UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
(Mark
One)
|
þ
|
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF
1934
|
For
the fiscal year ended December 31, 2006
or
|
o
|
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF
1934
|
For
the transition period from _____ to _____
Commission
File Number 0−18051
|
A.
|
Full
title of the plan and the address of the plan, if different from
that of
the issuer named below:
|
Denny's
401(k) Plan
|
B.
|
Name
of issuer of the securities held pursuant to the plan and the
address of
its principal executive office:
|
Denny's
Corporation
203
E. Main Street
Spartanburg,
SC 29319-0001
DENNY’S 401(k)
PLAN
Financial
Statements
December 31,
2006 and 2005
(With
Report of Independent Registered Public Accounting Firm Thereon)
DENNY’S 401(k)
PLAN
Financial
Statements
December 31,
2006 and 2005
Index
|
Note:
|
Schedules
not filed herewith are omitted because of the absence of the
conditions under which they are
required.
|
1
The
Retirement Committee
Denny’s
401(k) Plan
We
have
audited the accompanying statements of net assets available for benefits of
the
Denny’s 401(k) Plan (the Plan) as of December 31, 2006 and 2005, and the related
statements of changes in net assets available for benefits for the years then
ended. These financial statements are the responsibility of the Plan’s
management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.
In
our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of the Plan as of
December 31, 2006 and 2005, and the changes in net assets available for benefits
for the years then
ended in conformity with U.S. generally accepted accounting
principles.
Our
audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets
(Held
at End of Year) as of December 31, 2006 is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules
and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. These supplemental schedules are the responsibility
of the
Plan's management. This supplemental schedule has been subjected to the auditing
procedures applied in the audits of the basic financial statements and, in
our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
As
discussed in Note 1, the Plan adopted Financial Accounting Standards Board
Staff
Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit Responsive
Investment Contracts Held by Certain Investment Companies Subject to the
AICPA
Investment Company Guide and Defined-Contribution Health and Welfare and
Pension
Plans, as of December 31, 2006 and 2005.
Greenville,
South Carolina
June
29,
2007
2
|
Statements
of Net Assets Available for Benefits
|
||||||||
|
December
31, 2006 and December 31, 2005
|
||||||||
|
2006
|
2005
|
|||||||
|
Assets:
|
||||||||
|
Investments
- at fair value (Note 3):
|
||||||||
|
Money
market funds
|
$ |
1,168,774
|
—
|
|||||
|
Pooled,
common and collective funds
|
47,449,178
|
—
|
||||||
|
Mutual
funds
|
30,939,663
|
—
|
||||||
|
Denny's
Corporation common stock
|
921,638
|
—
|
||||||
|
Participant
Loans
|
1,586,045
|
—
|
||||||
|
Investments
– plan interest in Denny’s 401(k) Plans Master Trust (Notes 1, 2 and
4)
|
—
|
40,982,423
|
||||||
|
Total
investments - at fair value
|
82,065,298
|
40,982,423
|
||||||
|
Receivable
- employer contribution (Note 5)
|
65,580
|
—
|
||||||
|
Total
assets
|
82,130,878
|
40,982,423
|
||||||
|
Liabilities:
|
||||||||
|
Accrued
expenses
|
48,143
|
24,582
|
||||||
|
Excess
employer match refundable (Note 5)
|
4,687
|
—
|
||||||
|
Excess
contributions refundable (Note 1)
|
105,764
|
3,957
|
||||||
|
Total
liabilities
|
158,594
|
28,539
|
||||||
|
Net
assets available for benefits at fair value
|
81,972,284
|
40,953,884
|
||||||
|
Adjustment
from fair value to contract value for fully benefit-responsive
investment
contracts (Note 1)
|
496,243
|
218,926
|
||||||
|
Net
assets available for benefits
|
$ |
82,468,527
|
41,172,810
|
|||||
|
See
accompanying notes to financial statements.
