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): May 2, 2013
DineEquity, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
|
001-15283 |
|
95-3038279 |
(State or other jurisdiction |
|
(Commission File No.) |
|
(I.R.S. Employer |
450 North Brand Boulevard, Glendale, California |
|
91203-2306 |
(Address of principal executive offices) |
|
(Zip Code) |
(818) 240-6055
(Registrants 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 May 2, 2013, DineEquity, Inc., a Delaware corporation, issued a press release announcing its first quarter 2013 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.
Exhibit |
|
Description |
99.1 |
|
Press Release Regarding First Quarter 2013 Financial Results issued by the Corporation on May 2, 2013. |
Exhibit 99.1
Ken Diptee
Executive Director, Investor Relations
DineEquity, Inc.
818-637-3632
Media Contact
Lucy Neugart and Samantha Verdile
Sard Verbinnen & Co.
415-618-8750 and 212-687-8080
DineEquity, Inc. Reports Solid First Quarter 2013 Results
|
· First quarter 2013 adjusted EPS (Non-GAAP) of $1.14 and GAAP EPS of $0.93 · First quarter dividend of $0.75 per share of common stock paid · Strong free cash flow of $59.0 million · General and administrative expenses reduced by 14% year-over-year · Senior secured credit facility re-priced to lower term loan interest rate · Interest expense reduced by 16% year-over-year · Reiterates financial performance guidance for fiscal 2013
|
|
GLENDALE, Calif., May 2, 2013 DineEquity, Inc. (NYSE: DIN), the parent company of Applebees Neighborhood Grill & Bar® and IHOP® restaurants, today announced financial results for the first quarter of 2013.
DineEquity started 2013 by delivering solid financial results in the first quarter. Significant strides were made against our strategic priorities. As promised, we announced our capital allocation strategy, which returns significant free cash flow to shareholders through a combination of a meaningful dividend and a $100 million share repurchase authorization, said Julia A. Stewart, Chairman and Chief Executive Officer of DineEquity, Inc. We successfully re-priced our senior secured credit facility, lowering the interest rate of the term loan to 3.75% from 4.25%. In addition, modifications to debt covenants were made to reduce limitations on our capital allocation options. We are laser focused on managing our capital structure and G&A. In addition, we remain steadfast in our strategic plans for both IHOP and Applebees, designed to drive consistent and sustainable same-restaurant sales and traffic growth in a challenging consumer environment.
First Quarter 2013 Financial Highlights
· Adjusted net income available to common stockholders was $21.8 million, representing adjusted earnings per diluted share of $1.14 for the first quarter of 2013. This compares to $24.6 million, or adjusted earnings per diluted share of $1.36, for the first quarter of 2012. The decrease was mainly due to, as expected, lower segment profit as a result of DineEquitys ownership of significantly fewer Applebees company-operated restaurants compared to the same quarter of 2012. The decline was partially offset by lower general and administrative expenses and lower cash interest expense. (See Non-GAAP Financial Measures below.)
· GAAP net income available to common stockholders was $17.9 million, or earnings per diluted share of $0.93 for the first quarter of 2013, compared to $29.9 million, or earnings per diluted share of $1.64, for the first quarter of 2012. The decrease was primarily due to lower asset
disposition gains and, as expected, lower segment profit resulting from refranchising. These items were partially offset by lower income taxes, a decline in general and administrative expenses, and lower interest expense.
· EBITDA was $73.7 million for the first quarter of 2013. (See Non-GAAP Financial Measures below.)
· Free cash flow was $59.0 million for the first quarter of 2013 compared to $44.0 million in the first quarter of 2012. (See Non-GAAP Financial Measures below.)
· Consolidated general and administrative expenses were $34.0 million for the first quarter of 2013 compared to $39.6 million in the first quarter of 2012. The decrease was primarily due to lower personnel costs as a result of refranchising and the Companys comprehensive restructuring initiative, and lower stock-based compensation.
Same-Restaurant Sales Performance
Following a slow start to 2013 for the restaurant category due to an uneven U.S. macroeconomic environment, overall consumer sentiment remains mixed.
· Applebees domestic system-wide same-restaurant sales decreased 1.3% for the first quarter of 2013 compared to the first quarter of 2012. The decline in same-restaurant sales reflected a decrease in traffic, partially offset by a higher average guest check.
