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DENNY'S Corp Major Shareholding Notification 2010

Jan 21, 2010

33370_mrq_2010-01-21_cdb67f60-2127-4f5a-82a0-620bd95533ab.zip

Major Shareholding Notification

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. ) 1

Denny’s Corporation

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

24869P104

(CUSIP Number)

STEVEN WOLOSKY, ESQ.

RON S. BERENBLAT, ESQ.

OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP

Park Avenue Tower

65 East 55th Street

New York, New York 10022

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

January 11, 2010

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨ .

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.


1 The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes ).

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON OAK
STREET CAPITAL MASTER FUND, LTD. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS WC | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION CAYMAN
ISLANDS | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 1,728,718 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 1,728,718 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,728,718 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% | |
| 14 | TYPE
OF REPORTING PERSON CO | |

2

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON OAK
STREET CAPITAL MANAGEMENT, LLC | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 1,825,843 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 1,825,843 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,825,843 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9% | |
| 14 | TYPE
OF REPORTING PERSON OO | |

3

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON DAVID
MAKULA | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION USA | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 1,825,843 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 1,825,843 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,825,843 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9% | |
| 14 | TYPE
OF REPORTING PERSON IN | |

4

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON PATRICK
WALSH | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS PF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION USA | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER 43,000 |
| | 8 | SHARED
VOTING POWER - 0
- |
| | 9 | SOLE
DISPOSITIVE POWER 43,000 |
| | 10 | SHARED
DISPOSITIVE POWER - 0
- |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,000 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON IN | |

5

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON SOUNDPOST
CAPITAL, LP | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS WC | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 1,384,259 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 1,384,259 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,384,259 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.4% | |
| 14 | TYPE
OF REPORTING PERSON PN | |

6

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON SOUNDPOST
CAPITAL OFFSHORE, LTD. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS WC | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION CAYMAN
ISLANDS | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 531,360 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 531,360 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 531,360 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON CO | |

7

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON SOUNDPOST
ADVISORS, LLC | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 1,384,259 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 1,384,259 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,384,259 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.4% | |
| 14 | TYPE
OF REPORTING PERSON OO | |

8

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON SOUNDPOST
PARTNERS, LP | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 890,741 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 890,741 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 890,741 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON PN | |

9

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON SOUNDPOST
INVESTMENTS, LLC | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 890,741 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 890,741 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 890,741 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON OO | |

10

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON JAIME
LESTER | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION USA | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 2,275,000 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 2,275,000 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,275,000 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.4% | |
| 14 | TYPE
OF REPORTING PERSON IN | |

11

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
OPPORTUNITY PARTNERS II, L.P. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS WC | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 338,500 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 338,500 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 338,500 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON PN | |

12

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
OPPORTUNITY PARTNERS II, LTD. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS WC | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION CAYMAN
ISLANDS | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 368,600 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 368,600 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 368,600 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON CO | |

13

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
OPPORTUNITY PARTNERS II GP, L.P. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 338,500 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 338,500 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 338,500 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON PN | |

14

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
CORP III, LLC | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 338,500 |
| | 9 | SOLE
DISPOSITIVE POWER -
0 - |
| | 10 | SHARED
DISPOSITIVE POWER 338,500 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 338,500 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON OO | |

15

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
PARTNERS, L.P. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 368,600 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 368,600 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 368,600 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON PN | |

16

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON LYRICAL
CORP I, LLC | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION DELAWARE | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 368,600 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 368,600 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 368,600 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON OO | |

17

CUSIP NO. 24869P104

| 1 | NAME
OF REPORTING PERSON JEFFREY
KESWIN | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC
USE ONLY | |
| 4 | SOURCE
OF FUNDS AF | |
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) | ¨ |
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION USA | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE
VOTING POWER - 0
- |
| | 8 | SHARED
VOTING POWER 707,100 |
| | 9 | SOLE
DISPOSITIVE POWER - 0
- |
| | 10 | SHARED
DISPOSITIVE POWER 707,100 |
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 707,100 | |
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | o |
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less
than 1% | |
| 14 | TYPE
OF REPORTING PERSON IN | |

18

CUSIP NO. 24869P104

The following constitutes the Schedule 13D filed by the undersigned (the “Schedule 13D”).

ITEM 1. Security and Issuer .

This statement relates to shares of the Common Stock, par value $0.01 per share (the “Shares”), of Denny’s Corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 203 East Main Street, Spartanburg, South Carolina 29319-0001.