|
||||||||
3
|
Statements
of Changes in Net Assets Available for Benefits
|
||||||||
|
Years
ended December 31, 2006 and 2005
|
||||||||
|
2006
|
2005
|
|||||||
|
Additions:
|
||||||||
|
Investment
income:
|
||||||||
|
Net
appreciation in fair value of investments (Note 3)
|
$ |
5,223,401
|
—
|
|||||
|
Interest
and dividends
|
683,261 | |||||||
|
Investment
income – plan interest in Denny’s 401(k) Plans Master Trust investment
income (Notes 1, 2 and 4)
|
927,339
|
1,866,787
|
||||||
|
Total
investment income
|
6,834,001
|
1,866,787
|
||||||
|
Contributions:
|
||||||||
|
Employer's
|
1,522,060
|
818,000
|
||||||
|
Participants’
|
4,282,513
|
2,186,525
|
||||||
|
Total
contributions
|
5,804,573
|
3,004,525
|
||||||
|
Total
additions
|
12,638,574
|
4,871,312
|
||||||
|
Deductions:
|
||||||||
|
Benefits
paid to participants
|
12,772,167
|
4,346,604
|
||||||
|
Administrative
expenses
|
141,127
|
76,451
|
||||||
|
Total
deductions
|
12,913,294
|
4,423,055
|
||||||
|
Transfers
of assets to (from) Denny’s 401(k) Plan
|
41,570,437
|
(3,790,741 | ) | |||||
|
Net
increase (decrease) in net assets available for benefits
|
41,295,717
|
(3,342,484 | ) | |||||
|
Net
assets available for benefits:
|
||||||||
|
Beginning
of year
|
41,172,810
|
44,515,294
|
||||||
|
End
of year
|
$ |
82,468,527
|
41,172,810
|
|||||
|
See
accompanying notes to financial statements.
|
||||||||
4
Notes
to
Financial Statements
December
31, 2006 and 2005
(1) Description
of the Plan
The
following brief description of the Denny’s 401(k) Plan (the Plan) is
provided for general information purposes only. Participants should refer
to the
Plan document for more complete information.
(a)
Plan
Merger
On
January 31, 2006, the Denny’s Hourly/HCE 401(k) Plan was merged into the Denny’s
Salaried 401(k) Plan. The combined plan was renamed the Denny’s
401(k) Plan. In conjunction with this, Denny’s Corporation common stock was
removed as an investment option. This transaction was overseen and approved
by
the Plan’s committee. On February 1, 2006, the Plan transitioned its 401(k)
record keeping and trustee duties from Ameriprise Financial to Wells
Fargo.
(b)
General
The
Plan
is a qualified deferred compensation plan, subject to the Employee Retirement
Income Security Act of 1974 (ERISA). Any employee of Denny’s Corporation
(Denny’s or the Company), who has attained age 21 and has completed
6 months of service with the Company is eligible to participate in the
Plan. The Plan’s committee and plan administrator control and manage the
operation and administration of the Plan. For the period from February 1,
2006
to December 31, 2006, Wells Fargo served as the Plan’s trustee. Prior to
February 1, 2006, Ameriprise Financial served as the Plan’s
trustee.
(c)
Interest in Master Trust
For
the
period ending January 31, 2006 and the 2005 plan year (prior to the merger
of
the Denny’s Hourly/HCE 401(k) Plan into the Denny’s Salaried 401(k) Plan), the
Plan’s investments were held in the Denny’s 401(k) Plans Master Trust
(the Master Trust) which was established for the investment of assets of
the Denny’s Salaried 401(k) Plan and the Denny’s Hourly/HCE 401(k)
Plan.
(d)
Contributions
Each
year, participants may make pre-tax contributions of up to 25% of eligible
compensation. Participants may also contribute amounts representing
distributions from other qualified defined benefit or defined contribution
plans.
In
2006
and 2005, the Company matched 100% of employee pre-tax contributions, up
to 3%
of compensation for all participating employees of the
Company. Highly compensated employees are not eligible for the
employer match.
Contributions
are subject to certain Internal Revenue Code (IRC)
limitations. Excess contributions to be returned to participants are
shown as a liability in the accompanying statements of net assets available
for
benefits.
(e)
Participant Accounts
Individual
accounts are maintained for each plan participant. Each participant’s account is
credited with the participant’s contribution and allocations of the Company’s
contributions and earnings, and is charged with allocations of plan losses
and
administrative expenses and benefit payments, if applicable. Allocations
are
based on earnings and participant account balances, as defined. The benefit
to
which a participant is entitled is the benefit that can be provided from
the
participant’s vested account.