· IHOPs domestic system-wide same restaurant sales decreased 0.5% for the first quarter of 2013 compared to the same quarter of 2012. The decline in same-restaurant sales reflected a decrease in traffic, partially offset by a higher average guest check.
Re-Pricing of Senior Secured Credit Facility
On February 5, 2013, DineEquity announced the completion of the re-pricing of its senior secured credit facility, including its senior secured revolving credit facility, which remained at $75 million. In addition, modifications to certain covenants were made to provide added flexibility. As a result of the re-pricing, interest is computed at LIBOR plus 2.75% with a LIBOR floor of 1.00%, or a current term loan interest rate of 3.75%.
Financial Performance Guidance for Fiscal 2013
DineEquity reiterates its financial performance guidance for fiscal 2013 contained in the press release issued on February 27, 2013.
Investor Conference Call Today
The Company will host an investor conference call on Thursday, May 2, 2013, at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time to discuss its first quarter 2013 results. To participate on the call, please dial (888) 713-4218 and reference pass code 68288754. International callers, please dial (617) 213-4870 and reference pass code 68288754. 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=PC3EPEFCK
A live webcast of the call will be available on DineEquitys Web site at www.dineequity.com, and may be accessed by visiting Calls & Presentations under the sites Investor Information section. Participants should allow approximately ten minutes prior to the calls 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 11:59 p.m. Pacific Time on May 9, 2013 by dialing (888) 286-8010 and referencing pass code 18517223. International callers, please dial (617) 801-6888 and reference pass code 18517223. An online archive of the webcast also will be available on the Investor Information section of DineEquitys Web site.
About DineEquity, Inc.
Based in Glendale, California, DineEquity, Inc., through its subsidiaries, franchises and operates restaurants under the Applebees Neighborhood Grill & Bar® and IHOP® brands. With more than 3,600 restaurants combined in 17 countries, over 400 franchisees and approximately 200,000 team members (including franchisee- and company-operated restaurant employees), DineEquity is one of the largest full-service restaurant companies in the world. For more information on DineEquity, visit the Companys Web site located at www.dineequity.com.
Forward-Looking Statements
Statements contained in this press 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 Companys indebtedness; risk of future impairment charges; trading volatility and the price of the Companys common stock; the Companys results in any given period differing from guidance provided to the public; the highly competitive nature of the restaurant business; the Companys business strategy failing to achieve anticipated results; risks associated with the restaurant industry; risks associated with locations of current and future restaurants; rising costs for food commodities and utilities; shortages or interruptions in the supply or delivery of food; ineffective marketing and guest relationship initiatives and use of social media; changing health or dietary preferences; our engagement in business in foreign markets; harm to our brands reputation; litigation; third-party claims with respect to intellectual property assets; environmental liability; liability relating to employees; failure to comply with applicable laws and regulations; failure to effectively implement restaurant development plans; our dependence upon our franchisees; concentration of Applebees 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; insolvency proceedings involving franchisees; changes in the number and quality of franchisees; inability of franchisees to fund capital expenditures; heavy dependence on information technology; the occurrence of cyber incidents or a deficiency in our cybersecurity; failure to execute on a business continuity plan; inability to attract and retain talented employees; risks associated with retail brand initiatives; failure of our internal controls; and other factors discussed from time to time in the Companys Annual and Quarterly Reports on Forms 10-K and 10-Q and in the Companys 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 Companys non-GAAP financial measures adjusted net income available to common stockholders (adjusted EPS), EBITDA, free cash flow, and segment EBITDA. Adjusted EPS 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 or loss related to debt extinguishment, any intangible asset amortization, any non-cash interest expense, any debt modification costs, any one-time litigation settlement charges, any general and administrative restructuring costs, net of savings, any gain or loss related to the disposition of assets, and any state
income tax impact of deferred taxes due to refranchising 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 as income before income taxes less interest expense, loss on retirement of debt, depreciation and amortization, impairment and closure charges, non-cash stock-based compensation, gain/loss on disposition 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. Segment EBITDA for a given period is defined as gross segment profit plus depreciation and amortization as well as interest charges related to the segment. 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 receivables, and the funding of operating activities, capital expenditures and dividends. Management believes this information is helpful to investors to determine the Companys adherence to debt covenants and the Companys cash available for these purposes. Adjusted EPS, EBITDA, free cash flow and segment EBITDA 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.
