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): June 12,
2008
DENNY’S
CORPORATION
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-18051
|
13-3487402
|
|
(State
or other jurisdiction of
|
Commission
File No.
|
(I.R.S.
Employer
|
|
Incorporation
or organization
|
Identification
No.)
|
203 East Main
Street
Spartanburg, South Carolina
29319-0001
(Address
of principal executive offices)
(Zip
Code)
(864) 597-8000
(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 obligations of the registrant under any of the following
provisions:
[ ] 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))
Item
2.05 Costs Associated with Exit or Disposal Activities.
On June
12, 2008, Denny's Corporation (the "Company") announced that the Company has
redesigned its organizational structure to support its ongoing transition to a
franchise-focused business model. The new organizational structure increases
brand and franchisee support, but also allows for consolidation of certain
departments and job functions resulting in the near-term elimination of
approximately 50 positions. As a result of these staff reductions,
the Company expects to incur a restructuring charge attributable to severance
and other expense of approximately $5 million in the second quarter of
2008, which will be paid out over the next 12 months. Additionally,
the Company expects to realize annualized savings of approximately $6 to $8
million in core general and administrative expense (which excludes share-based
compensation and annual incentive compensation). This
expense reduction will phase in during the second half of
2008.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
In
connection with the changes to the organizational structure, as further
described in the press release attached as Exhibit 99.1, an understanding has
been reached with Rhonda J. Parish, Executive Vice President, Chief Legal
Officer and Secretary of Denny’s Corporation, pursuant to which it was agreed
that her employment with the Company would terminate on or about June 30,
2008. In addition, an understanding has also been reached with Samuel
M. Wilensky, Senior Vice President, Sales and Franchise Operations of Denny’s
Corporation, pursuant to which it was agreed that his employment with the
Company would terminate on or about September 1, 2008.
Upon her
termination, Ms. Parish will be paid the severance benefits provided under her
agreement with the Company dated February 9, 2000, the form of which is set
forth as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the
quarter ended March 29, 2000.
Upon his
termination, Mr. Wilensky will be paid severance benefits pursuant to the
Company’s Executive Severance Pay Plan, set forth as Exhibit 99.1 to the
Company’s Current Report on Form 8-K filed with the Commission on February 4,
2008.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 - Press release issued by
Denny's Corporation on June 12, 2008 *
* A copy
of the press release relating to the reorganization described above in Item 2.05
is attached to this report and is being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liabilities of such
section.
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 hereunto duly authorized.
| Denny's Corporation | |
| Date: June 16, 2008 | /s/ F. Mark Wolfinger |
| F. Mark Wolfinger | |
| Executive Vice President, | |
| Growth Initiatives, | |
| Chief Administrative Officer, | |
| Chief Financial Officer |