5
(f)
Vesting
All
participants are immediately vested in their contributions plus actual earnings
thereon. Vesting in the Company’s matching and discretionary contribution
portion of their accounts plus actual earnings thereon is based on years
of
continuous service. For each employee whose initial date of employment is
on or
after January 1, 2002, the Company’s contribution portion of his/her account
plus actual earnings thereon will be 100% vested after three years of continuous
service unless the following terms provide for more accelerated vesting.
For
certain employees who were initially employed by the Company or its predecessor
companies before January 1, 1999, participants are immediately vested in
their contributions and employer contributions plus actual earnings
thereon.
(g)
Investment Options
Participants
direct both participant and employer contributions in 1% increments in a
combination of any of 18 investment options currently offered by the Plan.
Participants may change their investment options at any time via telephone
or
through the Wells Fargo website.
Effective
February 1, 2006, the Plan no longer allowed new contributions or transfers
into
the Denny’s Stock Fund. Additionally, the Denny’s Stock Fund is to be eliminated
as an investment option during 2007. Any balances remaining as of
December 15, 2007 will be liquidated and automatically transferred into the
Moderate Model Portfolio.
(h)
Participant Loans
Participants
may borrow from their fund accounts up to the lesser of 50% of the vested
portion of their account balance, or the amount of $50,000 less the highest
outstanding loan balance during the prior 12-month period. The minimum loan
amount is $1,000, and each participant may have only one loan outstanding
at any
time. The plan document indicates that a reasonable borrowing rate will be
assessed, typically evidenced by the prime rate charged by the Plan’s trustee.
The loans are secured by the balance in the participant’s account. The
participant also bears any loan administration costs incurred. Loans are
repaid
through payroll deductions in equal installments with the loan terms ranging
from 6 to 54 months. Loan repayments cannot exceed 30% of the participant’s
salary. If an employee who has a loan outstanding terminates employment,
no
benefit will be paid from the Plan to the participant until the outstanding
loan
balance and accrued interest is paid in full. Loans outstanding at
December 31, 2006 have a range of interest rates from 4.00% to
9.25%.
(i)
Payment of Benefits
On
termination of service due to death, disability, or retirement, a participant
may elect to receive either a lump-sum amount equal to the value of the
participant’s vested interest in his or her account, or annual installments over
a 10-year period. For termination of service due to other reasons, a participant
may receive the value of the vested interest in his or her account as a lump-sum
distribution.
(j)
Administrative Expenses
Administrative
expenses of the Plan are paid by the Plan.
6
(k)
Withdrawals
Withdrawals
during employment are permitted only under hardship circumstances that are
determined by the Internal Revenue Service “Safe Harbor” rules. Participants who
are age 59-1/2 or older may withdraw from their account at any time, for
any reason allowed by law.
(l)
Forfeited Accounts
Forfeitures
are used to reduce future employer contributions to the Plan. In 2006
and 2005, forfeitures of $56,626 and $44,502, respectively, were forfeited
and
will be used to reduce employer contributions.
(m)
New
Accounting Pronouncements
As
of
December 31, 2006, the Plan adopted Financial Accounting Standards Board
(the
“FASB”) Staff Position FSP AAG INV-1 and Statement of Position 94-4-1,
“Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain
Investment Companies Subject to the AICPA Investment Company Guide and
Defined-Contribution Held and Welfare and Pension Plans” (the
“FSP”). The FSP requires that the Statement of Net Assets Available
for Benefits present both the fair value of the Plan’s investments and the
adjustment from fair value to contract value for the fully benefit-responsive
investment contracts. The Statement of Changes in Net Assets
Available for Benefits is prepared on a contract value basis for the fully
benefit-responsive investment contracts. The FSP was applied
retroactively to the prior period presented on the Statement of Net Assets
Available for Benefits as of December 31, 2005.
In
September 2006, the FASB issued Statement on Financial Accounting Standards
No.
157 (“SFAS 157”), “Fair Value Measurements.” SFAS 157 establishes a
single authoritative definition of fair value, sets out a framework for
measuring fair value and requires additional disclosures about fair value
measurement. SFAS 157 is effective for fiscal years beginning after
November 15, 2007. Plan Management does not believe the adoption of
SFAS 157 will have a material impact on the Plan’s financial
statements.
