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8-K - 8-K - Dine Brands Global, Inc.a12-25560_18k.htm
EX-99.2 - EX-99.2 - Dine Brands Global, Inc.a12-25560_1ex99d2.htm

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

 

DineEquity, Inc. Reports Third Quarter Results

 

Completes Applebee’s Refranchising Initiative

 

Significantly Reduces Total Debt by $167 Million

 

GLENDALE, Calif., October 30, 2012 — DineEquity, Inc. (NYSE: DIN), the parent company of Applebee’s Neighborhood Grill & Bar and IHOP Restaurants, today announced financial results for the third quarter of 2012.

 

“We are pleased with our results for the third quarter, which was highlighted by the great progress we made against our long-term strategic goals.  Earlier this month, we achieved a significant milestone with the completion of our transition to a fully-franchised restaurant system.  Our more efficient business model continued to generate strong free cash flow, enabling further debt reduction as we optimize our G&A structure to create additional value for our stockholders,” said Julia A. Stewart, Chairman and Chief Executive Officer of DineEquity, Inc.  “Our strategy at Applebee’s yielded solid performance in the third quarter, where our revitalization initiatives continue to fuel momentum.  We continued the hard work already underway at IHOP to restore same-restaurant sales growth. Most importantly, we have strong alignment with our IHOP franchisees to execute on our plan for improvement.”

 

Third Quarter 2012 Financial Highlights

 

·                  Total debt was reduced by $167.2 million in the third quarter of 2012 as a result of net cash proceeds and financing obligation reductions from the refranchise and sale of Applebee’s company-operated restaurants and free cash flow.  The Company reduced Term Loan balances by $106.1 million and financing and capital lease obligations by $61.1 million.

 

·                  Adjusted net income available to common stockholders was $18.9 million, representing adjusted earnings per diluted share of $1.03 for the third quarter of 2012. This compares to $19.1 million, or adjusted earnings per diluted share of $1.04, for the same quarter in 2011. The decrease in adjusted earnings was due to, as expected, lower segment profit caused by the execution of our strategy to refranchise Applebee’s company-operated restaurants. This item was partially offset by lower cash interest expense. (See “Non-GAAP Financial Measures” below.)

 

·                  GAAP net income available to common stockholders was $58.7 million, or earnings per diluted share of $3.14 for the third quarter of 2012, compared to $15.5 million, or earnings per diluted share of $0.85, for the same quarter in 2011.  The increase was primarily due to a higher gain on the refranchise and sale of Applebee’s company-operated restaurants and lower interest expense. These items were partially offset by higher income taxes, an increase in general and

 



 

administrative expenses, and, as expected, lower segment profit due to the refranchise and sale of Applebee’s company-operated restaurants.

 

·                  Consolidated general and administrative expenses were $48.7 million for the third quarter of 2012 compared to $38.7 million in the third quarter of 2011.  The increase was primarily due to a $9 million non-recurring litigation settlement and net severance charges associated with the Company’s previously announced restructuring initiative to lower general and administrative expenses by approximately $10 million to $12 million on an annualized basis.  These items were partially offset by the savings in employee compensation associated with the workforce reduction.

 

·                  Applebee’s company-operated restaurant operating margin was 15.5% for the third quarter of 2012 compared to 14.2% for the same quarter in 2011, an increase of 130 basis points.  The increase was primarily due to cessation of depreciation on restaurants held for sale, the refranchising of lower margin company-operated restaurants, and lower advertising expense.  These items were partially offset by higher labor expense and commodity inflation.

 

First Nine Months of 2012 Highlights

 

·                  Total debt was reduced by $255.5 million in the first nine months of 2012 as a result of net cash proceeds and financing obligation reductions from the refranchise and sale of Applebee’s company-operated restaurants and free cash flow.  The Company reduced Term Loan balances by $175.2 million, Senior Notes by $3.6 million, and financing and capital lease obligations by $76.7 million.

