Denny's (DENN) 8-K Denny's Corporation Reports Results for Third Quarter 2012

DENNY'S CORPORATION REPORTS RESULTS FOR THIRD QUARTER 2012

- Adjusted Income Before Taxes* Grows 9% -

- Achieves Sixth Consecutive Quarter of Positive System-wide Same-Store Sales -

SPARTANBURG, S.C., October 30, 2012 - Denny's Corporation (NASDAQ: DENN), franchisor and operator of one of America's largest full-service restaurant chains, today reported results for its third quarter ended September 26, 2012.

Third Quarter Summary

• System-wide same-store sales grew 0.4%, which marks the sixth consecutive quarter that system-wide same-store sales have been positive.

• Opened 12 franchised units, including the first international university unit located in Canada at the Southern Alberta Institute of Technology.

• Signed first international development agreement in South America for 10 units in Chile.

• Franchise operating margin increased $1.0 million to $22.3 million while franchise operating margin (as a percentage of franchise and license revenue) was 64.9%.

• Company restaurant operating margin increased 0.6 percentage points to 14.7% compared with the prior year, and was impacted by $1.3 million for unfavorable workers' compensation claims development.

• Adjusted Income Before Taxes* grew 9.3% to $13.1 million compared with the prior year.

• Net income of $5.4 million, or $0.06 per diluted share, was impacted by $2.5 million in impairment expense and $1.3 million for unfavorable workers' compensation claims development.

• Generated $12.9 million of Free Cash Flow* in the quarter which was used to reduce outstanding term loan debt by $7.0 million and repurchase 1.0 million shares.

John Miller, President and Chief Executive Officer, stated, “We are pleased that we achieved our sixth consecutive quarter of positive system-wide same-store sales despite the ongoing challenging consumer economic environment. We continue to grow and revitalize the brand and are making progress in our efforts to differentiate Denny's in the market place. As Denny's approaches its 60th anniversary and 1,700th location, we believe that Denny's will grow its position as one of the largest American full-service brands in the world. Our recent partnership to open units in South America is another step toward that goal. By executing on our strategies to further reinforce our position as America's Diner, we will build on our efforts to grow the brand and increase shareholder value.”

Third Quarter Results

For the third quarter of 2012, franchise and license revenue increased 7.3% to $34.4 million compared with $32.0 million in the prior year quarter. The $2.3 million increase in franchise revenue was primarily driven by a $1.2 million increase in occupancy revenue and $0.9 million increase in royalties due to 60 additional equivalent franchise restaurants. Company restaurant sales of $86.6 million decreased $18.1 million due to 49 fewer equivalent company restaurants compared with the prior year quarter. This decrease reflects the continuing impact of selling company-owned units to franchisees as part of our FGI refranchising strategy that will be completed at the end of 2012. Denny's total operating revenue, including both company restaurant sales and franchise revenue, was $120.9 million compared with $136.7 million in the prior year quarter.

Denny's opened 12 new franchised units in the third quarter of this year, including the first international university unit located in Calgary, Canada, at the Southern Alberta Institute of Technology. During the quarter, Denny's closed nine franchised and company restaurants and franchisees purchased five company-owned restaurants.

Franchise operating margin increased $1.0 million to $22.3 million primarily due to the increases in occupancy margin and franchise royalties. Franchise operating margin (as a percentage of franchise and license revenue) was 64.9%, a decrease of 1.5 percentage points compared with the prior year quarter, primarily due to an increase in direct franchise costs.

Company restaurant operating margin decreased $2.0 million primarily due to a $1.3 million unfavorable workers' compensation claims development and the impact of selling company-owned units to franchisees. Company restaurant operating margin (as a percentage of company restaurant sales) was 14.7%, an increase of 0.6 percentage points compared with the prior year quarter. The current year quarter included a 1.5 percentage point unfavorable impact from worker's compensation claims development.

Total general and administrative expenses increased $1.4 million compared with the prior year quarter primarily due to higher performance-based compensation accruals.

Depreciation and amortization expense decreased by $1.7 million compared with the prior year quarter, primarily as a result of the sale of restaurants over the past two years. Net operating gains, losses and other charges, which include restructuring charges, exit costs, impairment charges and gains or losses on the sale of assets, decreased $1.6 million in the quarter. The decrease was primarily the result of lower gains on the sale of company-owned units to franchisees and higher restructuring costs.