(2)
Summary of Significant Accounting Policies
(a)
Basis
of Presentation
The
accompanying financial statements have been prepared on the accrual basis
of
accounting and in accordance with U.S. generally accepted accounting
principles.
(b)
Use
of Estimates
The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions
that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements
and
the reported amounts of additions and deductions during the reporting period.
Actual results could differ from those estimates.
(c)
Investment Valuation and Income Recognition
The
Plan’s interest in Denny’s 401(k) Plans Master Trust is presented at fair value,
which has been determined based on the fair value of the underlying investments
of the Master Trust. The fair value of mutual funds and Denny’s Corporation
common stock is determined by quoted market prices. The collective
trust funds do not have quoted market prices. The fair value of the collective
trust funds is determined based on the net asset value of the respective
funds,
which are based on the estimated fair value of the underlying investments
in
each fund. Such underlying investments are generally valued based on quoted
market prices.
Purchases
and sales of securities are recorded on a trade-date basis. Dividends are
recorded on the ex-dividend date.
7
(d)
Payment of Benefits
Benefit
payments to participants are recorded upon distribution.
(e)
Investment Risk
The
Plan
provides for investments that are exposed to risk, such as interest rate,
credit, and market volatility risk. Due to the level of risk associated with
certain investment securities, it is possible that changes in the value of
investment securities may occur in the near future and that changes could
materially affect the amounts reported in the statement of net assets available
for benefits.
(3)
Investments
The
following tables present the fair value of investments that represent 5%
or more
of the Plan’s net assets at December 31, 2006. Prior to the merger of
the Denny’s Hourly/HCE 401(k) Plan into the Denny’s Salaried 401(k) Plan on
January 31, 2006, the investment assets of the Denny’s Salaried 401(k) Plan were
held in a master trust account. See Note 4.
|
2006
|
||||
|
Investments
at fair value:
|
||||
|
Wells
Fargo Stable Return Fund N (contract value of $35,010,258)
|
$ |
34,514,015
|
||
|
Wells
Fargo Russell 2000 Index Fund G
|
9,804,824
|
|||
|
Wells
Fargo Advantage Index Fund
|
10,023,099
|
|||
During
the year ended December 31, 2006, the Plan’s investments (including gains and
losses on investments bought and sold, as well as held during the year)
appreciated in value by $5,223,401 as follows:
|
2006
|
||||
|
Net
appreciation in fair value of investments:
|
||||
|
Pooled,
common and collective funds
|
$ |
2,568,679
|
||
|
Mutual
funds
|
2,477,463
|
|||
|
Denny's
Corporation common stock
|
177,259
|
|||
| $ |
5,223,401
|
|||
(4)
Master Trust
For
the
period ending January 31, 2006 and for the 2005 plan year (prior to the merger
of the Denny’s Hourly/HCE 401(k) Plan into the Denny’s Salaried 401(k) Plan),
all of the investment assets of Denny’s Salaried 401(k) Plan were held in a
trust account at Ameriprise Financial and consisted of an undivided interest
in
an investment account of the Denny’s 401(k) Plans Master Trust, a master trust
established by the Company and administered by Ameriprise Financial, the
Plan’s
trustee.
Prior
to
the merger of the Denny’s Hourly/HCE 401(k) Plan into the Denny’s Salaried
401(k) Plan on January 31, 2006, use of the Master Trust permitted the
commingling of trust assets for the two plans for investment and administrative
purposes. Although the assets of both plans were commingled in the Master
Trust,
the trustee maintained supporting records for the purpose of allocating the
net
gain or loss of the investment account to the participating plans. The net
investment income or loss of the investment assets were allocated by Ameriprise
Financial to each participating plan based on the relationship of the interest
of each plan to the total of the interest of the participating
plans.
