UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  November 3, 2011

DineEquity, Inc.

(Exact Name of Registrant as Specified in Charter)

(818) 240-6055

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

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 November 3, 2011, DineEquity, Inc. (the “Corporation”), a Delaware corporation, issued a press release announcing its third quarter 2011 financial results.  A copy of the press release is attached hereto as Exhibit 99.1.

The information contained in this Item 2.02, including the related information set forth in the press release attached hereto and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

Item 9.01.                                          Financial Statements and Exhibits.

(d)                     Exhibits.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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Exhibit 99.1

Media Contact

Lucy Neugart

Sard Verbinnen & Co.

415-618-8750

DineEquity, Inc. Announces Third Quarter 2011

Financial and Operating Results

GLENDALE, Calif., November 3, 2011 – DineEquity, Inc. (NYSE: DIN), the parent company of Applebee’s Neighborhood Grill & Bar and IHOP Restaurants, today announced financial results for the third quarter ended September 30, 2011.

“During the quarter, we made good progress in achieving our long-term strategic goals as we continued to generate strong free cash flow, improve our G&A, refranchise company-operated restaurants and create value for our shareholders,” said Julia A. Stewart, Chairman and Chief Executive Officer of DineEquity.  “While same-restaurant sales were not what we would have liked, we are confident in the plans we have at both brands to achieve our longer-term financial objectives.  With about 95% of our restaurants either franchised or soon to be franchised, we are close to completing the planned transformation of the Company into a pure franchisor and creating a platform upon which we will continue generating strong cash flow going forward.”

DineEquity’s financial performance included the following highlights:

·                  Adjusted net income available to common stockholders was $19.1 million for the third quarter 2011, compared to $16.6 million for the same quarter in 2010.  The increase in adjusted net income was primarily due to the elimination of the dividend on Series A perpetual preferred stock and lower cash interest expense, partially offset by lower profit due to the refranchising of 149 Applebee’s company-operated restaurants.  Adjusted EPS was $1.04 per diluted share for the third quarter 2011.  (See “Non-GAAP Financial Measures” below.)

·                  For the first nine months of 2011, adjusted net income available to common stockholders was $61.7 million, or $3.37 per diluted share, compared to $51.1 million, or $2.92 per diluted share, in the same period in 2010.  The increase in adjusted net income was primarily due to the elimination of the dividend on Series A perpetual preferred stock, lower cash interest expense, and a lower tax rate, partially offset by lower segment profit due to refranchising.  (See “Non-GAAP Financial Measures” below.)

·                  Net income available to common stockholders was $15.5 million, or $0.85 per diluted share, for the third quarter 2011, compared to net income of $7.8 million, or $0.44 per diluted share, for the same quarter in 2010.  The increase in net income was due to lower interest expense and the elimination of the dividend on Series A perpetual preferred stock as a result of redeeming this security in the fourth quarter of 2010, partially offset by refranchising a total of 149 restaurants.

·                  For the first nine months of 2011, net income available to common stockholders was $43.4 million, or $2.38 per diluted share, compared to $28.0 million, or $1.60 per diluted share in the same period in 2010.  The increase was due in part to lower interest expense, the elimination of the dividend on Series A preferred stock, and a gain on the sale of 66 Applebee’s company-operated restaurants in the St. Louis and Washington, D.C. areas.  These items were partially offset by impairment and closure charges related to the termination of the sublease for the Applebee’s restaurant support center in Lenexa, Kansas, lower segment profit largely driven by refranchising, and higher debt extinguishment charges.

·                  Under the $45 million share repurchase authorization announced in August 2011, the Company repurchased 534,101 shares of its common stock in the third quarter for a total of $21.2 million.

·                  Total debt was reduced by $193.1 million over the first nine months of 2011 as a result of net cash proceeds and financing obligation reductions from the sale of 66 Applebee’s company-operated restaurants in the St. Louis and Washington, D.C. areas, cash on hand, and free cash flow.  The company has reduced term loan balances by $110.0 million, retired $39.8 million of the 9.5% senior notes and $43.3 million of financing and capital lease obligations for the first nine months of the year.

·                  For the first nine months of 2011, cash flows from operating activities were $95.1 million, consolidated capital expenditures were $20.8 million, and free cash flow was $84.2 million.  (See “Non-GAAP Financial Measures” below.)

·                  Consolidated general and administrative expenses decreased 2.2% to $38.7 million for the third quarter 2011, compared to the third quarter of 2010.  For the year-to-date period, consolidated general and administrative expenses decreased 1.6% to $115.2 million versus the same period in 2010.

·                  Applebee’s company-operated restaurant operating margin was 14.2% in the third quarter 2011, compared to 14.8% for the third quarter 2010.  The unfavorable comparison was primarily due to increasing commodity costs and investments in local advertising, partially offset by the refranchising of lower margin restaurants.  For the first nine months of 2011, Applebee’s company-operated restaurant operating margin was 14.4%, compared to 14.6% for the same period in 2010.

