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): May 30, 2007

BRINKER INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware

 

1-10275

 

75-1914582

(State of Incorporation)

 

(Commission File
Number)

 

(IRS Employment
Identification No.)

 

6820 LBJ Freeway

Dallas, Texas 75240

(Address of principal executive offices)

Registrant’s telephone number, including area code   972-980-9917

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 




Section 7 – Regulation FD.

Item 7.01.  Regulation FD Disclosure.

The information contained in this Current Report on Form 8-K, including the Exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

On May 31, 2007, Brinker International, Inc. (the “Registrant”) issued a Press Release, attached as Exhibit 99-1 to this Current Report on Form 8-K, announcing the declaration of the Registrant’s quarterly dividend to common stock shareholders in the amount of $0.09 per share.  The dividend will be payable on June 27, 2007 to shareholders of record at the close of business on June 15, 2007.

Section 8 – Other Events.

Item 8.01.  Other Events.

Also on May 31, 2007, in the Press Release attached as Exhibit 99-1 to this Current Report on Form 8-K, the Board of Directors, announced the increase of the Registrant’s share repurchase authorization by $300.0 million to a total of $2,060.0 million.  Prior to this increase, Registrant had utilized its remaining availability under previous share repurchase authorizations in connection with the April 24, 2007 accelerated share repurchase agreement with Goldman, Sachs & Co.

Further, on May 31, 2007, the Registrant issued a press release, attached as Exhibit 99-2 to this Current Report on Form 8-K, announcing an agreement with ERJ Dining dated May 30, 2007.  Under the agreement, ERJ Dining will acquire 76 company-owned Chili’s Grill & Bar restaurants for an undisclosed sum with plans to develop an additional 49 new franchised Chili’s locations in the Midwest U.S.

Section 9 – Financial Statements and Exhibits.

Item 9.01.  Financial Statements and Exhibits.

(d)     Exhibits.

99-1   Press Release, dated May 31, 2007

99-2   Press Release, dated May 31, 2007

SIGNATURE

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.

 

BRINKER INTERNATIONAL, INC.

 

 

 

 

Date: June 1, 2007

By:

/s/ Douglas H. Brooks

 

 

 

Douglas H. Brooks, Chairman of the Board

 

 

President and Chief Executive Officer

 

2



EXHIBIT 99-1

FOR IMMEDIATE RELEASE

Contacts:

Stacey Calbert, Media Relations

Laura Conn, Investor Relations

 

(800) 775-7290

(972) 770-5810

 

BRINKER INTERNATIONAL BOARD ANNOUNCES

$300 MILLION INCREASE IN SHARE REPURCHASE PLAN AND

DECLARES COMMON DIVIDEND

DALLAS (May 31, 2007) – The Board of Directors for Brinker International, Inc. (NYSE: EAT) authorized an increase of $300 million to its existing share repurchase program.  Fiscal year to date, the company has repurchased $569 million or approximately 17.5 million shares.

In addition, the Board declared a quarterly dividend of $0.09 per share on the common stock of the company. The dividend will be paid on June 27, 2007 to shareholders of record as of June 15, 2007.

At the end of the third quarter of fiscal 2007, Brinker International either owned, operated, or franchised 1,756 restaurants under the names Chili’s Grill & Bar (1,318 units), Romano’s Macaroni Grill (242 units), On The Border Mexican Grill & Cantina (156 units), and Maggiano’s Little Italy (40 units).

The statements contained in this release that are not historical facts are forward-looking statements. These forward-looking statements involve risks and uncertainties and, consequently, could be affected by general business and economic conditions, the impact of competition, the impact of acquisitions and divestitures and other strategic transactions, the seasonality of the company’s business, adverse weather conditions, future commodity prices, fuel and utility costs and availability, terrorists acts, consumer perception of food safety, changes in consumer taste and behavior,  health epidemics or pandemics, changes in demographic trends, availability of employees, unfavorable publicity, the company’s ability to meet its growth plan, acts of God, governmental regulations, and inflation.

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EXHIBIT 99-2

FOR IMMEDIATE RELEASE

Contact:    Stacey Calbert, Media Relations (800) 775–7290

BRINKER INTERNATIONAL AND ERJ DINING

EXPAND FRANCHISE AGREEMENT

With agreement, Brinker exceeds 2007 franchise goal

DALLAS (May 31, 2007) – Brinker International, Inc. (NYSE: EAT) announced a new franchise and development agreement with franchisee ERJ Dining of Louisville, Ky. Under terms of the agreement, ERJ Dining will acquire 76 existing Chili’s Grill & Bar restaurants and develop 49 new locations in the Midwest U.S.

Including the ERJ Dining agreement, during the current fiscal year, Brinker domestic and international franchisees have signed agreements to purchase 182 company-owned restaurants and develop 165 -189 new locations over the next 10 years. Upon completion of these transactions, franchise ownership of Brinker brands will surpass the company’s initial goal to increase franchise ownership to 30 percent by the end of calendar year 2007. As recently announced, Brinker anticipates franchise ownership will further grow to 35 percent by end of fiscal year 2008.

ERJ Dining currently operates 25 Chili’s restaurants in Kentucky, Indiana, Illinois, Wisconsin and Missouri with four additional restaurants in development. Once terms of the expanded agreement are met, ERJ Dining will become one of the largest Chili’s franchisees in the country.

“ERJ Dining excels in operating restaurants and in growing our market penetration throughout the Midwest,” said Todd Diener, President of Chili’s Grill & Bar. “We are thrilled with their confidence in the Chili’s brand and their increased investment in its future.”

The Brinker/ERJ Dining transaction is subject to customary closing conditions and is slated for completion by the end of calendar year 2007.

Chili’s Grill & Bar is the flagship brand of Dallas-based Brinker International, a recognized leader in casual dining. Chili’s offers a fun, energetic atmosphere and a distinct, fresh mix of grilled American favorites at more than 1,300 locations in 24 countries. Other Brinker brands include Romano’s Macaroni Grill, Maggiano’s Little Italy and On The Border Mexican Grill & Cantina. For more information, please visit www.chilis.com.

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