8
The
investments of the Master Trust at December 31, 2005, are summarized as
follows:
|
2005
|
||||
| Collective trust funds, at estimated fair value: | ||||
|
Fully
benefit-responsive
|
||||
|
RiverSource
Income Fund II
|
$ | 45,776,791 | ||
|
Non
benefit-responsive
|
||||
|
RiverSource
Emerging Growth Fund II
|
6,071,327 | |||
|
RiverSource
Equity Index Fund II
|
9,901,657 | |||
|
RiverSource
International Equity Index Fund II
|
573,466 | |||
|
RiverSource
Money Market Fund I
|
51,614 | |||
|
RiverSource
Small Cap Equity Index Fund II
|
798,922 | |||
|
Total
|
63,173,777 | |||
|
Mutual
funds, at quoted market price:
|
||||
|
RiverSource
New Dimensions Fund Y
|
1,429,753 | |||
|
Allianz
NFJ Small Capital Value Fund
|
6,318,756 | |||
|
Templeton
Foreign Fund
|
6,711,541 | |||
|
Vanguard
Total Stock Market Index Fund I
|
763,104 | |||
|
Washington
Mutual Investors Fund
|
1,427,704 | |||
|
Total
|
16,650,858 | |||
|
Denny’s
Corporation common stock at quoted market price
|
1,716,055 | |||
|
Loans
to participants, at estimated fair value
|
1,037,611 | |||
|
Total
investments at fair value
|
82,578,301 | |||
| Adjustment from fair value to contract value for fully benefit-responsive investment contracts | 441,116 | |||
|
Total
investments
|
$ | 83,019,417 | ||
| Plan’s investment in the Master Trust | $ | 40,982,423 | ||
|
Plan’s
investment in the Master Trust as a percentage of total
|
49.63 | % | ||
The
net
investment income for the Master Trust for the period ended January 31,
2006 and the year ended December 31, 2005 is summarized below:
|
2006
|
2005
|
|||||||
|
Net
appreciation (depreciation) in fair value of investments:
|
||||||||
|
Collective
trust funds
|
$ |
1,019,587
|
2,460,850
|
|||||
|
Mutual
funds
|
679,724
|
1,407,996
|
||||||
|
Denny's
Corporation common stock
|
34,035
|
(159,888 | ) | |||||
|
1,733,346
|
3,708,958
|
|||||||
|
Interest
and dividend income
|
—
|
44,950
|
||||||
|
Total
investment income
|
$ |
1,733,346
|
3,753,908
|
|||||
The
Plan’s share of the Master Trust investment income for the period ended
January 31, 2006 and the year ended December 31, 2005 was 53.5% and 49.7%,
respectively.
9
(5)
Employer Match Contributions
During
2006, it was noted that several employees did not properly receive the employer
matching contribution for various periods beginning in 1999. Based on the
Company’s analysis, it was determined that the Company owed approximately
$66,000 to these participants, which is shown as a receivable to the Plan
in the
accompanying statements of net assets available for benefits. In addition,
some
employees improperly received the employer matching contribution for various
periods beginning in 2002. Based on the Company’s analysis, it was
determined that these participants owed approximately $5,000 to the Company,
which is shown as a liability in the accompanying statements of net assets
available for benefits. On June 1, 2007, the applicable amounts were paid
to and
received from the Plan.
(6)
Party-in-Interest Transactions
For
the
year ended December 31, 2006, certain Plan investments consist of common
stock
of the Company and pooled, common and collective funds managed by Wells Fargo,
the trustee and, therefore, these transactions qualify as party-in-interest
transactions. Fees paid by the Plan to Wells Fargo for the year ended
December 31, 2006 amounted to approximately $37,000.
For
the
period ended January 31, 2006 and the year ended December 31, 2005, certain
Plan
investments consist of common stock of the Company and collective trust funds
managed by Ameriprise Financial, the trustee and, therefore, these transactions
qualify as party-in-interest transactions. There were no fees paid by the
Plan
to Ameriprise Financial for the year ended December 31, 2006. Fees paid by
the
Plan to Ameriprise Financial for the year ended December 31, 2005 amounted
to
approximately $47,000.
The
trust
also invests in common stock of the Plan’s sponsor. These transactions also
qualify as party-in-interest transactions.
(7)
Plan Termination
Although
it has not expressed any intention to do so, the Company has the right under
the
Plan to terminate the Plan subject to the provisions set forth in ERISA.
In the
event that the Plan is terminated participants would become 100% vested in
their
accounts.
(8)
Tax Status
The
Internal Revenue Service has determined and informed the
Company by a letter dated January 17, 2003, that the Plan is designed in
accordance with the
applicable sections of the
Internal Revenue Code (IRC).
The
Plan has been amended since
receiving the
determination letter,
however, the
Company believes that the
Plan in currently designed and
being operated in compliance with
applicable requirements
of the
IRC and Plan document.