·                  IHOP franchisees and its area licensees opened 39 new restaurants worldwide in the first nine months of 2011, in line with our full-year IHOP development outlook.

Same-Restaurant Sales Performance

·                  Applebee’s domestic system-wide same-restaurant sales decreased 0.3% for the third quarter 2011, which represented the first quarter of negative same-restaurant sales since the second quarter of 2010.  The same-restaurant sales performance was driven by a decrease in guest traffic, partially offset by an increase in average guest check.  Domestic franchise same-restaurant sales decreased 0.4% and company-operated Applebee’s same-restaurant sales increased 0.1% for the third quarter 2011, compared to the same quarter in 2010.

·                  IHOP’s domestic system-wide same-restaurant sales decreased 1.5% for the third quarter 2011, compared to the same quarter in 2010.  Same-restaurant sales reflected declines in traffic and a higher average guest check.

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Recent Developments

On August 15, 2011, DineEquity announced the approval by the Company’s Board of Directors of the repurchase of up to $45 million of the Company’s outstanding common stock.  Under the program, DineEquity may repurchase shares on an opportunistic basis from time to time in open market transactions and in privately negotiated transactions, based on business, market, applicable legal requirements and other considerations.  The repurchase program does not require the company to repurchase any specific number of shares, and may be terminated at any time.

On October 13, 2011, the Company announced that it entered into an asset purchase agreement with Apple Investors Group, LLC for the sale of 17 Applebee’s company-operated restaurants located in Tennessee, Illinois, Mississippi, Missouri, Kentucky and Arkansas.  The transaction is expected to result in net proceeds after taxes of approximately $15.9 million and reduce DineEquity’s sale-leaseback related financing obligations by $11.3 million.  The Company expects to pay approximately $2.4 million related to the settlement of net working capital liabilities and deal costs.  Additionally, the sale of these Applebee’s company-operated restaurants will result in approximately $0.9 million in annualized consolidated general and administrative expense savings.  The Company anticipates closing the transaction in the first quarter of 2012.

On November 2, 2011, DineEquity successfully completed the sale of 62 restaurants from the previously-announced transaction involving 66 company-operated Applebee’s restaurants located in New England.  The four remaining restaurants are expected to close soon.

2011 Financial Performance Outlook

Given that DineEquity’s brands are nearly 95% franchised, the Company is providing an adjusted earnings per share (EPS) outlook as it believes that adjusted EPS, along with cash flow and same-restaurant sales, are key measures by which the Company will be evaluating its success going forward.  The strength of the Company’s fully franchised business model is that it somewhat mitigates earnings fluctuations based on restaurant sales.  The Company expects adjusted earnings per share (EPS) to range between $4.20 and $4.30 per diluted share.  (See “Non-GAAP Financial Measures” below.)

Additionally, DineEquity provided the following fiscal 2011 guidance:

·                  Revised consolidated cash from operations to range between $117 and $127 million, which reflects a reduction from previous expectations of $125 to $135 million. Revised consolidated free cash flow to range between $104 and $114 million, which reflects a reduction from previous expectations of $112 to $122 million. The $8 million reductions in consolidated cash from operations and consolidated free cash flow relate solely to the net working capital impact of the refranchising of 66 Applebee’s company-operated restaurants in New England as previously discussed in our May 31, 2011 press release. (See “Non-GAAP Financial Measures” below.)

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·                  Reiterated that approximately $13 million is expected to be generated from the structural run-off of the Company’s long-term receivables.

·                  Reiterated consolidated capital expenditures of approximately $26 million.

·                  Revised Applebee’s domestic system-wide same-restaurant sales performance to range between 1.5% and 2.0%, a reduction from previous expectations of between 2% and 4%.

·                  Revised IHOP’s domestic system-wide same-restaurant sales performance to range between negative 2.0% and negative 2.5%, a reduction from previous expectations of between positive 1% and negative 2%.

·                  Revised restaurant operating margin at Applebee’s company-operated restaurants to range between 14.4% and 14.8%.  This reflects a reduction from previous expectations of between 14.8% and 15.2%.

·                  Reiterated consolidated general & administrative expense to range between $157 and $160 million, including non-cash stock-based compensation expense and depreciation of approximately $18 million.

·                  Reiterated consolidated interest expense to range between $134 and $139 million, of which approximately $7 million is expected to be non-cash interest expense.

·                  Reiterated Applebee’s franchisees to develop between 24 and 28 new restaurants, approximately half of which are expected to open internationally.

·                  Narrowed the range of new restaurants to be developed by IHOP franchisees to between 55 and 60, the majority of which are expected to be opened in the U.S.

·                  Reiterated an income tax rate of 36% for 2011.

·                  Reiterated full-year weighted average diluted shares outstanding to be approximately 18.3 million shares.