Interest expense decreased $1.7 million to $3.1 million as a result of a $37.4 million reduction in total gross debt over the last 12 months and lower interest rates under the refinanced credit facility.

Adjusted Income Before Taxes*, Denny's target metric for earnings, increased 9.3% to $13.1 million compared with the prior year quarter Adjusted Income Before Taxes* of $12.0 million.

In the third quarter, the provision for income taxes increased $2.8 million, primarily due to a higher effective tax rate of 37.4% compared to 4.8% effective tax rate in the prior year quarter. The change in the effective tax rate compared to the prior year resulted from the release of a substantial portion of the valuation allowance on certain deferred tax assets based on our improved historical and projected pre-tax income. Due to the use of net operating loss and tax credit carryforwards, the Company only paid $0.5 million in cash taxes in the third quarter.

Denny's net income was $5.4 million for the third quarter 2012, or $0.06 per diluted share, compared with prior year period net income of $8.0 million, or $0.08 per diluted share. Net income was impacted by $2.5 million in impairment expense and $1.3 million for unfavorable workers' compensation claims development.

In the first three quarters of 2012, Denny's has generated $41.5 million of Free Cash Flow* which the Company has used to reduce its outstanding term loan by $22.0 million and repurchase 2.4 million shares. As of October 26, 2012, the Company has repurchased approximately 10 million shares since initiating a share repurchase strategy and now has 5 million shares remaining in its current authorized share repurchase initiative.

Business Outlook

Mark Wolfinger, Executive Vice President, Chief Administrative Officer and Chief Financial Officer, stated, “The continuous improvements we are making to our franchised-focused business model are reflected in our results where we have been able to generate new unit growth, positive same-store sales, and growing profitability. Our franchise-focused business model provides financial stability and flexibility enabling us to navigate the challenging environment while continuing to return value to shareholders through debt repayment and share repurchases.”

Based on year-to-date results and management's expectations at this time, Denny's is updating its full-year 2012 financial guidance to reflect the third quarter results and current thinking for the fourth quarter. The Company anticipates that the system will achieve its second consecutive year of positive same-store sales. Despite the challenging consumer economic environment, the company expects Adjusted Income Before Taxes* to grow more than 20% this year while generating around $50 million of Free Cash Flow*.

Component	Full Year 2012 Guidance
	Previous**	Current
Franchise Same-Store Sales	1.0% to 3.0%	1.0% to 1.5%
Company Same-Store Sales	0.0% to 2.0%	0.0% to 0.5%
New System Units	45 - 50 (includes 1 company-owned unit)	46 - 48 (includes 1 company-owned unit)
Adjusted EBITDA*	$80M to $84M	$77M to $80M
Adjusted Income Before Taxes*	$45M to $49M	$45M to $48M
Interest Expense, net	$12.5M to $13.5M (includes $10.5M to $11.5M of net cash interest expense)	No Change
Cash Capital Expenditure	$15M to $16M	No Change
Cash Taxes	$3M to $4M	$2M to $2.5M
Free Cash Flow*	$51M to $55M	$49M to $52M

* Please refer to the historical reconciliation of net income to Adjusted Income Before Taxes, Adjusted EBITDA, and Free Cash Flow included in the tables below.

** As announced in First Quarter 2012 Earnings Release on April 30, 2012 and reiterated in Second Quarter 2012 Earnings Release on July 31, 2012.

Further Information

Denny's will provide further commentary on the results for the third quarter of 2012 on its quarterly investor conference call today, Tuesday, October 30, 2012 at 5:00 p.m. ET.  Interested parties are invited to listen to a live broadcast of the conference call accessible through the investor relations section of Denny's website at ir.dennys.com.  A replay of the call may be accessed at the same location later in the day and will remain available for 30 days.

Denny's is the franchisor and operator of one of America's largest full-service restaurant chains, based on number of units. As of September 26, 2012, Denny's had 1,687 franchised, licensed, and company-owned restaurants across the United States, Canada, Costa Rica, Mexico, Honduras, Guam, Curaçao, Puerto Rico, Dominican Republic and New Zealand. For further information on Denny's, including news releases, links to SEC filings and other financial information, please visit the Denny's investor relations website.

