DENN amends credit facility: $325M capacity, no dividends/buybacks
Rhea-AI Filing Summary
Denny’s Corporation amended its credit facility. The Second Amendment extends the facility’s maturity to January 29, 2027, reduces the aggregate capacity from $400 million to $325 million, and removes the accordion feature that had permitted an increase up to $450 million.
The amendment also prohibits dividends and share repurchases, alongside other general investment restrictions. The facility remains with Wells Fargo Bank, National Association, as Administrative Agent, with Denny’s, Inc. as Borrower and certain subsidiaries as Guarantors.
Positive
- None.
Negative
- Credit capacity reduced from $400 million to $325 million and accordion to $450 million removed
- Capital returns restricted with prohibitions on dividends and share repurchases
Insights
Facility extended to 2027 but with lower capacity and no buybacks/dividends.
Denny’s extended its revolving credit facility’s maturity to January 29, 2027, but cut total capacity to $325 million from $400 million and removed the prior accordion to $450 million. This tightens available liquidity headroom while preserving committed funding through 2027.
Restrictions now prohibit dividends and share repurchases, signaling a shift toward balance-sheet preservation. Such covenants can conserve cash for operations and debt service but limit shareholder returns.
Key variables include actual utilization of the $325 million capacity and compliance with the new restrictions. Subsequent filings may provide details on pricing, covenants, and usage levels.
8-K Event Classification
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On October 28, 2025, Denny’s Corporation (the “Company”) entered into the Second Amendment to the Fourth Amended and Restated Credit Agreement, as amended (the “Amended Credit Agreement”), by and among Denny’s, Inc., as the Borrower, Denny’s Corporation, as Parent, and certain subsidiaries of Parent, as Guarantors, Wells Fargo Bank, National Association, as Administrative Agent on behalf of the Lenders under the Amended Credit Agreement, and the Lenders, which amends the Company’s credit facility, dated August 26, 2021, with Wells Fargo Bank, National Association (as amended to date, the “credit facility”).
Among other items, the Amended Credit Agreement (1) extends the maturity date of the Company’s credit facility to January 29, 2027, (2) removes the accordion feature, which had permitted the Company to increase the size of the credit facility from $400 million to $450 million, and (3) reduces the capacity of the credit facility from $400 million to $325 million. In addition, pursuant to the Amended Credit Agreement, the Company is prohibited from paying dividends and making share repurchases, among other general investment restrictions.
Item 2.03 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 26, 2021, is incorporated herein by reference pursuant to General Instruction B.3. of Form 8-K.
The foregoing description of the Amended Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Amended Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference in this Current Report on Form 8-K.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in its entirety into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
See the Exhibit Index below, which is incorporated by reference herein.
EXHIBIT INDEX
| Exhibit number |
Description | |
| 10.1 | Second Amendment to Fourth Amended and Restated Credit Agreement, dated as of October 28, 2025, among Denny’s, Inc., as the Borrower, Denny’s Corporation, as Parent, and certain subsidiaries of Parent, as Guarantors, Wells Fargo Bank, National Association, as Administrative Agent on behalf of the Lenders under the Credit Agreement, and the Lenders. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
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: November 3, 2025 | /s/ Robert P. Verostek | |||||
| Robert P. Verostek | ||||||
| Executive Vice President and | ||||||
| Chief Financial Officer | ||||||