DineEquity, Inc. and Subsidiaries
Consolidated Statements of Income
(In thousands, except per share amounts)
(Unaudited)
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2013 |
|
2012 |
| ||
Segment Revenues: |
|
|
|
|
| ||
Franchise and restaurant revenues |
|
$ |
128,329 |
|
$ |
209,294 |
|
Rental revenues |
|
31,003 |
|
32,005 |
| ||
Financing revenues |
|
3,837 |
|
4,283 |
| ||
Total segment revenues |
|
163,169 |
|
245,582 |
| ||
Segment Expenses: |
|
|
|
|
| ||
Franchise and restaurant expenses |
|
44,476 |
|
111,815 |
| ||
Rental expenses |
|
24,269 |
|
24,537 |
| ||
Financing expenses |
|
|
|
655 |
| ||
Total segment expenses |
|
68,745 |
|
137,007 |
| ||
Gross segment profit |
|
94,424 |
|
108,575 |
| ||
General and administrative expenses |
|
34,032 |
|
39,632 |
| ||
Interest expense |
|
25,295 |
|
30,221 |
| ||
Amortization of intangible assets |
|
3,071 |
|
3,075 |
| ||
Impairment and closure charges |
|
838 |
|
722 |
| ||
Loss on extinguishment of debt |
|
20 |
|
2,611 |
| ||
Debt modification costs |
|
1,296 |
|
|
| ||
Gain on disposition of assets |
|
(318 |
) |
(16,733 |
) | ||
Income before income taxes |
|
30,190 |
|
49,047 |
| ||
Income tax provision |
|
(11,951 |
) |
(17,703 |
) | ||
Net income |
|
$ |
18,239 |
|
$ |
31,344 |
|
|
|
|
|
|
| ||
Net income available to common stockholders: |
|
|
|
|
| ||
Net income |
|
$ |
18,239 |
|
$ |
31,344 |
|
Less: Net income allocated to unvested participating restricted stock |
|
(329 |
) |
(796 |
) | ||
Less: Accretion of Series B Convertible Preferred Stock |
|
|
|
(668 |
) | ||
Net income available to common stockholders |
|
$ |
17,910 |
|
$ |
29,880 |
|
|
|
|
|
|
| ||
Net income available to common stockholders per share: |
|
|
|
|
| ||
Basic |
|
$ |
0.95 |
|
$ |
1.69 |
|
Diluted |
|
$ |
0.93 |
|
$ |
1.64 |
|
|
|
|
|
|
| ||
Weighted average shares outstanding: |
|
|
|
|
| ||
Basic |
|
18,911 |
|
17,682 |
| ||
Diluted |
|
19,193 |
|
18,651 |
|
DineEquity, Inc. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except share and per share amounts)
|
|
March 31, 2013 |
|
December 31, 2012 |
| ||
|
|
(Unaudited) |
|
|
| ||
Assets |
|
|
|
|
| ||
Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
117,382 |
|
$ |
64,537 |
|
Receivables, net |
|
81,587 |
|
128,610 |
| ||
Prepaid income taxes |
|
|
|
16,080 |
| ||
Prepaid gift cards |
|
41,410 |
|
50,242 |
| ||
Deferred income taxes |
|
20,048 |
|
21,772 |
| ||
Other current assets |
|
8,050 |
|
13,214 |
| ||
Total current assets |
|
268,477 |
|
294,455 |
| ||
Long-term receivables |
|
208,322 |
|
212,269 |
| ||
Property and equipment, net |
|
289,723 |
|
294,375 |
| ||
Goodwill |
|
697,470 |
|
697,470 |
| ||
Other intangible assets, net |
|
803,067 |
|
806,093 |
| ||
Other assets, net |
|
110,601 |
|
110,738 |
| ||
Total assets |
|
$ |
2,377,660 |
|
$ |
2,415,400 |
|
Liabilities and Stockholders Equity |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Current maturities of long-term debt |
|
$ |
4,720 |
|
$ |
7,420 |
|
Accounts payable |
|
32,197 |
|
30,751 |
| ||
Accrued employee compensation and benefits |
|
10,954 |
|
22,435 |
| ||
Gift card liability |
|
107,358 |
|
161,689 |
| ||
Accrued interest payable |
|
31,580 |
|
13,236 |
| ||
Current maturities of capital lease and financing obligations |