The Company urges caution in considering its current trends and any outlook on earnings disclosed in this press release.  In addition, certain matters discussed in this release may constitute forward-looking statements.  These forward-looking statements, which reflect our best judgment based on factors currently known, are intended to speak only as of the date such statements are made and involve risks, uncertainties, and other factors that may cause the actual performance of Denny's Corporation, its subsidiaries and underlying restaurants to be materially different from the performance indicated or implied by such statements.  Words such as “expects”, “anticipates”, “believes”, “intends”, “plans”, “hopes”, and variations of such words and similar expressions are intended to identify such forward-looking statements.  Except as may be required by law, the Company expressly disclaims any obligation to update these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.  Factors that could cause actual performance to differ materially from the performance indicated by these forward-looking statements include, among others:  the competitive pressures from within the restaurant industry; the level of success of the Company's strategic and operating initiatives, advertising and promotional efforts; adverse publicity; changes in business strategy or development plans; terms and availability of capital; regional weather conditions; overall changes in the general economy, particularly at the retail level; political environment (including acts of war and terrorism); and other factors from time to time set forth in the Company's SEC reports and other filings, including but not limited to the discussion in Management's Discussion and Analysis and the risks identified in Item 1A. Risk Factors contained in the Company's Annual Report on Form 10-K for the year ended December 28, 2011 (and in the Company's subsequent quarterly reports on Form 10-Q).  

Investor Contact: Whit Kincaid

877-784-7167

Media Contact: Liz Brady, ICR

646-277-1226

DENNY’S CORPORATION
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
			Quarter Ended
(In thousands, except per share amounts)			9/26/2012		9/28/2011
Revenue:
	Company restaurant sales		$	86,575	$	104,659
	Franchise and license revenue		34,370		32,023
		Total operating revenue	120,945		136,682
Costs of company restaurant sales			73,808		89,887
Costs of franchise and license revenue			12,078		10,747
General and administrative expenses			14,702		13,335
Depreciation and amortization			5,287		6,955
Operating (gains), losses and other charges, net			3,380		1,791
		Total operating costs and expenses	109,255		122,715
Operating income			11,690		13,967
Other expenses:
	Interest expense, net		3,088		4,796
	Other nonoperating expense, net		38		780
		Total other expenses, net	3,126		5,576
Net income before income taxes			8,564		8,391
Provision for income taxes			3,201		406
Net income			$	5,363	$	7,985
Net income per share:
	Basic		$	0.06	$	0.08
	Diluted		$	0.06	$	0.08
Weighted average shares outstanding:
	Basic		94,705		96,997
	Diluted		96,745		98,746
Comprehensive income			$	5,631	$	7,985

DENNY’S CORPORATION
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
			Three Quarters Ended
(In thousands, except per share amounts)			9/26/2012			9/28/2011
Revenue:
	Company restaurant sales		$	271,977		$	313,235
	Franchise and license revenue		100,437			95,105
		Total operating revenue	372,414			408,340
Costs of company restaurant sales			231,506			271,989
Costs of franchise and license revenue			34,776			33,397
General and administrative expenses			45,150			41,566
Depreciation and amortization			17,174			21,377
Operating (gains), losses and other charges, net			(794		)	843
		Total operating costs and expenses	327,812			369,172
Operating income			44,602			39,168
Other expenses:
	Interest expense, net		10,537			15,390
	Other nonoperating expense, net		7,941			2,526
		Total other expenses, net	18,478			17,916
Net income before income taxes			26,124			21,252
Provision for income taxes			10,295			1,013
Net income			$	15,829		$	20,239
Net income per share:
	Basic		$	0.17		$	0.21
	Diluted		$	0.16		$	0.20
Weighted average shares outstanding:
	Basic		95,472			98,132
	Diluted		97,196			100,203
Comprehensive income			$	16,633		$	20,239