ITEM 2. Identity and Background .

(a) This statement is filed by Oak Street Capital Master Fund, Ltd., a Cayman Islands exempted company (“Oak Street Master”), Oak Street Capital Management, LLC, a Delaware limited liability company (“Oak Street Management”), David Makula, Patrick Walsh, Soundpost Capital, LP, a Delaware limited partnership (“Soundpost Onshore”), Soundpost Capital Offshore, Ltd., a Cayman Islands exempted company (“Soundpost Offshore”), Soundpost Advisors, LLC, a Delaware limited liability company (“Soundpost Advisors”), Soundpost Partners, LP, a Delaware limited partnership (“Soundpost Partners”), Soundpost Investments, LLC, a Delaware limited liability company (“Soundpost Investments”), Jaime Lester, Lyrical Opportunity Partners II, L.P., a Delaware limited partnership (“Lyrical Onshore”), Lyrical Opportunity Partners II, Ltd., a Cayman Islands exempted company (“Lyrical Offshore”), Lyrical Opportunity Partners II GP, L.P., a Delaware limited partnership (“Lyrical Onshore GP”), Lyrical Corp III, LLC, a Delaware limited liability company (“Lyrical III”), Lyrical Partners, L.P., a Delaware limited partnership (“Lyrical Partners”), Lyrical Corp I, LLC, a Delaware limited liability company (“Lyrical I”), and Jeffrey Keswin. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

Oak Street Management is the investment manager of Oak Street Master and a managed account (the “Oak Street Account”). Oak Street Management has sole voting and dispositive power over the securities held in the Oak Street Account. Mr. Makula is the sole managing member of Oak Street Management.

Soundpost Advisors is the general partner of Soundpost Onshore. Soundpost Partners is the investment manager of each of Soundpost Offshore and a managed account (the “Soundpost Account”). Soundpost Partners has sole voting and dispositive power over the securities held in the Soundpost Account. Soundpost Investments is the general partner of Soundpost Partners. Mr. Lester is the sole managing member of Soundpost Advisors and Soundpost Investments.

Lyrical Onshore GP is the general partner of Lyrical Onshore. Lyrical III is the general partner of Lyrical Onshore GP. Lyrical Partners is the investment manager of Lyrical Offshore. Lyrical I is the general partner of Lyrical Partners. Mr. Keswin is the sole managing member of Lyrical III and Lyrical I.

Set forth on Schedule A annexed hereto is the name and present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of (i) the directors of Oak Street Master, (ii) the directors of Soundpost Offshore and (iii) the directors of Lyrical Offshore, as of the date hereof.

(b) The principal business address of Oak Street Master is c/o Goldman Sachs (Cayman) Trust, Limited, Gardenia Court, Suite 3307, 45 Market Street, Camana Bay, P.O. Box 896, Cayman Islands, KY1-1103. The principal business address of each of Oak Street Management and Messrs. Makula and Walsh is 111 S. Wacker Drive, 33 rd Floor, Chicago, Illinois 60606.

19

CUSIP NO. 24869P104

The principal business address of each of Soundpost Onshore, Soundpost Advisors, Soundpost Partners, Soundpost Investments and Mr. Lester is 405 Park Avenue, 6 th Floor, New York, New York 10022. The principal business address of Soundpost Offshore is Gardenia Court, Suite 3307, 45 Market Street, Camana Bay, P.O. Box 896, Grand Cayman, Cayman Islands, KY1-1103.

The principal business address of each of Lyrical Onshore, Lyrical Onshore GP, Lyrical III, Lyrical Partners, Lyrical I and Mr. Keswin is 405 Park Avenue, 6 th Floor, New York, New York 10022. The principal business address of Lyrical Offshore is c/o Ogier Fiduciary Services (Cayman) Limited, P.O. Box 1234 GT, Queensgate House, South Church Street, Grand Cayman, Cayman Islands, KY1-1108.

(c) The principal business of Oak Street Master is investing in securities. The principal business of Oak Street Management is serving as the investment manager of Oak Street Master and the Oak Street Account. The principal occupation of Mr. Makula is serving as the managing member of Oak Street Management. The principal occupation of Mr. Walsh is serving as a Senior Partner of Oak Street Management.