10
(9)
Reconciliation of Financial Statements to Form 5500
The
following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500:
|
2006
|
2005
|
|||||||
|
Net
assets available for benefits per the financial statements
|
$ |
82,468,527
|
41,172,810 | |||||
|
Adjustment
from fair value to contract value for fully benefit-responsive
investment
contracts
|
(496,243 | ) | — | |||||
|
Net
assets available for benefits per the Form 5500
|
$ |
81,972,284
|
41,172,810 | |||||
The
following is a reconciliation of investment income per the financial statements
to the Form 5500:
|
2006
|
||||
|
Total
investment income per the financial statements
|
$ |
6,834,001
|
||
|
Adjustment
from fair value to contract value for fully benefit-responsive
investment
contracts
|
(496,243 | ) | ||
|
Total
investment income per the Form 5500
|
$ |
6,337,758
|
||
Fully
benefit-responsive contracts are recorded on the Form 5500 at fair value
versus
contract value on the financial statements.
11
Schedule
H, line 4i – Schedule of Assets (Held at End of Year)
December
31, 2006
|
Identity
of issuer, borrower or similar party
|
Description
of Investment
|
Market
Value
|
||||
|
Money
Market Funds
|
||||||
|
Wells
Fargo Short-Term Investment Fund G*
|
1,168,774
shares
|
$ |
1,168,774
|
|||
|
1,168,774
|
||||||
|
Pooled,
Common and Collective Funds
|
||||||
|
Fully
benefit-responsive
|
||||||
|
Wells
Fargo Stable Return Fund N*
|
882,724
shares
|
34,514,015
|
||||
|
Non
benefit-responsive
|
||||||
|
Wells
Fargo International Equity Index Fund G*
|
209,949
shares
|
3,130,339
|
||||
|
Wells
Fargo Russell 2000 Index Fund G*
|
618,991
shares
|
9,804,824
|
||||
|
47,449,178
|
||||||
|
Mutual
Funds
|
||||||
|
PIMCO
Real Return Bond Fund
|
300,960
shares
|
3,205,459
|
||||
|
PIMCO
Total Return Fund - Admin
|
311,427
shares
|
3,231,309
|
||||
|
American
Europacific Growth Fund
|
32,649
shares
|
1,501,223
|
||||
|
American
Growth Fund of America
|
60,195
shares
|
1,965,968
|
||||
|
Goldman
Sachs Growth Opportunities Fund
|
50,073
shares
|
1,088,076
|
||||
|
Harbor
International Fund
|
57,541
shares
|
3,543,350
|
||||
|
Ivy
Small Cap Growth Fund
|
6,811
shares
|
94,537
|
||||
|
Janus
Mid-Cap Value Fund
|
74,040
shares
|
1,762,887
|
||||
|
Royce
Pennsylvania Mutual Fund
|
30,143
shares
|
348,750
|
||||
|
T
Rowe Price Equity Income Fund
|
96,609
shares
|
2,849,971
|
||||
|
Vanguard
Total Stock Market Index
|
38,869
shares
|
1,325,034
|
||||
|
Wells
Fargo Advantage Index Fund*
|
179,819
shares
|
10,023,099
|
||||
| 30,939,663 | ||||||
|
Denny’s
Stock Fund - common stock at quoted market price *
|
195,677
shares
|
921,638
|
||||
|
Loans
to participants, at estimated fair value
|
Interest
rates ranging from 4.00% to 9.25% & maturity dates of 2007 through
2011
|
1,586,045
|
||||
|
Total
|
$ |
82,065,298
|
||||
|
*
-
Party-in-interest
|
||||||
See
accompanying report of independent registered public accounting
firm.
12
|
Number
|
Description
|
|
|
23
|
Consent
of Independent Registered Public Accounting
Firm.
|
The
Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan)
have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
| Denny's 401(k) Plan | |||
|
Date:
June 29,
2007
|
By:
|
/s/ Jay C. Gilmore | |
| Jay C. Gilmore | |||
| Vice President, | |||
| Chief Accounting Officer and | |||
| Corporate Controller and as member | |||
| of the Retirement Plan Committee | |||
| (administrator of Denny's 401(k) Plan) | |||
13