|
11,246 |
|
10,878 |
| ||
Other accrued expenses |
|
28,294 |
|
21,351 |
| ||
Total current liabilities |
|
226,349 |
|
267,760 |
| ||
Long-term debt, less current maturities |
|
1,204,422 |
|
1,202,063 |
| ||
Financing obligations, less current maturities |
|
52,010 |
|
52,049 |
| ||
Capital lease obligations, less current maturities |
|
121,482 |
|
124,375 |
| ||
Deferred income taxes |
|
352,195 |
|
362,171 |
| ||
Other liabilities |
|
100,203 |
|
98,177 |
| ||
Total liabilities |
|
2,056,661 |
|
2,106,595 |
| ||
Commitments and contingencies |
|
|
|
|
| ||
Stockholders equity: |
|
|
|
|
| ||
Common stock, $0.01 par value, shares: 40,000,000 authorized; March 31, 2013 - 25,359,057 issued, 19,352,128 outstanding; December 31, 2012 - 25,362,946 issued, 19,197,899 outstanding |
|
254 |
|
254 |
| ||
Additional paid-in-capital |
|
267,038 |
|
264,342 |
| ||
Retained earnings |
|
325,761 |
|
322,045 |
| ||
Accumulated other comprehensive loss |
|
(156 |
) |
(152 |
) | ||
Treasury stock, at cost; shares: March 31, 2013 - 6,006,929; December 31, 2012 - 6,165,047 |
|
(271,898 |
) |
(277,684 |
) | ||
Total stockholders equity |
|
320,999 |
|
308,805 |
| ||
Total liabilities and stockholders equity |
|
$ |
2,377,660 |
|
$ |
2,415,400 |
|
DineEquity, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2013 |
|
2012 |
| ||
|
|
(Unaudited) |
| ||||
Cash flows from operating activities: |
|
|
|
|
| ||
Net income |
|
$ |
18,239 |
|
$ |
31,344 |
|
Adjustments to reconcile net income to cash flows provided by operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
8,836 |
|
10,463 |
| ||
Non-cash interest expense |
|
1,503 |
|
1,529 |
| ||
Loss on extinguishment of debt |
|
20 |
|
2,611 |
| ||
Impairment and closure charges |
|
840 |
|
445 |
| ||
Deferred income taxes |
|
(8,253 |
) |
(9,626 |
) | ||
Non-cash stock-based compensation expense |
|
3,189 |
|
3,789 |
| ||
Tax benefit from stock-based compensation |
|
2,228 |
|
4,000 |
| ||
Excess tax benefit from stock options exercised |
|
(966 |
) |
(2,421 |
) | ||
Gain on disposition of assets |
|
(318 |
) |
(16,733 |
) | ||
Other |
|
2,228 |
|
(353 |
) | ||
Changes in operating assets and liabilities: |
|
|
|
|
| ||
Receivables |
|
47,216 |
|
35,545 |
| ||
Current income tax receivables and payables |
|
16,528 |
|
23,724 |
| ||
Other current assets |
|
16,678 |
|
173 |
| ||
Accounts payable |
|
1,659 |
|
1,660 |
| ||
Accrued employee compensation and benefits |
|
(11,482 |
) |
(8,594 |
) | ||
Gift card liability |
|
(54,332 |
) |
(54,801 |
) | ||
Other accrued expenses |
|
27,413 |
|
21,938 |
| ||
Cash flows provided by operating activities |
|
71,226 |
|
44,693 |
| ||
Cash flows from investing activities: |
|
|
|
|
| ||
Additions to property and equipment |
|
(1,495 |
) |
(4,150 |
) | ||
Proceeds from sale of property and equipment and assets held for sale |
|
|
|
21,390 |
| ||
Principal receipts from notes, equipment contracts and other long-term receivables |
|
3,810 |
|
3,437 |
| ||
Other |
|
68 |
|
699 |
| ||
Cash flows provided by investing activities |
|
2,383 |
|
21,376 |
| ||
Cash flows from financing activities: |
|
|
|
|
| ||
Repayment of long-term debt (including premiums) |
|
(1,200 |
) |
(76,037 |
) | ||
