Ihop Corp - Current report filing (8-K)
May 01 2008 - 4:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON,
DC 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 1, 2008
IHOP Corp.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-15283
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95-3038279
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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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)
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(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 7.01.
REGULATION
FD DISCLOSURE.
In response to questions posed on its first quarter 2008 conference
call with investors on April 28, 2008, IHOP Corp. (the Company) has elected
to furnish the following additional information:
The Company anticipates that its effective tax rate for fiscal 2008
will be similar to the effective tax rate experienced in the first quarter 2008,
reflecting an expected continuing benefit of compensation-related Tax Credits
associated with Applebees company-owned restaurant operations.
The Companys current intention is to complete a sale-leaseback of 191
company-owned Applebees restaurants, and use the proceeds to repay $350
million outstanding under the Companys Series 2007-1 Class A-2-I-X Fixed Rate
Term Senior Notes (the Class A-2-I-X Notes).
However, the Company has not yet determined how or when the properties
will be sold. The sale-leaseback
transactions may be effected in a single, large transaction, through a series
of smaller transactions effected over a period of time, or in some other
fashion.
Until the Company determines how and when the sale-leaseback
transactions are likely to be effected, it will not provide any estimate of
expected after-tax cash proceeds from the sale-leaseback transactions.
The terms of the Class A-2-I-X Notes obligate the Company to use the
proceeds from the sale-leaseback transactions to repay the Class A-2-I-X Notes. If the Company repays the Class A-2-I-X Notes
in whole or in part after June 20, 2008, and before December 2012, it will be
required to make certain make whole payments on the Class A-2-I-X Notes. Such make whole payments will generally be
equivalent to the difference between (a) the net present value of all remaining
interest and principal payments related to the early pay down amount assuming a
December 2012 repayment date and (b) the principal only related to the early
pay down amount.
If the Class A-2-I-X Notes, in whole or in part, remain outstanding
after June 20, 2008, the interest rate applied to the outstanding balance is
subject to adjustment. The adjusted interest rate would be the greater of (i)
the current coupon rate; or (ii) a variable per annum rate equal to a specified
swap rate plus 3.355%. As of April 30, 2008 the adjusted interest rate is
less than the coupon rate. The formula for calculating the make whole and
adjusted interest rate is set forth in the Indenture and related Supplements
governing the Class A-2-I-X Notes.
For further information on the Companys Series 2007-1 Class A-2-I-X
Fixed Rate Term Senior Notes, refer to Exhibit 4.22 included in the Companys
Annual Report on Form 10-K for the year ended December 31, 2007.
The preceding paragraph contains forward-looking statements provided by
IHOP Corp. pursuant to the safe harbor established under the Private Securities
Litigation Reform Act of 1995. These statements involve known and unknown
risks, uncertainties and other factors, which may cause the actual results to
be materially different than those expressed. These factors include, but are
not limited to the factors identified from time to time in the Companys news
releases, public statements and/or filings with the Securities and Exchange
Commission, especially the Risk Factors sections of Annual and Quarterly
Reports on Forms 10-K and 10-Q. IHOP Corp. disclaims any intent or obligation
to update this forward-looking information.
The information set forth in response to this item shall not be deemed
filed for purposes of Section 18 of the Exchange Act, and is not incorporated
by reference into any filing under the Securities Act of 1933, as amended, or
the Exchange Act, regardless of any general incorporation language in such
filing.
2
SIGNATURE
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.
Date: May 1, 2008
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IHOP CORP.
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By:
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/s/ Thomas G. Conforti
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Thomas G. Conforti
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Chief Financial Officer
(
Principal
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Financial Officer
)
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3
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