 

·                  Adjusted net income available to common stockholders was $62.6 million in the first nine months of 2012, representing adjusted earnings per diluted share of $3.44. This compares to $61.7 million, or adjusted earnings per diluted share of $3.37, for the same period in 2011.  The increase in adjusted earnings was due to lower cash interest expense, partially offset by, as expected, lower segment profit due to the refranchise and sale of Applebee’s company-operated restaurants and lower income taxes. (See “Non-GAAP Financial Measures” below.)

 

·                  GAAP net income available to common stockholders was $104.3 million in the first nine months of 2012, or earnings per diluted share of $5.66, compared to $43.4 million, or earnings per diluted share of $2.38 for the same period in 2011.  The increase was primarily due to a higher gain on the refranchise and sale of Applebee’s company-operated restaurants, lower impairment and closure charges, and lower interest expense.  These items were partially offset by higher income tax expense, an increase in general and administrative expenses, and, as expected, lower segment profit due to refranchising.

 

·                  EBITDA was $226.3 million for the first nine months of 2012. (See “Non-GAAP Financial Measures” below.)

 

·                  For the first nine months of 2012, cash flows from operating activities were $68.1 million, capital expenditures were $13.5 million, and free cash flow was $64.9 million.  (See “Non-GAAP Financial Measures” below.)

 

·                  Applebee’s company-operated restaurant operating margin was 16.8% for the first nine months of 2012 compared to 14.4% for the same period in 2011.  The increase of 240 basis points was primarily due to lower depreciation expense, improved control of waste, and the refranchising of lower margin company-operated restaurants.  These items were partially offset by commodity inflation, new menu related expense, and higher labor expense.

 

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Refranchise and Sale of Applebee’s Company-Operated Restaurants

 

During the third quarter of 2012, DineEquity completed the sale of 33 and 65 Applebee’s company-operated restaurants to American Franchise Capital, LLC and TSFR Apple Venture, respectively.  After-tax net proceeds of approximately $87 million were used to retire debt.

 

On October 3, 2012, DineEquity completed the sale of 39 Applebee’s company-operated restaurants located in Virginia to Potomac Family Dining Group, LLC.  After-tax net proceeds of approximately $24 million were used to further reduce debt.

 

DineEquity has now completed its Applebee’s refranchising program and transitioned to a 99% franchised restaurant system and is now considered to be fully franchised.  As a result, DineEquity’s business model is less capital intensive with higher operating margins and the Company expects to have cash flow with substantially reduced volatility over time.  The Company currently retains 23 Applebee’s company-operated restaurants in the Kansas City area for test market purposes.

 

Same-Restaurant Sales Performance

 

Third Quarter 2012

 

·                  Applebee’s domestic system-wide same-restaurant sales increased 2.0% for the third quarter of 2012 compared to the third quarter of 2011.  The increase in same-restaurant sales reflected a higher average guest check, partially offset by a decline in traffic compared to the third quarter of 2011.

 

·                  IHOP’s domestic system-wide same restaurant sales decreased 2.0% for the third quarter of 2012 compared to the third quarter of 2011.  The decline in same-restaurant sales reflected a decline in traffic, partially offset by a slightly higher average guest check compared to the third quarter of 2011.

 

First Nine Months of 2012

 

·                  Applebee’s domestic system-wide same-restaurant sales increased 1.3% in the first nine months of 2012 compared to the same period in 2011.  The increase in same-restaurant sales was mainly driven by a higher average guest check, partially offset by a decline in traffic compared to the first nine months of 2011.

 

·                  IHOP’s domestic system-wide same-restaurant sales declined 1.3% in the first nine months of 2012 compared to the same period in 2011.  The decline in same-restaurant sales reflected a decline in traffic, partially offset by a higher average guest check compared to the first nine months of 2011.

