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): December 13, 2018
Dine Brands Global, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-15283 | 95-3038279 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
| 450 North Brand Boulevard, Glendale, California |
91203-2306 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(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):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On December 13, 2018, Dine Brands Global, Inc., a Delaware corporation (the “Corporation”), issued a press release announcing that it closed a transaction to acquire 69 Applebee’s restaurants in North Carolina and South Carolina on December 12, 2018. Additionally, the Corporation announced that it has reached a settlement with RMH Franchise Holdings Inc. and its affiliates (“RMH”), an Applebee’s franchisee, which was approved by the United States Bankruptcy Court for the District of Delaware on December 11, 2018. The terms of the settlement, among other things, require RMH to pay Applebee’s $12,465,826 representing past due royalty and advertising fees. A copy of the press release is attached hereto as Exhibit 99.1, and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number |
Description | |||
| 99.1 | Press Release issued by the Corporation on December 13, 2018 | |||
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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.
| Date: December 13, 2018 | DINE BRANDS GLOBAL, INC. | |||||
| By: |
/s/ Bryan R. Adel | |||||
| Bryan R. Adel | ||||||
| Senior Vice President, Legal, General Counsel and Secretary | ||||||
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Exhibit 99.1
APPLEBEE’S NEIGHBORHOOD GRILL & BAR PURCHASES
69 RESTAURANTS IN FRANCHISE TRANSACTION
Company announces successful transaction of 69 restaurants in North and South Carolina;
Comes to resolution with RMH franchise group following court decision
GLENDALE, Calif., December 13, 2018 – Today, Applebee’s Grill and Bar announced the closing of the transaction purchasing 69 restaurants in North and South Carolina. The restaurants will be operated under industry veteran and Applebee’s chief operating officer, Kevin Carroll.
“Through the third quarter of 2018, Applebee’s business performance has been the best it’s been in more than a decade as we continue to lead the casual dining category,” says John Cywinski, Applebee’s brand president. “I’m pleased with this transaction and confident in our plans to evolve and selectively refine our restaurant portfolio. We are consistently reviewing our portfolio and making strategic decisions to better position our brand for the future.”
Applebee’s same-restaurant sales increased 7.7 percent in the third quarter, a majority of which was driven by traffic, resulting in a third quarter year-to-date comp sales increase of 5.5 percent.
The transaction closed on December 12, 2018. The Corporation intends to own and operate these restaurants for the foreseeable future; however, we will assess and monitor opportunities to refranchise these restaurants under favorable circumstances.
Applebee’s is also pleased to announce that Dine Brands Global, Inc. has reached a settlement with RMH Franchise Holdings Inc. and its affiliates (“RMH”), an Applebee’s franchisee. As previously disclosed in the Corporation’s periodic filings, RMH filed for Chapter 11 bankruptcy in May 2018. The terms of the settlement, among other things, require RMH to pay Applebee’s all past due royalty and advertising fees. The Corporation will also receive in part, reimbursement of termination fees related to restaurant closures. Additionally, as a result of the settlement, all outstanding litigation between the parties will be dismissed.
“We’re pleased to have come to a resolution with RMH and its owners,” Cywinski said.
“We remain confident and look forward to 2019.”
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About Applebee’s®
Applebee’s Neighborhood Grill + Bar offers a lively casual dining experience combining simple, craveable American fare, classic drinks and local drafts. All Applebee’s restaurants are owned and operated by entrepreneurs dedicated to serving their local communities, and offering quality food and drinks with genuine, neighborly service. Applebee’s is one of the world’s largest casual dining brands; as of June 2018, there were more than 1,700 Applebee’s franchise restaurants in all 50 states, Puerto Rico, Guam and 13 other countries. Applebee’s is franchised by subsidiaries of Dine Brands Global Inc. [NYSE: DIN], which is one of the world’s largest full-service restaurant companies.
Follow us:
Instagram: @applebees
Twitter: @applebees
Facebook: www.facebook.com/applebees
Media Contacts:
Current Marketing for Applebee’s
Mackenzie Woods / 312.929.0518
MWoods@talktocurrent.com
Applebee’s Grill & Bar
Susan Nelson / 818.637.3197
Susan.Nelson@applebees.com
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