UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 28, 2003
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number: 000-17962
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Applebee's International, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 43-1461763
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
4551 W. 107th Street, Overland Park, Kansas 66207
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(Address of principal executive offices and zip code)
(913) 967-4000
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock, par
value $.01 per share
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----- -----
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. |_|
Indicate by check mark whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Act).
Yes X No
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The aggregate market value of the voting and non-voting common stock equity held
by non-affiliates of the registrant as of the last day of the second fiscal
quarter ended June 29, 2003 was $1,744,093,318 based on the closing sale price
on June 27, 2003.
The number of shares of the registrant's common stock outstanding as of March 8,
2004 was 54,567,964.
DOCUMENTS INCORPORATED BY REFERENCE
Proxy statement to be filed pursuant to Regulation 14A under the Securities
Exchange Act of 1934 is incorporated into Part III hereof.
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EXPLANATORY NOTE
The sole purpose of this amendment is to correct the format of the Section 302
certifications (required by Rule 13a-14(a)) in the Registrant's Annual Report on
Form 10-K for the fiscal year ended December 28, 2003, as filed with the SEC on
March 12, 2004, to conform to the specifications issued by the SEC effective
August 13, 2003. Accordingly, Exhibits 31.1 and 31.2 are hereby amended and
restated in their entirety. The remainder of the information contained in the
original filing is not amended hereby.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
APPLEBEE'S INTERNATIONAL, INC.
Date: April 9, 2004 By: /s/ Lloyd L. Hill
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Lloyd L. Hill
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
By: /s/ Lloyd L. Hill Date: April 9, 2004
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Lloyd L. Hill
Director, Chairman of the Board
and Chief Executive Officer
(principal executive officer)
By: /s/ Steven K. Lumpkin Date: April 9, 2004
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Steven K. Lumpkin
Director, Executive Vice President and Chief
Financial Officer
(principal financial officer)
By: /s/ Beverly O. Elving Date: April 9, 2004
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Beverly O. Elving
Vice President, Accounting
(principal accounting officer)
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By: /s/ Erline Belton* Date: April 9, 2004
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Erline Belton
Director
By: /s/ Douglas R. Conant* Date: April 9, 2004
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Douglas R. Conant
Director
By: /s/ D. Patrick Curran* Date: April 9, 2004
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D. Patrick Curran
Director
By: /s/ Eric L. Hansen* Date: April 9, 2004
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Eric L. Hansen
Director
By: /s/ Mark S. Hansen* Date: April 9, 2004
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Mark S. Hansen
Director
By: /s/ Jack P. Helms* Date: April 9, 2004
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Jack P. Helms
Director
By: /s/ Burton M. Sack* Date: April 9, 2004
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Burton M. Sack
Director
* By: /s/ Rebecca R. Tilden Attorney-in-Fact
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APPLEBEE'S INTERNATIONAL, INC.
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
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31.1 Certification of Chairman and Chief Executive Officer Pursuant
to SEC Rule 13a-14(a).
31.2 Certification of Chief Financial Officer Pursuant to SEC Rule
13a-14(a).
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