 

Investor Conference Call Today

 

The Company will host an investor conference call today (Tuesday, October 30, 2012, at 11:00 a.m. Eastern Time / 8:00 a.m. Pacific Time) to discuss its third quarter results.  To participate on the call, please dial (888) 679-8038 and reference pass code 80617185.  International callers, please dial (617) 213-4850 and reference pass code 80617185. 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=PXPLWDFMU

 

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

 

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streaming media software needed to listen to the webcast.  A telephonic replay of the call may be accessed through 11:59 p.m. Eastern Time (8:59 p.m. Pacific Time) on November 6, 2012 by dialing (888) 286-8010 and referencing pass code 77612832.  International callers, please dial (617) 801-6888 and reference pass code 77612832.  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 under the Applebee’s Neighborhood Grill & Bar and IHOP brands.  With more than 3,500 restaurants combined in 18 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 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; our dependence upon our franchisees; our engagement in business in foreign markets; 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; insolvency proceedings involving franchisees; 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; 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 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,” “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 is defined as income before income taxes less interest expense, loss on retirement of debt, depreciation

 

4



 

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 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, 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.

 

5


 


 

DineEquity, Inc. and Subsidiaries

Consolidated Statements of Income

(In thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Segment Revenues:

 

 

 

 

 

 

 

 

 

Franchise revenues

 

$

102,674

 

$

97,679

 

$

313,542

 

$

300,782

 

Company restaurant sales

 

79,572

 

131,618

 

274,259

 

420,955

 

Rental revenues

 

30,920

 

31,163

 

92,096

 

95,003

 

Financing revenues

 

3,152

 

4,021

 

11,394

 

16,279

 

Total segment revenues

 

216,318

 

264,481

 

691,291

 

833,019

 

Segment Expenses:

 

 

 

 

 

 

 

 

 

Franchise expenses

 

27,148

 

25,006

 

81,126

 

78,656

 

Company restaurant expenses

 

68,541

 

113,976

 

232,298

 

363,021

 

Rental expenses

 

24,237

 

24,521

 

73,075

 

73,734

 

Financing expenses

 

15

 

425

 

1,586

 

6,001

 

Total segment expenses

 

119,941

 

163,928

 

388,085

 

521,412

 

Gross segment profit

 

96,377

 

100,553

 

303,206

 

311,607

 

General and administrative expenses

 

48,737

 

38,733

 

125,608

 

115,152

 

Interest expense

 

28,896

 

32,170

 

88,767

 

101,343

 

Impairment and closure charges

 

420

 

193

 

1,264

 

26,947

 

Amortization of intangible assets

 

3,072

 

3,075

 

9,222

 

9,225

 

Loss (gain) on disposition of assets

 

(73,650

)

1,176

 

(89,642

)

(21,287

)

Loss on extinguishment of debt

 

2,306

 

 

4,917

 

7,885

 

Debt modification costs

 

 

(21

)

 

4,103

 

Income before income taxes

 

86,596

 

25,227

 

163,070

 

68,239

 

Provision for income taxes

 

(26,023

)

(8,702

)

(54,215

)

(21,667

)

Net income

 

$

60,573

 

$

16,525

 

$

108,855

 

$

46,572

 

 

 

 

 

 

 

 

 

 

 

Net income available to common stockholders:

 

 

 

 

 

 

 

 

 

Net income

 

$

60,573

 

$

16,525

 

$

108,855

 

$

46,572

 

Less: Accretion of Series B Convertible Preferred Stock

 

(688

)

(647

)

(2,033

)

(1,915

)

Less: Net income allocated to unvested participating restricted stock

 

(1,187

)

(359

)

(2,477

)

(1,212

)

Net income available to common stockholders

 

$

58,698

 

$

15,519

 

$

104,345

 

$

43,445

 

Net income available to common stockholders per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

3.26

 

$

0.86

 

$

5.84

 

$

2.43

 

Diluted

 

$

3.14

 

$

0.85

 

$

5.66

 

$

2.38

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

18,006

 

17,968

 

17,859

 

17,912

 

Diluted

 

18,924

 

18,243

 

18,801

 

18,268

 

 

6



 

DineEquity, Inc. and Subsidiaries

Consolidated Balance Sheets

(In thousands, except share and per share amounts)

 

 

 

September 30,

 

December 31,

 

 

 

2012

 

2011

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

71,838

 

$

60,691

 

Receivables, net

 

75,532

 

115,667

 

Prepaid income taxes

 

312

 

13,922

 

Prepaid gift cards

 

39,879

 

45,412

 

Deferred income taxes

 

23,659

 

20,579

 

Assets held for sale

 

16,372

 

9,363

 

Other current assets

 

15,311

 

11,313

 

Total current assets

 

242,903

 

276,947

 

Long-term receivables

 

214,772

 

226,526

 

Property and equipment, net

 

345,603

 

474,154

 

Goodwill

 

697,470

 

697,470

 

Other intangible assets, net

 

809,217

 

822,361

 

Other assets, net

 

111,792

 

116,836

 

Total assets

 

$

2,421,757

 

$

2,614,294

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current maturities of long-term debt

 

$

7,420

 

$

7,420

 

Accounts payable

 

31,959

 

29,013

 

Accrued employee compensation and benefits

 

19,701

 

26,191

 

Gift card liability

 

84,115

 

146,955

 

Accrued interest payable

 

31,452

 

12,537

 

Current maturities of capital lease and financing obligations

 

12,848

 

13,480

 

Other accrued expenses

 

25,398

 

22,048

 

Total current liabilities

 

212,893

 

257,644

 

Long-term debt, less current maturities

 

1,232,707

 

1,411,448

 

Financing obligations, less current maturities

 

93,774

 

162,658

 

Capital lease obligations, less current maturities

 

127,198

 

134,407

 

Deferred income taxes

 

366,529

 

383,810

 

Other liabilities

 

105,551

 

109,107

 

Total liabilities

 

2,138,652

 

2,459,074

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Series B Convertible Preferred Stock, at accreted value, shares:10,000,000 authorized; 35,000 issued; September 30, 2012 and December 31, 2011 - 34,900 outstanding

 

46,541

 

44,508

 

Common stock, $0.01 par value, shares: 40,000,000 authorized; September 30, 2012 - 24,694,241 issued, 18,418,903 outstanding; December 31, 2011 - 24,658,985 issued,18,060,206 outstanding

 

247

 

247

 

Additional paid-in-capital

 

214,440

 

205,663

 

Retained earnings

 

303,691

 

196,869

 

Accumulated other comprehensive loss

 

(150

)

(294

)

Treasury stock, at cost; shares: September 30, 2012 - 6,275,338; December 31, 2011 - 6,598,779

 

(281,664

)

(291,773

)

Total stockholders’ equity

 

283,105

 

155,220

 

Total liabilities and stockholders’ equity

 

$

2,421,757

 

$

2,614,294

 

 

7



 

DineEquity, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

Nine Months Ended

 

 

 

September 30,

 

 

 

2012

 

2011

 

 

 

(Unaudited)

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

108,855

 

$

46,572

 

Adjustments to reconcile net income to cash flows provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

30,756

 

38,599

 

Non-cash interest expense

 

4,547

 

4,582

 

Loss on extinguishment of debt

 

4,917

 

7,885

 

Impairment and closure charges

 

991

 

26,729

 

Deferred income taxes

 

(20,361

)

1,866

 

Non-cash stock-based compensation expense

 

8,799

 

6,913

 

Tax benefit from stock-based compensation

 

6,334

 

6,085

 

Excess tax benefit from stock options exercised

 

(4,757

)

(5,713

)

Gain on disposition of assets

 

(89,642

)

(21,287

)

Other

 

(1,768

)

(217

)

Changes in operating assets and liabilities:

 

 

 

 

 

Receivables

 

41,422

 

25,360

 

Prepaid expenses

 

7,414

 

1,247

 

Current income tax receivables and payables

 

12,512

 

21,519

 

Accounts payable

 

2,080

 

(3,992

)

Accrued employee compensation and benefits

 

(6,490

)

(9,099

)

Gift card liability

 

(62,841

)

(56,906

)

Other accrued expenses

 

25,298

 

4,928

 

Cash flows provided by operating activities

 

68,066

 

95,071

 

Cash flows from investing activities:

 

 

 

 

 

Additions to property and equipment

 