DENNY’S CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)				9/26/2012			12/28/2011
Assets
	Current assets
		Cash and cash equivalents		$	24,148		$	13,740
		Receivables, net		13,614			14,971
		Assets held for sale		1,582			2,351
		Current deferred tax asset		18,706			15,519
		Other		10,183			14,712
				68,233			61,293
	Property, net			103,235			112,772
	Goodwill			30,402			30,764
	Intangible assets, net			49,208			50,921
	Noncurrent deferred tax asset			47,943			60,636
	Other assets			26,833			34,115
			Total assets	$	325,854		$	350,501
Liabilities
	Current liabilities
		Current maturities of long-term debt		$	9,781		$	2,591
		Current maturities of capital lease obligations		4,264			4,380
		Accounts payable		17,604			25,935
		Other current liabilities		53,673			54,289
				85,322			87,195
	Long-term liabilities
		Long-term debt, less current maturities		166,250			193,257
		Capital lease obligations, less current maturities		16,239			18,077
		Other		57,480			61,648
				239,969			272,982
			Total liabilities	325,291			360,177
Shareholders' equity
		Common stock		1,037			1,027
		Paid-in capital		561,665			557,396
		Deficit		(501,998		)	(517,827		)
		Accumulated other comprehensive loss, net of tax		(24,009		)	(24,813		)
		Treasury stock		(36,132		)	(25,459		)
			Total shareholders' equity	563			(9,676		)
			Total liabilities and shareholders' equity	$	325,854		$	350,501
Debt Balances
(In thousands)				9/26/2012			12/28/2011
Credit facility term loan due 2017, net of discount of $0 and $2,251, respectively				$	176,000		$	195,749
Capital leases and other debt				20,534			22,556
	Total debt			$	196,534		$	218,305

DENNY’S CORPORATION
Income, EBITDA, Free Cash Flow and G&A Reconciliations
(Unaudited)
Income and EBITDA Reconciliation		Quarter Ended						Three Quarters Ended
(In thousands)		9/26/2012			9/28/2011			9/26/2012			9/28/2011
Net income		$	5,363		$	7,985		$	15,829		$	20,239
Provision for (benefit from) income taxes		3,201			406			10,295			1,013
Operating (gains), losses and other charges, net		3,380			1,791			(794		)	843
Other nonoperating expense, net		38			780			7,941			2,526
Share-based compensation		1,128			1,031			2,794			3,180
Adjusted Income Before Taxes (1)		$	13,110		$	11,993		$	36,065		$	27,801
Interest expense, net		3,088			4,796			10,537			15,390
Depreciation and amortization		5,287			6,955			17,174			21,377
Cash payments for restructuring charges and exit costs		(1,521		)	(633		)	(2,845		)	(2,086		)
Cash payments for share-based compensation		(294		)	(495		)	(649		)	(594		)
Adjusted EBITDA (1)		$	19,670		$	22,616		$	60,282		$	61,888
Cash interest expense, net		(2,719		)	(4,027		)	(9,048		)	(13,112		)
Cash paid for income taxes, net		(500		)	(251		)	(1,865		)	(988		)
Cash paid for capital expenditures		(3,567		)	(4,073		)	(7,846		)	(12,927		)
Free Cash Flow (1)		$	12,884		$	14,265		$	41,523		$	34,861
General and Administrative Expenses Reconciliation		Quarter Ended						Three Quarters Ended
(In thousands)		9/26/2012			9/28/2011			9/26/2012			9/28/2011
	Share-based compensation	$	1,128		$	1,031		$	2,794		$	3,180
	Other general and administrative expenses	13,574			12,304			42,356			38,386
	Total general and administrative expenses	$	14,702		$	13,335		$	45,150		$	41,566

(1) We believe that, in addition to other financial measures, Adjusted Income Before Taxes, Adjusted EBITDA and Free Cash Flow are appropriate indicators to assist in the evaluation of our operating performance on a period-to-period basis. We also use Adjusted Income, Adjusted EBITDA and Free Cash Flow internally as performance measures for planning purposes, including the preparation of annual operating budgets, and for compensation purposes, including bonuses for certain employees. Adjusted EBITDA is also used to evaluate our ability to service debt because the excluded charges do not have an impact on our prospective debt servicing capability and these adjustments are contemplated in our credit facility for the computation of our debt covenant ratios. Free Cash Flow, defined as Adjusted EBITDA less cash portion of interest expense net of interest income, capital expenditures, and cash taxes, is used to evaluate operating effectiveness and decisions regarding the allocation of resources. However, Adjusted Income, Adjusted EBITDA and Free Cash Flow should be considered as a supplement to, not a substitute for, operating income, net income or other financial performance measures prepared in accordance with U.S. generally accepted accounting principles.