The Company’s 2011 financial performance guidance excludes any impact from the future sales of Applebee’s company-operated restaurants, the timing of which 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 additional Applebee’s company-operated 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.

Investor Conference Call Today

The Company will host an investor conference call today (Thursday, November 3, 2011, at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time) to discuss its third quarter 2011 results.  To participate on the call, please dial (888) 713-4216 and reference pass code 20830563. Participants may also pre-register to obtain a unique pin number to join the live call without operator assistance by visiting the following Web site: https://www.theconferencingservice.com/prereg/key.process?key=P8ARJ6EKX

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. Participants should allow approximately ten minutes prior to the call’s start time to visit the site and download any streaming media software needed to listen to the webcast. A telephonic replay of the call may be accessed through November 10, 2011 by dialing (888) 286-8010 and referencing pass code 21428112. An online archive of the webcast also will be available on the Investor Information section of DineEquity’s Web site.

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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 3,500 restaurants combined, DineEquity is one of the largest full-service restaurant companies in the world.  For more information on DineEquity, visit the Company’s Web site located at www.dineequity.com.

Forward-Looking Statements

Statements contained in this release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by words such as “may,” “will,” “should,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan” and other similar expressions. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results to be materially different from those expressed or implied in such statements. These factors include, but are not limited to: the effect of general economic conditions; the Company’s substantial indebtedness; risk of future impairment charges; the Company’s results in any given period differing from guidance provided to the public; the highly competitive nature of the restaurant business; the Company’s business strategy failing to achieve anticipated results; risks associated with the restaurant industry; shortages or interruptions in the supply or delivery of food; changing health or dietary preferences; harm to our brands’ reputation; litigation; environmental liability; liability relating to employees; failure to comply with applicable laws and regulations; failure to effectively implement restaurant development plans; concentration of Applebee’s franchised restaurants in a limited number of franchisees; credit risk from IHOP franchisees operating under our previous business model; termination or non-renewal of franchise agreements; franchisees breaching their franchise agreements; changes in the number and quality of franchisees; inability of franchisees to fund capital expenditures; third-party claims with respect to intellectual property assets; heavy dependence on information technology; failure to protect the integrity and security of individually identifiable information; and other factors discussed from time to time in the Company’s Annual and Quarterly Reports on Forms 10-K and 10-Q and in the Company’s other filings with the Securities and Exchange Commission. The forward-looking statements contained in this release are made as of the date hereof and the Company assumes no obligation to update or supplement any forward-looking statements.

Non-GAAP Financial Measures

This news release includes references to the Company’s non-GAAP financial measures “adjusted net income available to common stockholders (adjusted EPS),” “EBITDA,” and “free cash flow.”  “Adjusted EPS” is computed for a given period is computed by deducting from net income (loss) available to common stockholders for such period the effect of any impairment and closure charges, any gain or loss related to debt extinguishment, any intangible asset amortization, any non-cash interest expense, any debt modification costs 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.  The Company defines “EBITDA” for a given period is defined as income before income taxes less interest expense, loss on retirement of debt and Series A preferred stock, depreciation and amortization, impairment and closure charges, stock-based compensation, gain/loss on sale of assets and other charge backs as defined by its credit agreement.  “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.  Adjusted EPS, 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 United States generally accepted accounting principles.

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DINEEQUITY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share amounts)

(Unaudited)

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DINEEQUITY, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

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DINEEQUITY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

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NON-GAAP FINANCIAL MEASURES

(In thousands, except per share amounts)

(Unaudited)

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

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NON-GAAP FINANCIAL MEASURES

(In thousands)

(Unaudited)

Reconciliation of U.S. GAAP income (loss) before income taxes to EBITDA:

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

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Restaurant Data

The following table sets forth, for the three-month and nine-month periods ended September 30, 2011 and 2010, the number of effective restaurants in the Applebee’s and IHOP systems 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 and Applebee’s systems, 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 and Applebee’s systems, which includes restaurants owned by the Company as well as those owned by franchisees and area licensees.

(b)                                 “System-wide” sales are retail sales at IHOP and Applebee’s 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 period compared to the prior fiscal period for all restaurants in that category.

(d)                                 “Domestic same-restaurant sales percentage change” reflects the percentage change in sales, in any given fiscal period compared to the same weeks in the prior 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 restaurant closures, the restaurants open throughout both fiscal periods being compared may be different from period to period. Same-restaurant sales percentage change does not include data on IHOP restaurants located in Florida.

(e)

(f)                                   Sales percentage change and same-restaurant sales percentage change for IHOP company-operated restaurants are not meaningful (“n.m.”) 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 the three months and nine months ended September 30, 2011 for Applebee’s franchise and company-operated restaurants was impacted by the franchising of 149 company-operated restaurants (83 in the fourth quarter of 2010, 65 in the first quarter of 2011 and one in the third quarter of 2011).

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DINEEQUITY, INC. AND SUBSIDIARIES

RESTAURANT DATA

The following table summarizes our restaurant development activity: