter included Applebee’s Veteran’s Day event as well as its Two for $20 value offering supported by enhanced marketing activities through its sponsorship of Monday Night Football and partnership with ESPN, among other activities.

Company Operations Improvements

Applebee’s company-operated restaurant operating margin improved 270 basis points to 13.4% for the quarter compared to a 10.7% operating margin in the same quarter in 2008.  Applebee’s improved operating margin performance for the quarter was due primarily to a reduction in hourly labor costs as a result of improved productivity, decreased food and beverage costs primarily due to vendor discounts and rebates, and a 2.2% increase in effective pricing, which was offset by an unfavorable mix shift.  The 53rd operating week improved Applebee’s fourth quarter 2009 margin performance by approximately 110 basis points.

Applebee’s company-operated restaurant operating margin improved 270 basis points to 14.4% for fiscal 2009 compared to 11.7% for fiscal 2008.  Applebee’s improved operating margin performance for the year was favorably impacted by effective pricing increases of 2.7% partially offset by an unfavorable mix shift, improved labor costs primarily due to a reduction in one-time management retention costs, a reduction in hourly labor costs as a result of effective wage rate management and improved productivity, and lower group insurance costs.  Decreased food and beverage costs were also a favorable margin performance factor.  The 53rd operating week improved Applebee’s fiscal 2009 margin performance by approximately 25 basis points.

Debt Management

Securitized debt was reduced by $74.3 million during the fourth quarter 2009 due to debt retirement in the open market and scheduled payments on the Company’s subordinated notes.  Securitized debt was reduced by a total of $216.6 million for fiscal 2009.  The decrease was

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primarily due to the use of free cash flow for securitized debt retirement in the open market, after-tax proceeds related to the sale of seven company-operated Applebee’s restaurants, and scheduled payments on the Company’s subordinated notes.

As of the end of the fourth quarter 2009, DineEquity remained comfortably in compliance with the debt covenants set forth in the Company’s securitized debt agreements.  The Company’s consolidated leverage ratio was 5.71x compared to a required maximum threshold of 7.0x.  Debt service coverage ratios (DSCR) were 3.31x for IHOP’s securitized debt on a three-month unadjusted basis and 2.60x for the Applebee’s securitized debt on a three-month adjusted basis, both compared to a minimum required threshold of 1.85x.  Applebee’s 12-month adjusted DSCR was 3.07x, compared to a required 2.20x.

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 Web site at http://investors.dineequity.com and referring to supporting materials for the Company’s fourth quarter 2009 webcast.

Investor Conference Call Today

The Company will host an investor conference call to discuss its fourth quarter and fiscal 2009 financial results and 2010 performance guidance today, Wednesday, March 3, 2010, at 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time).  To participate on the call, please dial (888) 713-4214 and reference pass code 31206619.  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 10, 2010 by dialing 888-286-8010 and referencing pass code 26600797.  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 more than 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.  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 DineEquity, Inc.’s (the “Company”) strategic growth plan; the availability of suitable locations and terms for 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 the Company’s indebtedness; conditions beyond the Company’s control such as weather, natural disasters, disease outbreaks, epidemics or pandemics impacting the Company’s customers or food supplies, or acts of war or terrorism; availability and cost of

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materials and labor; cost and availability of capital; competition; potential litigation and associated costs; continuing acceptance of the International House of Pancakes (“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 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 income (loss) available to common stockholders, excluding impairment and closure charges, gain on extinguishment of debt, amortization of intangible assets, non-cash interest expense and (loss) gain on disposition of assets” and the non-GAAP financial measures “EBITDA” and “free cash flow.”  The former is computed for a given period by deducting from net income (loss) available to common stockholders for such period the effect of any impairment and closure charges, any gain related to debt extinguishment, any intangible asset amortization, any non-cash interest expense and any gain or loss related to the disposition of assets incurred in such period.  This is presented on an aggregate basis and a per share (diluted) basis.  For the latter, the Company defines “EBITDA” for a given period as income before income taxes (including gain on extinguishment of debt) less interest expense, depreciation and amortization, impairment and closure charges, stock-based compensation, gain/loss on sale of assets and non-cash amounts related to a captive insurance subsidiary.  “EBITDAR” for a given period is defined as EBITDA plus annualized operating lease expense (Rent).   “Free cash flow” for a given period is defined as cash provided by operating activities, plus receipts from notes and equipment contracts receivable (“long-term notes receivable”), less dividends paid and capital expenditures.  Management utilizes EBITDA for debt covenant purposes and 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, capital expenditures and preferred dividends.  Management believes this information is helpful to investors to determine the Company’s adherence to debt covenants and the Company’s cash available for these purposes.  EBITDA and free cash flow are supplemental non-GAAP financial measures and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with generally accepted accounting principles.

[Financial Tables to Follow]

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DINEEQUITY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

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DINEEQUITY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

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DINEEQUITY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

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DINEEQUITY, INC. AND SUBSIDIARIES

NON-GAAP FINANCIAL MEASURES

(In thousands, except per share amounts)

(Unaudited)

Reconciliation of (i) net income (loss) available to common stockholders to (ii) net income (loss) available to common stockholders excluding impairment and closure charges, gain on extinguishment of debt, amortization of intangible assets, non-cash interest expense and loss (gain) on disposition of assets, and related per share data:

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DINEEQUITY, INC. AND SUBSIDIARIES

NON-GAAP FINANCIAL MEASURES

(In thousands)

(Unaudited)

Reconciliation of (i) income before income taxes to (ii) EBITDA and to (ii) EBITDAR:

Trailing Twelve Months Ended December 31, 2009

Reconciliation of the Company’s cash provided by operating activities to free cash flow:

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DINEEQUITY, INC. AND SUBSIDIARIES

RESTAURANT DATA

The following table sets forth, for the three-month and twelve-month periods ended December 31 of the current year and prior year, information regarding the percentage change in sales at effective restaurants in the IHOP and Applebee’s systems 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 and Applebee’s system, which includes 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.

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(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 restaurants owned by the Company as well as those owned by franchisees and area licensees.

(b)              “System-wide sales” are retail sales of Applebee’s and IHOP restaurants operated by franchisees and IHOP restaurants operated by area licensees as reported to the Company, in addition to retail sales at Company-operated restaurants.. 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 year compared to the prior fiscal year for all restaurants in that category. The fourth quarter and fiscal year ended December 31, 2009 contained 14 and 53 weeks, respectively, while the fourth quarter and fiscal year ended December 31, 2008 contained 13 and 52 weeks, respectively.

(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. Same-store sales percentage change does not include data on IHOP restaurants located in Florida.

(e)             IHOP franchise restaurant sales were $598.7 million and $2.3 billion for the fourth quarter and fiscal year ended December 31, 2009, respectively. IHOP franchise restaurant sales were $539.7 million and $2.2 billion for the fourth quarter and fiscal year ended December 31, 2008, respectively. Applebee’s domestic franchise restaurant sales were $878.1 million and $3.5 billion for the fourth quarter and fiscal year ended December 31, 2009, respectively. Applebee’s domestic franchise restaurant sales were $817.1 million and $3.4 billion for the fourth quarter and fiscal year ended December 31, 2008, respectively.

(f)               Sales percentage change and same-store sales percentage change for IHOP company-operated restaurants are not meaningful due to the relatively small number and test-market nature of the restaurants, along with the periodic inclusion of restaurants reacquired from franchisees that are temporarily operated by the Company.

(g)            The sales percentage change for Applebee’s franchise and company-operated restaurants is impacted by the franchising of 103 company-operated restaurants during 2008 and seven company-operated restaurants in 2009.

(h)              IHOP area license restaurants are located in Florida and Georgia in the U.S and in British Columbia, Canada. Sales at IHOP area license restaurants were $52.3 million and $214.9 million for the fourth quarter and fiscal year ended December 31, 2009, respectively. Sales at IHOP area license restaurants were $55.2 million and $218.4 million for the fourth quarter and fiscal year ended December 31, 2008, respectively.

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DINEEQUITY, INC. AND SUBSIDIARIES

RESTAURANT DATA

The following table summarizes our restaurant development activity:

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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 2010

Significant Free Cash Flow to Enable Continued Debt Reduction

GLENDALE, Calif., March 3, 2010 —  DineEquity, Inc. (NYSE: DIN), the parent company of Applebee’s Neighborhood Grill & Bar and IHOP Restaurants, today provided financial guidance for the current fiscal year and highlighted key operational and financial benchmarks that it believes will drive the performance of its businesses in 2010.

The Company’s fiscal 2010 financial performance guidance excludes any impact from future sale of Applebee’s company-operated restaurants.  DineEquity remains committed to its long-term strategic objective of transitioning Applebee’s into a more highly franchised restaurant system over time.  It continues to actively market substantially all company-operated restaurants, but expects prospective transactions to be challenged in 2010 by the weak economic environment.  The timing of transactions could be highly variable due to factors including the economy, the availability of buyer financing, acceptable valuations, and the operating wherewithal of the acquiring franchisee. Should company-operated Applebee’s restaurants be sold this year, DineEquity plans to update its performance guidance accordingly in conjunction with its regular quarterly reporting schedule following any transaction announcement.

Excluding the impact of potential restaurant sales in 2010, DineEquity provided fiscal 2010 guidance on the following key financial performance metrics:

·                  Consolidated cash from operations to range between $145 and $155 million.

·                  Approximately $16 million generated from the structural run-off of the Company’s long-term notes receivable.

·                  Consolidated capital expenditures of approximately $20 million.

·                  Approximately $23 million in preferred stock dividend payments.

·                  Consolidated free cash flow (see “References to Non-GAAP Information” below) to range between $118 and $128 million.  The Company plans to make its 2010 free cash flow available to fund further securitized debt reductions.

·                  Applebee’s domestic system-wide same-store sales performance to range between flat and negative 3% for fiscal 2010.

·                  IHOP’s domestic system-wide same-store sales performance to range between positive 1% and negative 1% for fiscal 2010.

·                  Operating margin at Applebee’s company-operated restaurants to range between 13.5% and 14.5% for the full year 2010.

·                  Consolidated General & Administrative expense to range between $158 million and $161 million for fiscal 2010, including non-cash stock based compensation expense and depreciation of approximately $20 million.

·                  Consolidated interest expense to range between $175 million and $180 million for fiscal 2010, approximately $40 million of which is non-cash interest expense.

·                  Applebee’s franchisees to open between 25 and 30 new restaurants, approximately half of which are expected to be international restaurants.

·                  IHOP franchisees and its Florida area licensee to open between 60 and 70 new restaurants in fiscal 2010, all but approximately eight of which are expected to be developed in the U.S.

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