(13,477

)

(20,829

)

Proceeds from sale of property and equipment and assets held for sale

 

137,449

 

60,188

 

Principal receipts from notes, equipment contracts and other long-term receivables

 

10,276

 

9,922

 

Other

 

964

 

(558

)

Cash flows provided by investing activities

 

135,212

 

48,723

 

Cash flows from financing activities:

 

 

 

 

 

Borrowings under revolving credit facilities

 

50,000

 

25,000

 

Repayments under revolving credit facilities

 

(50,000

)

(25,000

)

Repayment of long-term debt (including premiums)

 

(184,237

)

(153,437

)

Principal payments on capital lease and financing obligations

 

(8,246

)

(10,296

)

Payment of debt modification and issuance costs

 

 

(12,307

)

Purchase of DineEquity common stock

 

 

(21,170

)

Repurchase of restricted stock

 

(1,690

)

(4,802

)

Proceeds from stock options exercised

 

5,443

 

6,326

 

Excess tax benefit from share-based compensation

 

4,757

 

5,713

 

Change in restricted cash

 

(8,158

)

(1,590

)

Other

 

 

(600

)

Cash flows used in financing activities

 

(192,131

)

(192,163

)

Net change in cash and cash equivalents

 

11,147

 

(48,369

)

Cash and cash equivalents at beginning of period

 

60,691

 

102,309

 

Cash and cash equivalents at end of period

 

$

71,838

 

$

53,940

 

 

8



 

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; a one-time litigation settlement;  general and administrative (“G&A”) restructuring costs, net of savings; gain/loss on disposition of assets; and the state income tax impact of deferred taxes due to refranchising, all items net of taxes (as appropriate), and related per share data:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Net income available to common stockholders, as reported

 

$

58,698

 

$

15,519

 

$

104,345

 

$

43,445

 

Impairment and closure charges

 

420

 

189

 

1,264

 

26,729

 

Loss on extinguishment of debt

 

2,306

 

 

4,917

 

7,885

 

Amortization of intangible assets

 

3,072

 

3,075

 

9,222

 

9,225

 

Noncash interest expense

 

1,502

 

1,594

 

4,547

 

4,582

 

Debt modification costs

 

 

(21

)

 

4,103

 

Litigation settlement

 

9,047

 

 

9,047

 

 

G&A restructuring costs, net of savings

 

1,269

 

 

1,269

 

 

(Gain)/loss on disposition of assets

 

(73,650

)

1,176

 

(89,642

)

(21,287

)

Income tax provision (benefit)

 

21,652

 

(2,393

)

22,943

 

(12,432

)

State income tax impact on deferred taxes due to refranchising

 

(6,258

)

 

(6,258

)

 

Net income allocated to unvested participating restricted stock

 

806

 

(82

)

990

 

(511

)

Net income available to common stockholders, as adjusted

 

$

18,864

 

$

19,057

 

$

62,644

 

$

61,739

 

 

 

 

 

 

 

 

 

 

 

Diluted net income available to common stockholders per share:

 

 

 

 

 

 

 

 

 

Net income available to common stockholders, as reported

 

$

3.14

 

$

0.85

 

$

5.66

 

$

2.38

 

Impairment and closure charges

 

0.01

 

0.01

 

0.04

 

0.85

 

Loss on extinguishment of debt

 

0.07

 

 

0.16

 

0.25

 

Amortization of intangible assets

 

0.10

 

0.10

 

0.30

 

0.29

 

Noncash interest expense

 

0.05

 

0.05

 

0.15

 

0.14

 

Repricing expenses

 

 

0.00

 

 

0.13

 

Litigation settlement

 

0.29

 

 

0.30

 

 

G&A restructuring costs, net of savings

 

0.04

 

 

0.04

 

 

(Gain)/loss on disposition of assets

 

(2.39

)

0.04

 

(2.93

)

(0.68

)

State income tax impact on deferred taxes due to refranchising

 

(0.33

)

 

(0.33

)

 

Net income allocated to unvested participating restricted stock

 

0.04

 

0.00

 