The principal business of Soundpost Advisors is providing investment management services to private individuals and institutions and serving as the general partner of Soundpost Onshore. The principal business of Soundpost Partners is providing investment management services to private individuals and institutions and serving as the investment manager of each of Soundpost Offshore and the Soundpost Account. The principal business of each of Soundpost Onshore and Soundpost Offshore is investing in securities. The principal business of Soundpost Investments is serving as the general partner of Soundpost Partners. The principal occupation of Mr. Lester is serving as the managing member of Soundpost Advisors and Soundpost Investments.

The principal business of Lyrical Onshore GP is providing investment management services to private individuals and institutions and serving as the general partner of Lyrical Onshore. The principal business of Lyrical Partners is providing investment management services to private individuals and institutions and serving as the investment manager of Lyrical Offshore. The principal business of each of Lyrical Onshore and Lyrical Offshore is investing in securities. The principal business of Lyrical III is serving as the general partner of Lyrical Onshore GP. The principal business of Lyrical I is serving as the general partner of Lyrical Partners. The principal occupation of Mr. Keswin is serving as the managing member of Lyrical III and Lyrical I.

(d) No Reporting Person or any person listed in Schedule A annexed hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) No Reporting Person or any person listed in Schedule A annexed hereto has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Each of Messrs. Makula, Walsh, Lester and Keswin is a citizen of the United States of America. The citizenships of the persons listed on Schedule A are set forth thereon.

ITEM 3. Source and Amount of Funds or Other Consideration .

The aggregate purchase price of the 1,728,718 Shares owned directly by Oak Street Master is approximately $3,967,456, including brokerage commissions. The Shares owned directly by Oak Street Master were acquired with the working capital of such entity.

20

CUSIP NO. 24869P104

The aggregate purchase price of the 97,125 Shares held in the Oak Street Account is approximately $222,913, including brokerage commissions. The Shares held in the Oak Street Account were acquired with the funds of clients of Oak Street Management.

The aggregate purchase price of the 43,000 Shares owned directly by Mr. Walsh is approximately $98,255, including brokerage commissions. The Shares owned directly by Mr. Walsh were acquired with personal funds.

The aggregate purchase price of the 1,384,259 Shares owned directly by Soundpost Onshore is approximately $3,315,983, including brokerage commissions. The aggregate purchase price of the 531,360 Shares owned directly by Soundpost Offshore is approximately $1,263,775, including brokerage commissions. The Shares owned directly by Soundpost Onshore and Soundpost Offshore were acquired with the respective working capital of such entities.

The aggregate purchase price of the 359,381 Shares held in the Soundpost Account is approximately $865,854, including brokerage commissions. The Shares held in the Soundpost Account were acquired with the funds of clients of Soundpost Partners.

The aggregate purchase price of the 338,500 Shares owned directly by Lyrical Onshore is approximately $782,252, including brokerage commissions. The aggregate purchase price of the 368,600 Shares owned directly by Lyrical Offshore is approximately $852,107, including brokerage commissions. The Shares owned directly by Lyrical Onshore and Lyrical Offshore were acquired with the respective working capital of such entities.

The securities reported herein are held primarily in margin accounts maintained with prime brokers, which may extend margin credit as and when required to open or carry positions in the margin accounts, subject to applicable federal margin regulations, stock exchange rules and the prime brokers’ credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.

ITEM 4. Purpose of Transaction .

The Reporting Persons purchased the Shares based on their belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase of additional Shares desirable, the Reporting Persons may endeavor to increase their respective positions in the Issuer through, among other things, the purchase of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.

No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon completion of any of the actions discussed above. The Reporting Persons intend to review their respective investments in the Issuer on a continuing basis and engage in discussions with management, the Board of Directors, shareholders and franchisees of the Issuer concerning the business, operations and future plans of the Issuer. Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their respective investments in the Issuer as they deem appropriate including, without limitation, seeking Board representation, making proposals to the Issuer concerning changes to the capitalization, ownership structure or operations of the Issuer, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares or changing their intention with respect to any and all matters referred to in Item 4.

21

CUSIP NO. 24869P104

ITEM 5. Interest in Securities of the Issuer .

(a) The aggregate percentage of Shares reported owned by each person named herein is based upon 96,605,496 Shares outstanding, which is the total number of Shares outstanding as reported in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on October 30, 2009.

As of the close of business on January 20, 2010, Oak Street Master owned directly 1,728,718 Shares, constituting approximately 1.8% of the Shares outstanding. By virtue of their relationships with Oak Street Master discussed in further detail in Item 2, each of Oak Street Management and Mr. Makula may be deemed to beneficially own the Shares owned directly by Oak Street Master.

