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): October 30, 2007
IHOP CORP.
(Exact name of registrant as specified in its charter)
Delaware |
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001-15283 |
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95-3038279 |
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(State or other jurisdiction of |
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(Commision |
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(I.R.S. Employer |
incorporation or organization) |
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File Number) |
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Identification No.) |
450 North Brand, Glendale, California |
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91203 |
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(Address of principal executive offices) |
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(Zip Code) |
(818) 240-6055
Registrants telephone number, including area code
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. OTHER EVENTS.
On October 30, 2007, IHOP Corp. issued a press release entitled Applebees Stockholders Approve Acquisition by IHOP Corp. A copy of the press release is attached as Exhibit 99.1, and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
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Description |
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99.1 |
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Press release of Registrant, dated October 30, 2007. |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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IHOP CORP. |
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Date: October 30, 2007 |
By: |
/s/ THOMAS CONFORTI |
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Thomas Conforti |
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Chief Financial Officer(Principal Financial Officer) |
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EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K
Exhibit |
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Description |
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99.1 |
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Press release of Registrant, dated October 30, 2007. |
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Exhibit 99.1
RESTAURANT SUPPORT CENTER
FOR IMMEDIATE RELEASE
Media Paul Kranhold/Lucy Neugart Sard Verbinnen 415-618-8750 |
Investors Stacy Roughan Director, Investor Relations IHOP Corp. 818-637-3632 |
APPLEBEES STOCKHOLDERS
APPROVE ACQUISITION BY IHOP CORP.
Combination Will Bring Together Two Leading Restaurant Brands and
Create Significant Opportunities to Generate Stockholder Value
Glendale, Calif., October 30, 2007 IHOP Corp. (NYSE: IHP) confirmed today that the stockholders of Applebees International, Inc. (NASDAQ: APPB) have voted to approve the merger agreement between IHOP Corp. (IHOP) and Applebees International, Inc. (Applebees) at a special meeting of stockholders held today. Under the terms of the agreement, IHOP will acquire Applebees for $25.50 per share in cash, representing a total transaction value of approximately $2.1 billion.
Shares voted in favor of the adoption of the merger agreement represented more than 70 percent of the total issued and outstanding common shares.
This is an exciting day for our Company and we are pleased that Applebees stockholders recognize the value of this transaction, said Julia Stewart, IHOP Chairman and Chief Executive Officer, who will lead the management team of the combined companies. After a successful closing, we look forward to applying the focus and discipline that we have employed at IHOP to successfully restructure and re-energize the Applebees brand. By working in collaboration with the Applebees associates and franchisees, we believe that the brand can again achieve the success it enjoyed in the past.
The transaction is expected to close by November 29, 2007, subject to satisfaction or waiver of additional customary closing conditions set forth in the merger agreement. Following the closing, Applebees will operate as a wholly-owned subsidiary of IHOP Corp.
About IHOP Corp.
The IHOP family restaurant chain has been serving a wide variety of breakfast, lunch and dinner selections for nearly 50 years. Offering 14 types of pancakes as well as omelettes, breakfast specialties, burgers, sandwiches, salads, chicken and steaks, IHOPs diverse menu appeals to people of all ages. IHOP restaurants are franchised and operated by Glendale, California-based IHOP Corp. As of September 30, 2007, the end of IHOPs third quarter, there were 1,328 IHOP restaurants in 49 states, Canada, Mexico and the U.S. Virgin Islands. IHOP Corp. common stock is listed and traded on the NYSE under the symbol IHP. For more information, call the Companys headquarters at (818) 240-6055 or visit the Companys Web site located at www.ihop.com.
450 N. Brand Boulevard 7th Floor Glendale, CA 91203-2306 Phone: (818) 637-3632 Fax: (818) 637-3120
About Applebees
Applebees International, Inc., headquartered in Overland Park, Kan., develops, franchises and operates restaurants under the Applebees Neighborhood Grill & Bar brand, the largest casual dining concept in the world. As of October 28, 2007, there were 1,955 Applebees restaurants operating system-wide in 49 states, 17 international countries, and one U.S. territory, of which 510 were company-owned. Additional information on Applebees International can be found at the companys website (www.applebees.com).
Forward-Looking Statements
There are forward-looking statements contained in this news release. They use such words as may, will, expect, believe, plan, or other similar terminology, and include statements regarding the timing and certainty of closing IHOPs pending acquisition of Applebees, strategic and financial benefits of the acquisition, expectations regarding accretion, integration and cost savings, and other financial guidance. These statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results to be materially different than those expressed or implied in such statements. These factors include, but are not limited to: the implementation of IHOPs strategic growth plan; the availability of suitable locations and terms for the sites designated for development; the ability of franchise developers to fulfill their commitments to build new restaurants in the numbers and time frames covered by their development agreements; legislation and government regulation including the ability to obtain satisfactory regulatory approvals; uncertainty as to whether the acquisition will be completed; the failure of either party to meet the closing conditions set forth in the merger agreement; IHOPs failure to obtain financing for the acquisition on satisfactory terms or at all; risks associated with successfully integrating IHOP and Applebees; risks associated with executing IHOPs strategic plan for Applebees; risks associated with IHOPs incurrence of significant indebtedness to finance the acquisition; the failure to realize the synergies and other perceived advantages resulting from the acquisition; costs and potential litigation associated with the acquisition; the ability to retain key personnel both before and after the acquisition; conditions beyond IHOPs control such as weather, natural disasters, disease outbreaks, epidemics or pandemics impacting IHOPs customers or food supplies or acts of war or terrorism; availability and cost of materials and labor; cost and availability of capital; competition; continuing acceptance of the IHOP, International House of Pancakes and Applebees brands and concepts by guests and franchisees; IHOPs and Applebees overall marketing, operational and financial performance; economic and political conditions; adoption of new, or changes in, accounting policies and practices; and other factors discussed from time to time in IHOPs and Applebees news releases, public statements and/or filings with the Securities and Exchange Commission, especially the Risk Factors sections of IHOPs and Applebees Annual and Quarterly Reports on Forms 10-K and 10-Q. Forward-looking information is provided by IHOP Corp. pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these factors. In addition, IHOP disclaims any intent or obligation to update these forward-looking statements.
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