0.05

 

(0.03

)

Change due increase in net income

 

0.01

 

(0.01

)

0.00

 

0.04

 

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

 

$

1.03

 

$

1.04

 

$

3.44

 

$

3.37

 

 

 

 

 

 

 

 

 

 

 

Numerator for basic EPS-income available to common stockholders, as adjusted

 

$

18,864

 

$

19,057

 

$

62,644

 

$

61,739

 

Effect of unvested participating restricted stock using the two-class method

 

18

 

21

 

73

 

87

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

Convertible Series B preferred stock

 

688

 

647

 

2,033

 

1,915

 

Numerator for diluted EPS-income available to common stockholders after assumed conversions, as adjusted

 

$

19,570

 

$

19,725

 

$

64,750

 

$

63,741

 

 

 

 

 

 

 

 

 

 

 

Denominator for basic EPS-weighted-average shares

 

18,006

 

17,968

 

17,859

 

17,912

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

Stock options

 

246

 

275

 

270

 

356

 

Convertible Series B preferred stock

 

672

 

634

 

672

 

634

 

Denominator for diluted EPS-weighted-average shares and assumed conversions

 

18,924

 

18,877

 

18,801

 

18,902

 

 

9



 

DineEquity, Inc. and Subsidiaries

Non-GAAP Financial Measures

(In thousands)

(Unaudited)

 

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

 

 

 

Nine Months
Ended

 

Twelve
Months Ended

 

 

 

September 30, 2012

 

U.S. GAAP income before income taxes

 

$

163,070

 

$

199,829

 

Interest charges

 

101,974

 

137,849

 

Loss on extinguishment of debt

 

4,917

 

8,191

 

Depreciation and amortization

 

30,756

 

42,377

 

Non-cash stock-based compensation

 

8,799

 

11,379

 

Impairment and closure charges

 

1,264

 

4,182

 

Other

 

5,158

 

5,394

 

Gain on sale of assets

 

(89,642

)

(111,609

)

EBITDA

 

$

226,296

 

$

297,592

 

 

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

 

 

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

Cash flows provided by operating activities

 

$

68,066

 

$

95,071

 

Principal receipts from notes, equipment contracts and other long-term receivables

 

10,276

 

9,922

 

Additions to property and equipment

 

(13,477

)

(20,829

)

Free cash flow

 

$

64,865

 

$

84,164

 

 

10



 

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 September 30, 2012

 

 

 

Franchise -
Applebee’s

 

Franchise -
IHOP

 

Company
Restaurants

 

Rental
Operations

 

Financing
Operations

 

Total

 

Revenue

 

$

43,771

 

$

58,903

 

$

79,572

 

$

30,920

 

$

3,152

 

$

216,318

 

Expense

 

1,129

 

26,019

 

68,541

 

24,237

 

15

 

119,941

 

Gross segment profit

 

42,642

 

32,884

 

11,031

 

6,683

 

3,137

 

96,377

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation/amortization

 

2,478

 

 

1,645

 

3,362

 

 

7,485

 

Interest charges

 

 

 

93

 

4,189

 

 

4,282

 

Segment EBITDA

 

$

45,120

 

$

32,884

 

$

12,769

 

$

14,234

 

$

3,137

 

$

108,144

 

 

 

 

Three Months Ended September 30, 2011

 

 

 

Franchise -
Applebee’s

 

Franchise -
IHOP

 

Company
Restaurants

 

Rental
Operations

 

Financing
Operations

 

Total

 

Revenue

 

$

40,128

 

$

57,551

 

$

131,618

 

$

31,163

 

$

4,021

 

$

264,481

 

Expense

 

603

 

24,403

 

113,976

 

24,521

 

425

 

163,928

 

Gross segment profit

 

39,525

 

33,148

 

17,642

 

6,642

 

3,596

 

100,553

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation/amortization

 

2,324

 

 

3,983

 

3,491

 

 

9,798

 

Interest charges

 

 

 

118

 

4,432

 

 

4,550

 

Segment EBITDA

 

$

41,849

 