DENNY’S CORPORATION
Operating Margins
(Unaudited)
				Quarter Ended
(In thousands)				9/26/2012				9/28/2011
Company restaurant operations: (2)
	Company restaurant sales			$	86,575	100.0	%	$	104,659	100.0	%
	Costs of company restaurant sales:
		Product costs		21,449		24.8	%	25,847		24.7	%
		Payroll and benefits		34,409		39.7	%	41,261		39.4	%
		Occupancy		5,780		6.7	%	6,928		6.6	%
		Other operating costs:
			Utilities	3,760		4.3	%	4,762		4.6	%
			Repairs and maintenance	1,578		1.8	%	1,754		1.7	%
			Marketing	3,213		3.7	%	3,926		3.8	%
			Legal settlements	197		0.2	%	607		0.6	%
			Other	3,422		4.0	%	4,802		4.6	%
	Total costs of company restaurant sales			$	73,808	85.3	%	$	89,887	85.9	%
	Company restaurant operating margin (3)			$	12,767	14.7	%	$	14,772	14.1	%
Franchise operations: (4)
	Franchise and license revenue
	Royalty and license revenue			$	21,333	62.1	%	$	20,449	63.9	%
	Initial and other fee revenue			728		2.1	%	437		1.3	%
	Occupancy revenue			12,309		35.8	%	11,137		34.8	%
	Total franchise and license revenue			$	34,370	100.0	%	$	32,023	100.0	%
	Costs of franchise and license revenue
	Occupancy costs			$	9,027	26.2	%	$	8,349	26.1	%
	Direct franchise costs			3,051		8.9	%	2,398		7.5	%
	Total costs of franchise and license revenue			$	12,078	35.1	%	$	10,747	33.6	%
	Franchise operating margin (3)			$	22,292	64.9	%	$	21,276	66.4	%
Total operating revenue (1)				$	120,945	100.0	%	$	136,682	100.0	%
Total costs of operating revenue (1)				85,886		71.0	%	100,634		73.6	%
Total operating margin (1)(3)				$	35,059	29.0	%	$	36,048	26.4	%
Other operating expenses: (1)(3)
	General and administrative expenses			$	14,702	12.2	%	$	13,335	9.8	%
	Depreciation and amortization			5,287		4.4	%	6,955		5.1	%
	Operating gains, losses and other charges, net			3,380		2.8	%	1,791		1.3	%
	Total other operating expenses			$	23,369	19.3	%	$	22,081	16.2	%
Operating income (1)				$	11,690	9.7	%	$	13,967	10.2	%

(1)	As a percentage of total operating revenue
(2)	As a percentage of company restaurant sales
(3)	Other operating expenses such as general and administrative expenses and depreciation and amortization relate to both company and franchise operations and are not allocated to costs of company restaurant sales and costs of franchise and license revenue. As such, operating margin is considered a non-GAAP financial measure. Operating margins should be considered as a supplement to, not as a substitute for, operating income, net income or other financial measures prepared in accordance with U.S. generally accepted accounting principles.
(4)	As a percentage of franchise and license revenue