Principal payments on capital lease and financing obligations |
|
(2,483 |
) |
(3,007 |
) | ||
Payment of debt modification costs |
|
(1,282 |
) |
|
| ||
Dividends paid on common stock |
|
(14,512 |
) |
|
| ||
Repurchase of restricted stock |
|
(2,590 |
) |
(859 |
) | ||
Proceeds from stock options exercised |
|
3,018 |
|
2,045 |
| ||
Excess tax benefit from share-based compensation |
|
966 |
|
2,421 |
| ||
Change in restricted cash |
|
(2,681 |
) |
(2,639 |
) | ||
Other |
|
|
|
|
| ||
Cash flows used in financing activities |
|
(20,764 |
) |
(78,076 |
) | ||
Net change in cash and cash equivalents |
|
52,845 |
|
(12,007 |
) | ||
Cash and cash equivalents at beginning of period |
|
64,537 |
|
60,691 |
| ||
Cash and cash equivalents at end of period |
|
$ |
117,382 |
|
$ |
48,684 |
|
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 on extinguishment of debt; amortization of intangible assets; non-cash interest expense; debt modification costs; and gain on disposition of assets, all items net of taxes (as appropriate), and related per share data:
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2013 |
|
2012 |
| ||
Net income available to common stockholders, as reported |
|
$ |
17,910 |
|
$ |
29,880 |
|
Impairment and closure charges |
|
838 |
|
722 |
| ||
Loss on extinguishment of debt |
|
20 |
|
2,611 |
| ||
Amortization of intangible assets |
|
3,071 |
|
3,075 |
| ||
Non-cash interest expense |
|
1,503 |
|
1,529 |
| ||
Debt modification costs |
|
1,296 |
|
|
| ||
Gain on disposition of assets |
|
(318 |
) |
(16,733 |
) | ||
Income tax provision (benefit) |
|
(2,436 |
) |
3,399 |
| ||
Net income allocated to unvested participating restricted stock |
|
(77 |
) |
140 |
| ||
Net income available to common stockholders, as adjusted |
|
$ |
21,807 |
|
$ |
24,623 |
|
|
|
|
|
|
| ||
Diluted net income available to common stockholders per share: |
|
|
|
|
| ||
Net income available to common stockholders, as reported |
|
$ |
0.93 |
|
$ |
1.64 |
|
Impairment and closure charges |
|
0.02 |
|
0.02 |
| ||
Loss on extinguishment of debt |
|
0.00 |
|
0.08 |
| ||
Amortization of intangible assets |
|
0.10 |
|
0.10 |
| ||
Noncash interest expense |
|
0.05 |
|
0.05 |
| ||
Debt modification costs |
|
0.04 |
|
|
| ||
Gain on disposition of assets |
|
(0.01 |
) |
(0.54 |
) | ||
Net income allocated to unvested participating restricted stock |
|
0.00 |
|
0.01 |
| ||
Change due increase in net income |
|
0.01 |
|
|
| ||
Diluted net income available to common stockholders per share, as adjusted |
|
$ |
1.14 |
|
$ |
1.36 |
|
|
|
|
|
|
| ||
Numerator for basic EPS-income available to common stockholders, as adjusted |
|
$ |
21,807 |
|
$ |
24,623 |
|
Effect of unvested participating restricted stock using the two-class method |
|
3 |
|
33 |
| ||
Effect of dilutive securities: |
|
|
|
|
| ||
Convertible Series B preferred stock |
|
|
|
668 |
| ||
Numerator for diluted EPS-income available to common stockholders after assumed conversions, as adjusted |
|
$ |
21,810 |
|
$ |
25,324 |
|
|
|
|
|
|
| ||
Denominator for basic EPS-weighted-average shares |
|
18,911 |
|
17,682 |
| ||
Effect of dilutive securities: |
|
|
|
|
| ||
Stock options |
|
282 |
|
316 |
| ||
Convertible Series B preferred stock |
|
|
|
653 |