$

33,148

 

$

21,743

 

$

14,565

 

$

3,596

 

$

114,901

 

 

 

 

Nine Months Ended September 30, 2012

 

 

 

Franchise -
Applebee’s

 

Franchise -
IHOP

 

Company
Restaurants

 

Rental
Operations

 

Financing
Operations

 

Total

 

Revenue

 

$

137,540

 

$

176,002

 

$

274,259

 

$

92,096

 

$

11,394

 

$

691,291

 

Expense

 

3,075

 

78,051

 

232,298

 

73,075

 

1,586

 

388,085

 

Gross segment profit

 

134,465

 

97,951

 

41,961

 

19,021

 

9,808

 

303,206

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation/amortization

 

7,416

 

 

6,354

 

10,271

 

 

24,041

 

Interest charges

 

 

 

285

 

12,835

 

 

13,120

 

Segment EBITDA

 

$

141,881

 

$

97,951

 

$

48,600

 

$

42,127

 

$

9,808

 

$

340,367

 

 

 

 

Nine Months Ended September 30, 2011

 

 

 

Franchise -
Applebee’s

 

Franchise -
IHOP

 

Company
Restaurants

 

Rental
Operations

 

Financing
Operations

 

Total

 

Revenue

 

$

128,289

 

$

172,493

 

$

420,955

 

$

95,003

 

$

16,279

 

$

833,019

 

Expense

 

2,199

 

76,457

 

363,021

 

73,734

 

6,001

 

521,412

 

Gross segment profit

 

126,090

 

96,036

 

57,934

 

21,269

 

10,278

 

311,607

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation/amortization

 

7,401

 

 

13,471

 

10,547

 

 

31,419

 

Interest charges

 

 

 

395

 

13,598

 

 

13,993

 

Segment EBITDA

 

$

133,491

 

$

96,036

 

$

71,800

 

$

45,414

 

$

10,278

 

$

357,019

 

 

11



 

Restaurant Data

 

The following table sets forth, for the three and nine months ended September 30, 2012 and 2011, 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 Applebee’s 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

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(unaudited)

 

Applebee’s Restaurant Data

 

 

 

 

 

 

 

 

 

Effective restaurants(a)

 

 

 

 

 

 

 

 

 

Franchise

 

1,871

 

1,766

 

1,861

 

1,757

 

Company

 

144

 

243

 

156

 

253

 

Total

 

2,015

 

2,009

 

2,017

 

2,010

 

System-wide(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

2.4

%

(0.1

)%

1.7

%

2.6

%

Domestic same-restaurant sales percentage change(d)

 

2.0

%

(0.3

)%

1.3

%

2.3

%

Franchise(b)(f)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

8.4

%

(1.3

)%

7.0

%

1.8

%

Domestic same-restaurant sales percentage change(d)

 

2.2

%

(0.4

)%

1.2

%

2.5

%

Average weekly domestic unit sales (in thousands)

 

$

45.1

 

$

44.2

 

$

47.4

 

$

47.0

 

Company (f)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

(42.2

)%

1.4

%

(36.7

)%

1.0

%

Same-restaurant sales percentage change(d)

 

0.5

%

0.1

%

2.7

%

0.5

%

Average weekly domestic unit sales (in thousands)

 

$

39.3

 

$

40.2

 

$

42.5

 

$

41.3

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(unaudited)

 

IHOP Restaurant Data

 

 

 

 

 

 

 

 

 

Effective restaurants(a)

 

 

 

 

 

 

 

 

 

Franchise

 

1,377

 

1,347

 

1,375

 

1,339

 

Area license

 

165

 

163

 

165

 

163

 

Company

 

17

 

10

 

15

 

10

 

Total

 

1,559

 

1,520

 

1,555

 

1,512

 

System-wide(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

0.9

%

2.6

%

1.9

%

1.7

%

Domestic same-restaurant sales percentage change(d)

 

(2.0

)%

(1.5

)%

(1.3

)%

(2.4

)%

Franchise(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

0.4

%

2.5

%

1.6

%

1.6

%

Domestic same-restaurant sales percentage change(d)

