GLENDALE, Calif.–(BUSINESS WIRE)–Dine Brands Global, Inc. (NYSE: DIN), the parent company of Applebee’s
Neighborhood Grill + Bar® and IHOP® restaurants,
today announced that the Company’s indirect, two special purpose
subsidiaries (the “Co-Issuers”) have completed the refinancing of their
fixed rate senior secured notes and variable funding senior notes. The
financing facility is comprised of Series 2019-1 Class A-2-I, Fixed Rate
Senior Secured Notes, (“Class A-2-I Notes”) in an initial principal
amount of $700 million and Series 2019-1 Class A-2-II, Fixed Rate Senior
Secured Notes, (“Class A-2-II Notes”) in an initial principal amount of
$600 million (the “Class A-2-I Notes”, together with the “Class A-2-II
Notes”, the “Class A-2 Notes”). The Class A-2 Notes were issued in a
privately placed securitization. The Class A-2-I Notes bear interest at
a fixed coupon rate of 4.194% per annum, payable quarterly, and have an
expected term of five years. The Class A-2-II Notes bear interest at a
fixed coupon rate of 4.723% per annum, payable quarterly, and have an
expected term of seven years.
“Dine’s asset-light business model provides us with access to the
attractive securitization market,” said Thomas Song, Chief Financial
Officer. “We are pleased with the transaction, which provides a solid
foundation for our growth strategies going forward.”
“The completion of the refinancing further affirms our strength and
leadership in restaurant franchising and reflects the confidence in our
brands,” said Stephen Joyce, Chief Executive Officer. “I am very proud
of the accomplishments of our team members and franchisees and look to
the future with great optimism and excitement for our brands and our
guests.”
The Co-Issuers also entered into a purchase agreement for the issuance
of up to $225 million of Series 2019-1, Class A-1 Variable Funding
Senior Notes (the “VFN”), which will allow the Co-Issuers to borrow
amounts periodically on a revolving basis and issue letters of credit.
The applicable interest rate will depend on the type of borrowing.
The net proceeds of the new facility will be used to repay the Company’s
existing Series 2014-1 Class A-2, Fixed Rate Senior Secured Notes, for
transaction costs associated with the refinancing and general corporate
purposes.
As of March 31, 2019, the balance of the Series 2014-1 Class A-2, Fixed
Rate Senior Secured Notes was approximately $1.28 billion. The Series
2018-1 Class A-1, Variable Funding Senior Notes were not drawn upon as
of March 31, 2019, although $2.2 million was pledged against the Series
2018-1 Class A-1, Variable Funding Senior Notes for outstanding letters
of credit.
The Class A-2 Notes were sold to qualified institutional buyers in the
United States in accordance with Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and to persons outside the
United States in accordance with Regulation S under the Securities Act.
The Class A-2 Notes have not been, and will not be, registered under the
Securities Act or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act and applicable securities laws of any
state or other jurisdiction. The Class A-2 Notes, together with the VFN,
herein referred to as the “New Notes”. This press release does not
constitute an offer to sell or the solicitation of an offer to buy the
New Notes or any other security, nor shall there be any offer,
solicitation or sale of the New Notes or any other security in any state
or other jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Dine Brands, Inc.
Based in Glendale, California, Dine Brands Global, Inc. (NYSE: DIN)
(“Dine Brands”), through its subsidiaries, franchises restaurants under
both the Applebee’s Neighborhood Grill & Bar and IHOP brands. With
approximately 3,700 restaurants combined in 18 countries and
approximately 370 franchisees, Dine Brands is one of the largest
full-service restaurant companies in the world. For more information on
Dine Brands, visit the Company’s website located at www.dinebrands.com.
Forward-Looking Statements
Statements contained in this press release may constitute
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. You can identify these forward-looking
statements by words such as “may,” “will,” “would,” “should,” “could,”
“expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan,” “goal”
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: general
economic conditions; Dine Brands’ level of indebtedness; compliance with
the terms of our securitized debt; Dine Brands’ ability to refinance its
current indebtedness or obtain additional financing; Dine Brands’
dependence on information technology; potential cyber incidents; the
implementation of restaurant development plans; Dine Brands’ dependence
on its franchisees; the concentration of our Applebee’s franchised
restaurants in a limited number of franchisees; the financial health of
Dine Brands’ franchisees; Dine Brands’ franchisees’ and other licensees’
compliance with Dine Brands’ quality standards and trademark usage;
general risks associated with the restaurant industry; potential harm to
our brands’ reputation; possible future impairment charges; the effects
of tax reform; trading volatility and fluctuations in the price of Dine
Brands’ common stock; Dine Brands’ ability to achieve the financial
guidance provided to investors; successful implementation of Dine
Brands’ business strategy; the availability of suitable locations for
new restaurants; shortages or interruptions in the supply or delivery of
products from third parties or availability of utilities; the management
and forecasting of appropriate inventory levels; development and
implementation of innovative marketing and use of social media; changing
health or dietary preference of consumers; risks associated with doing
business in international markets; the results of litigation and other
legal proceedings; third-party claims with respect to intellectual
property assets; Dine Brands’ ability to attract and retain management
and other key employees; compliance with federal, state and local
governmental regulations; risks associated with Dine Brands’
self-insurance; natural disasters or other series incidents; Dine
Brands’ success with development initiatives outside of its core
business; the adequacy of Dine Brands’ internal controls over financial
reporting and future changes in accounting standards; and other factors
discussed from time to time in Dine Brands’ Annual and Quarterly Reports
on Forms 10-K and 10-Q and in Dine Brands’ other filings with the
Securities and Exchange Commission. The forward-looking statements
contained in this release are made as of the date hereof and Dine Brands
does not intend to, nor does it assume any obligation to, update or
supplement any forward-looking statements after the date hereof to
reflect actual results or future events or circumstances.
Contacts
Investor Contact
Ken Diptee
Executive
Director, Investor Relations
Dine Brands Global, Inc.
818-637-3632
Media Contact
Thien Ho
Executive
Director, Communications
Dine Brands Global, Inc.
818-549-4238