| ||
Denominator for diluted EPS-weighted-average shares and assumed conversions |
|
19,193 |
|
18,651 |
|
DineEquity, Inc. and Subsidiaries
Non-GAAP Financial Measures
(In thousands)
(Unaudited)
Reconciliation of U.S. GAAP income before income taxes to EBITDA:
|
|
Three Months |
|
Twelve Months |
| ||
|
|
March 31, 2013 |
| ||||
U.S. GAAP income before income taxes |
|
$ |
30,190 |
|
$ |
176,066 |
|
Interest charges |
|
29,517 |
|
126,714 |
| ||
Loss on extinguishment of debt |
|
20 |
|
2,963 |
| ||
Depreciation and amortization |
|
8,836 |
|
37,911 |
| ||
Non-cash stock-based compensation |
|
3,189 |
|
10,842 |
| ||
Impairment and closure charges |
|
838 |
|
4,334 |
| ||
Other |
|
1,448 |
|
15,613 |
| ||
Gain on sale of assets |
|
(318 |
) |
(86,182 |
) | ||
EBITDA |
|
$ |
73,720 |
|
$ |
288,261 |
|
Reconciliation of the Companys cash provided by operating activities to free cash flow:
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2013 |
|
2012 |
| ||
Cash flows provided by operating activities |
|
$ |
71,226 |
|
$ |
44,693 |
|
Principal receipts from notes, equipment contracts and other long-term receivables |
|
3,810 |
|
3,437 |
| ||
Dividends paid on common stock |
|
(14,512 |
) |
|
| ||
Additions to property and equipment |
|
(1,495 |
) |
(4,150 |
) | ||
Free cash flow |
|
$ |
59,029 |
|
$ |
43,980 |
|
DineEquity, Inc. and Subsidiaries
Non-GAAP Financial Measures
(In millions)
(Unaudited)
Reconciliation of U.S. GAAP gross segment profit to segment EBITDA:
|
|
Three Months Ended March 31, 2013 |
| ||||||||||||||||
|
|
Franchise - |
|
Franchise - |
|
Company |
|
Rental |
|
Financing |
|
Total |
| ||||||
Revenue |
|
$ |
50,733 |
|
$ |
61,131 |
|
$ |
16,465 |
|
$ |
31,003 |
|
$ |
3,837 |
|
$ |
163,169 |
|
Expense |
|
1,484 |
|
26,703 |
|
16,289 |
|
24,269 |
|
|
|
68,745 |
| ||||||
Gross segment profit |
|
49,249 |
|
34,428 |
|
176 |
|
6,734 |
|
3,837 |
|
94,424 |
| ||||||
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Depreciation/amortization |
|
2,760 |
|
|
|
529 |
|
3,408 |
|
|
|
6,697 |
| ||||||
Interest charges |
|
|
|
|
|
94 |
|
4,092 |
|
|
|
4,186 |
| ||||||
Segment EBITDA |
|
$ |
52,009 |
|
$ |
34,428 |
|
$ |
799 |
|
$ |
14,234 |
|
$ |
3,837 |
|
$ |
105,307 |
|
|
|
Three Months Ended March 31, 2012 |
| ||||||||||||||||
|
|
Franchise - |
|
Franchise - |
|
Company |
|
Rental |
|
Financing |
|
Total |
| ||||||
Revenue |
|
$ |
47,540 |
|
$ |
60,869 |
|
$ |
100,885 |
|
$ |
32,005 |
|
$ |
4,283 |
|
$ |
245,582 |
|
Expense |
|
784 |
|
26,848 |
|
84,183 |
|
24,537 |
|
655 |
|
137,007 |
| ||||||
Gross segment profit |
|
46,756 |
|
34,021 |
|
16,702 |
|
7,468 |
|
3,628 |
|
108,575 |
| ||||||
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Depreciation/amortization |
|
2,445 |
|
|
|
2,424 |
|
3,460 |
|
|
|
8,329 |
| ||||||
Interest charges |
|
|
|
|
|
97 |
|
4,354 |
|
|
|
4,451 |
| ||||||
Segment EBITDA |
|
$ |
49,201 |
|
$ |
34,021 |
|
$ |
19,223 |
|
$ |
15,282 |
|
$ |
3,628 |
|
$ |
121,355 |
|
Restaurant Data
The following table sets forth, for the three months ended March 31, 2013 and 2012, the number of effective restaurants in the Applebees 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 Applebees and IHOP 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.
