As filed with the Securities and Exchange Commission on May 20, 2004
Registration No. 333-01969
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
APPLEBEE'S INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 43-1461763
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
4551 West 107th Street
Overland Park, Kansas 66207
(Address, including zip code, of Principal Executive Offices)
APPLEBEE'S INTERNATIONAL, INC. 1995 EQUITY INCENTIVE PLAN
(Full title of the plan)
Lloyd L. Hill
Chief Executive Officer
Applebee's International, Inc.
4551 West 107th Street
Overland Park, Kansas 66207
(913) 967-4000
(Name, address and telephone number of agent for service)
Copy to:
James M. Ash, Esq.
Blackwell Sanders Peper Martin LLP
Two Pershing Square
2300 Main Street, Suite 1000
Kansas City, Missouri 64108
(816) 983-8000
This Post-Effective Amendment No. 1 is being filed to reflect, in accordance
with Rule 416(b), that the number of shares of Common Stock, par value $.01 per
share, of the Registrant covered by this Registration Statement is increased
from 2,000,000 to 4,500,000 as the result of two subsequent 3 for 2 stock splits
of the Company, effected in the form of a 50% stock dividend, which increased
the number of shares which may be issued under the 1995 Equity Incentive Plan.
No filing fee is necessary. This Registration Statement shall also be deemed to
cover any additional shares which may be issued as the result of a future stock
split, stock dividend or other anti-dilution provision.
EXPLANATORY NOTE TO
POST-EFFECTIVE AMENDMENT NO. 1
In May of 2001 and May of 2002, the board of directors of the
Registrant approved a three-for-two stock split of the Company's Common Stock
effected, in the form of a 50% stock dividend (the "Stock Splits"). The 1995
Equity Incentive Plan (the "Plan") provides that the number of shares of Common
Stock that may be issued under the Plan may be increased in the event of a stock
split, stock dividend or other anti-dilution provision. The purpose of this
Post-Effective Amendment No. 1 is to reflect, in accordance with Rule 416(b) of
the Securities Act of 1933, as amended, the change in the amount of shares
registered under this Registration Statement, on account of the Stock Splits,
from 2,000,000 to 4,500,000. This Registration Statement shall also be deemed to
register any additional shares which may be issued under the Plan as a result of
a future stock split or stock dividend or other anti-dilution provision.
Part II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8: Exhibits
23.1 Consent of Deloitte & Touche LLP.
2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing this Post-Effective Amendment No. 1 and has duly caused
this Post-Effective Amendment No. 1 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Overland Park, State of
Kansas, on May 18, 2004.
APPLEBEE'S INTERNATIONAL, INC.
By: /s/ Lloyd L. Hill
-------------------------------------
Lloyd L. Hill
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post
Effective Amendment No. 1 has been signed below by the following persons in the
capacities and on the dates indicated:
Signature Title Date
/s/ Lloyd L. Hill Director, Chairman of the Board and May 18, 2004
------------------------------------ Chief Executive Officer
Lloyd L. Hill (Principal Executive Officer)
/s/ Steven K. Lumpkin Director, Executive Vice President and May 18, 2004
------------------------------------ Chief Financial Officer
Steven K. Lumpkin (Principal Financial Officer)
/s/ Beverly O. Elving Vice President, Accounting May 18, 2004
------------------------------------ (Principal Accounting Officer)
Beverly O. Elving
* Director May 18, 2004
------------------------------------
Erline Belton
* Director May 18, 2004
------------------------------------
Douglas R. Conant
* Director May 18, 2004
------------------------------------
D. Patrick Curran
* Director May 18, 2004
------------------------------------
Eric L. Hansen
Director May 18, 2004
------------------------------------
Mark S. Hansen
3
* Director May 18, 2004
------------------------------------
Jack P. Helms
* Director May 18, 2004
------------------------------------
Burton M. Sack
Director May 18, 2004
------------------------------------
Michael A. Volkema
* By: /s/ Robert T. Steinkamp
--------------------------------------
As Attorney-in-fact
Date: May 18, 2004
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Index of Exhibits
Exhibit
Number Document
23.1 Consent of Deloitte & Touche LLP.
5