DENNY’S CORPORATION
Operating Margins
(Unaudited)
				Three Quarters Ended
(In thousands)				9/26/2012					9/28/2011
Company restaurant operations: (2)
	Company restaurant sales			$	271,977		100.0	%	$	313,235	100.0	%
	Costs of company restaurant sales:
		Product costs		67,684			24.9	%	77,095		24.6	%
		Payroll and benefits		108,779			40.0	%	127,876		40.8	%
		Occupancy		17,776			6.5	%	20,581		6.6	%
		Other operating costs:
			Utilities	11,066			4.1	%	13,741		4.4	%
			Repairs and maintenance	4,901			1.8	%	5,485		1.8	%
			Marketing	10,138			3.7	%	11,738		3.7	%
			Legal settlements	366			0.1	%	671		0.2	%
			Other	10,796			4.0	%	14,802		4.7	%
	Total costs of company restaurant sales			$	231,506		85.1	%	$	271,989	86.8	%
	Company restaurant operating margin (3)			$	40,471		14.9	%	$	41,246	13.2	%
Franchise operations: (4)
	Franchise and license revenue
	Royalty and license revenue			$	62,734		62.5	%	$	59,669	62.7	%
	Initial and other fee revenue			2,167			2.2	%	2,050		2.2	%
	Occupancy revenue			35,536			35.3	%	33,386		35.1	%
	Total franchise and license revenue			$	100,437		100.0	%	$	95,105	100.0	%
	Costs of franchise and license revenue
	Occupancy costs			$	26,455		26.3	%	$	25,567	26.9	%
	Direct franchise costs			8,321			8.3	%	7,830		8.2	%
	Total costs of franchise and license revenue			$	34,776		34.6	%	$	33,397	35.1	%
	Franchise operating margin (3)			$	65,661		65.4	%	$	61,708	64.9	%
Total operating revenue (1)				$	372,414		100.0	%	$	408,340	100.0	%
Total costs of operating revenue (1)				266,282			71.5	%	305,386		74.8	%
Total operating margin (1)(3)				$	106,132		28.5	%	$	102,954	25.2	%
Other operating expenses: (1)(3)
	General and administrative expenses			$	45,150		12.1	%	$	41,566	10.2	%
	Depreciation and amortization			17,174			4.6	%	21,377		5.2	%
	Operating gains, losses and other charges, net			(794		)	(0.2	)%	843		0.2	%
	Total other operating expenses			$	61,530		16.5	%	$	63,786	15.6	%
Operating income (1)				$	44,602		12.0	%	$	39,168	9.6	%

(1)	As a percentage of total operating revenue
(2)	As a percentage of company restaurant sales
(3)	Other operating expenses such as general and administrative expenses and depreciation and amortization relate to both company and franchise operations and are not allocated to costs of company restaurant sales and costs of franchise and license revenue. As such, operating margin is considered a non-GAAP financial measure. Operating margins should be considered as a supplement to, not as a substitute for, operating income, net income or other financial measures prepared in accordance with U.S. generally accepted accounting principles.
(4)	As a percentage of franchise and license revenue

DENNY’S CORPORATION
Statistical Data
(Unaudited)
Same-Store Sales			Quarter Ended						Three Quarters Ended
(increase/(decrease) vs. prior year)			9/26/2012			9/28/2011			9/26/2012			9/28/2011
	Company Restaurants		(0.5		)%	1.1		%	0.1		%	0.7		%
	Franchised Restaurants		0.6		%	0.8		%	1.4		%	0.3		%
	System-wide Restaurants		0.4		%	0.9		%	1.1		%	0.4		%
Company Restaurant Sales Detail
	Guest Check Average		1.8		%	1.3		%	1.9		%	0.8		%
	Guest Counts		(2.2		)%	(0.2		)%	(1.8		)%	0.0		%
Average Unit Sales			Quarter Ended						Three Quarters Ended
(In thousands)			9/26/2012			9/28/2011			9/26/2012			9/28/2011
	Company Restaurants		$	493		$	468		$	1,447		$	1,383
	Franchised Restaurants		$	358		$	355		$	1,061		$	1,043
						Franchised
Restaurant Unit Activity			Company			& Licensed			Total
Ending Units 6/27/12			177			1,507			1,684
	Units Opened		0			12			12
	Units Refranchised		(5		)	5			0
	Units Closed		(1		)	(8		)	(9		)
		Net Change	(6		)	9			3
Ending Units 9/26/12			171			1,516			1,687
Equivalent Units
	Third Quarter 2012		175			1,511			1,686
	Third Quarter 2011		224			1,451			1,675
			(49		)	60			11
						Franchised
Restaurant Unit Activity			Company			& Licensed			Total
Ending Units 12/28/11			206			1,479			1,685
	Units Opened		0			27			27
	Units Refranchised		(28		)	28			0
	Units Closed		(7		)	(18		)	(25		)
		Net Change	(35		)	37			2
Ending Units 9/26/12			171			1,516			1,687
Equivalent Units
	Year-to-Date 2012		188			1,495			1,683
	Year-to-Date 2011		226			1,441			1,667
			(38		)	54			16