|
|
Three Months Ended March 31, |
| ||||||||||
|
|
2013 |
|
2012 |
|
2013 |
|
2012 |
| ||||
|
|
Applebees |
|
IHOP |
| ||||||||
|
|
(unaudited) |
| ||||||||||
Restaurant Data |
|
|
|
|
|
|
|
|
| ||||
Effective restaurants(a) |
|
|
|
|
|
|
|
|
| ||||
Franchise |
|
2,006 |
|
1,855 |
|
1,408 |
|
1,374 |
| ||||
Area license |
|
|
|
|
|
167 |
|
164 |
| ||||
Company |
|
23 |
|
163 |
|
12 |
|
13 |
| ||||
Total |
|
2,029 |
|
2,018 |
|
1,587 |
|
1,551 |
| ||||
System-wide(b) |
|
|
|
|
|
|
|
|
| ||||
Sales percentage change(c) |
|
(0.4 |
)% |
1.7 |
% |
2.4 |
% |
2.9 |
% | ||||
Domestic same-restaurant sales percentage change(d) |
|
(1.3 |
)% |
1.2 |
% |
(0.5 |
)% |
(0.5 |
)% | ||||
Franchise(b)(e) |
|
|
|
|
|
|
|
|
| ||||
Sales percentage change(c) |
|
7.2 |
% |
7.2 |
% |
2.3 |
% |
2.8 |
% | ||||
Domestic same-restaurant sales percentage change(d) |
|
(1.2 |
)% |
1.0 |
% |
(0.5 |
)% |
(0.5 |
)% | ||||
Average weekly domestic unit sales (in thousands) |
|
$ |
49.3 |
|
$ |
50.1 |
|
$ |
34.9 |
|
$ |
35.0 |
|
(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 Applebees and IHOP 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 Applebees restaurants operated by franchisees and IHOP restaurants operated by franchisees and 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. Applebees domestic franchise restaurant sales, IHOP franchise restaurant sales and IHOP area license restaurant sales for the three months ended March 31, 2013 and 2012 were as follows:
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2013 |
|
2012 |
| ||
|
|
(In millions) |
| ||||
Reported sales (unaudited) |
|
|
|
|
| ||
Applebees franchise restaurant sales |
|
$ |
1,191.5 |
|
$ |
1,111.5 |
|
IHOP franchise restaurant sales |
|
$ |
639.3 |
|
$ |
624.9 |
|
IHOP area license restaurant sales |
|
$ |
64.9 |
|
$ |
62.3 |
|
(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 domestic 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 domestic 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 area license restaurants located in Florida.
(e) The sales percentage change for the three months ended March 31, 2013 and 2012 for Applebees franchise and company-operated restaurants was impacted by the refranchising of 154 company-operated restaurants during 2012.
DineEquity, Inc. and Subsidiaries
Restaurant Data
The following table summarizes our restaurant development activity:
|
|
Three Months Ended |
| ||
|
|
March 31, |
| ||
|
|
2013 |
|
2012 |
|
|
|
(unaudited) |
| ||
Applebees Restaurant Development Activity |
|
|
|
|
|
Beginning of period |
|
2,034 |
|
2,019 |
|
New openings: |
|
|
|
|
|
Franchise |
|
2 |
|
6 |
|
Total new openings |
|
2 |
|
6 |
|
Closings: |
|
|
|
|
|
Franchise |
|
(5 |
) |
(4 |
) |
Total closings |
|
(5 |
) |
(4 |
) |
End of period |
|
2,031 |
|
2,021 |
|
Summary - end of period |
|
|
|
|
|
Franchise |
|
2,008 |
|
1,861 |
|
Company |
|
23 |
|
160 |
|
Total |
|
2,031 |
|
2,021 |
|
|
|
Three Months Ended |
| ||
|
|
March 31, |
| ||
|
|
2013 |
|
2012 |
|
|
|
(unaudited) |
| ||
IHOP Restaurant Development Activity |
|
|
|
|
|
Beginning of period |
|
1,581 |
|
1,550 |
|
New openings: |
|
|
|
|
|
Franchise |
|
10 |
|
10 |
|
Area license |
|
2 |
|
|
|
Total new openings |
|
12 |
|
10 |
|
Closings: |
|
|
|
|
|
Franchise |
|
(4 |
) |
(5 |
) |
Area license |
|
|
|
(1 |
) |
Total closings |
|
(4 |
) |
(6 |
) |
End of period |
|
1,589 |
|
1,554 |
|
Summary-end of period |
|
|
|
|
|
Franchise |
|
1,410 |
|
1,377 |
|
Area license |
|
167 |
|
165 |
|
Company |
|
12 |
|
12 |
|
Total |
|
1,589 |
|
1,554 |
|