 

(2.0

)%

(1.5

)%

(1.2

)%

(2.4

)%

Average weekly domestic unit sales (in thousands)

 

$

33.8

 

$

34.4

 

$

34.2

 

$

34.6

 

 

 

 

 

 

 

 

 

 

 

Company (e)

 

n/m

 

n/m

 

n/m

 

n/m

 

 

 

 

 

 

 

 

 

 

 

Area License(b)

 

 

 

 

 

 

 

 

 

Sales percentage change(c)

 

4.0

%

4.4

%

3.5

%

2.5

%

 

12



 

(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 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 Applebee’s 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. Applebee’s domestic franchise restaurant sales, IHOP franchise restaurant sales and IHOP area license restaurant sales for the three and nine months ended September 30, 2012 and 2011 were as follows:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(In millions)

 

Reported sales (unaudited)

 

 

 

 

 

 

 

 

 

Applebee’s franchise restaurant sales

 

$

1,011.4

 

$

932.6

 

$

3,165.4

 

$

2,957.2

 

IHOP franchise restaurant sales

 

$

604.8

 

$

602.7

 

$

1,834.6

 

$

1,805.5

 

IHOP area license restaurant sales

 

$

57.3

 

$

55.1

 

$

178.1

 

$

172.0

 

 

(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)          Sales percentage changes and domestic same-restaurant sales percentage change for IHOP company-operated restaurants are not meaningful (“n/m”) because there are few such restaurants, consisting of a relatively small number  of restaurants in a single test market, along with a variable, small number of restaurants that are reacquired from franchisees from time-to-time and temporarily operated by the Company.

 

(f)            The sales percentage change for the three and nine months ended September 30, 2012 and 2011 for Applebee’s franchise and company-operated restaurants was impacted by the refranchising of 115 company-operated restaurants in 2012 and 132 company-operated restaurants during 2011.

 

13



 

DineEquity, Inc. and Subsidiaries

Restaurant Data

 

The following table summarizes our restaurant development activity:

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(unaudited)

 

Applebee’s Restaurant Development Activity

 

 

 

 

 

 

 

 

 

Beginning of period

 

2,018

 

2,012

 

2,019

 

2,010

 

New openings:

 

 

 

 

 

 

 

 

 

Franchise

 

5

 

4

 

14

 

12

 

Total new openings

 

5

 

4

 

14

 

12

 

Closings:

 

 

 

 

 

 

 

 

 

Franchise

 

(7

)

(6

)

(17

)

(12

)

Total closings

 

(7

)

(6

)

(17

)

(12

)

End of period

 

2,016

 

2,010

 

2,016

 

2,010

 

Summary - end of period:

 

 

 

 

 

 

 

 

 

Franchise

 

1,954

 

1,767

 

1,954

 

1,767

 

Company

 

62

 

243

 

62

 

243

 

Total

 

2,016

 

2,010

 

2,016

 

2,010

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(unaudited)

 

IHOP Restaurant Development Activity

 

 

 

 

 

 

 

 

 

Beginning of period

 

1,557

 

1,522

 

1,550

 

1,504

 

New openings:

 

 

 

 

 

 

 

 

 

Franchise

 

12

 

13

 

27

 

36

 

Area license

 

 

1

 

1

 

3

 

Total new openings

 

12

 

14

 

28

 

39

 

Closings:

 

 

 

 

 

 

 

 

 

Franchise

 

(4

)

(4

)

(11

)

(7

)

Area license

 

 

 

(2

)

(4

)

Total closings

 

(4

)

(4

)

(13

)

(11

)

End of period

 

1,565

 

1,532

 

1,565

 

1,532

 

Summary-end of period:

 

 

 

 

 

 

 

 

 

Franchise

 

1,383

 

1,356

 

1,383

 

1,356

 

Area license

 

165

 

163

 

165

 

163

 

Company

 

17

 

13

 

17

 

13

 

Total

 

1,565

 

1,532

 

1,565

 

1,532

 

 

14