As of the close of business on January 20, 2010, 97,125 Shares, constituting less than 1% of the Shares outstanding, were held in the Oak Street Account. By virtue of their relationships with the Oak Street Account discussed in further detail in Item 2, each of Oak Street Management and Mr. Makula may be deemed to beneficially own the Shares held in the Oak Street Account.

As of the close of business on January 20, 2010, Mr. Walsh owned directly 43,000 Shares, constituting less than 1% of the Shares outstanding.

As of the close of business on January 20, 2010, Soundpost Onshore owned directly 1,384,259 Shares, constituting approximately 1.4% of the Shares outstanding. As of the close of business on January 20, 2010, Soundpost Offshore owned directly 531,360 Shares, constituting less than 1% of the Shares outstanding. By virtue of their relationships with Soundpost Onshore discussed in further detail in Item 2, each of Soundpost Advisors and Mr. Lester may be deemed to beneficially own the Shares owned directly by Soundpost Onshore. By virtue of their relationships with Soundpost Offshore discussed in further detail in Item 2, each of Soundpost Partners, Soundpost Investments and Mr. Lester may be deemed to beneficially own the Shares owned directly by Soundpost Offshore.

As of the close of business on January 20, 2010, 359,381 Shares, constituting less than 1% of the Shares outstanding, were held in the Soundpost Account. By virtue of their relationships with the Soundpost Account discussed in further detail in Item 2, each of Soundpost Partners, Soundpost Investments and Mr. Lester may be deemed to beneficially own the Shares held in the Soundpost Account.

As of the close of business on January 20, 2010, Lyrical Onshore owned directly 338,500 Shares, constituting less than 1% of the Shares outstanding. As of the close of business on January 20, 2010, Lyrical Offshore owned directly 368,600 Shares, constituting less than 1% of the Shares outstanding. By virtue of their relationships with Lyrical Onshore discussed in further detail in Item 2, each of Lyrical Onshore GP, Lyrical III and Mr. Keswin may be deemed to beneficially own the Shares owned directly by Lyrical Onshore. By virtue of their relationships with Lyrical Offshore discussed in further detail in Item 2, each of Lyrical Partners, Lyrical I and Mr. Keswin may be deemed to beneficially own the Shares owned directly by Lyrical Offshore.

This statement reports an aggregate of 4,850,943 Shares, constituting approximately 5.0% of the Shares outstanding.

Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any Shares he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.

22

CUSIP NO. 24869P104

(b) Oak Street Management, Mr. Makula and Oak Street Master have shared voting and dispositive power with respect to the Shares owned directly by Oak Street Master. Oak Street Management and Mr. Makula have shared voting and dispositive power with respect to the Shares held in the Oak Street Account. Mr. Walsh has sole voting and dispositive power with respect to the Shares he owns directly.

Soundpost Advisors, Mr. Lester and Soundpost Onshore have shared voting and dispositive power with respect to the Shares owned directly by Soundpost Onshore. Soundpost Partners, Soundpost Investments, Mr. Lester and Soundpost Offshore have shared voting and dispositive power with respect to the Shares owned directly by Soundpost Offshore. Soundpost Partners, Soundpost Investments and Mr. Lester have shared voting and dispositive power with respect to the Shares held in the Soundpost Account.

Lyrical Onshore GP, Lyrical III, Mr. Keswin and Lyrical Onshore have shared voting and dispositive power with respect to the Shares owned directly by Lyrical Onshore. Lyrical Partners, Lyrical I, Mr. Keswin and Lyrical Offshore have shared voting and dispositive power with respect to the Shares owned directly by Lyrical Offshore.

(c) Schedule B annexed hereto lists all transactions in securities of the Issuer during the past sixty days by the Reporting Persons. All of such transactions were effected in the open market.

(d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares, except for (i) clients of Oak Street Management with respect to the Shares held in the Oak Street Account and (ii) clients of Soundpost Partners with respect to the Shares held in the Soundpost Account.

(e) Not applicable.

ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer .

Pursuant to Rule 13d-1(k) promulgated under the Exchange Act, the Reporting Persons have entered into an agreement with respect to the joint filing of this statement, and any amendment or amendments thereto. Except as set forth herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.

ITEM 7. Material to be Filed as Exhibits .

99.1 Joint Filing Agreement by and among Oak Street Capital Master Fund, Ltd., Oak Street Capital Management, LLC, David Makula, Patrick Walsh, Soundpost Capital, LP, Soundpost Capital Offshore, Ltd., Soundpost Advisors, LLC, Soundpost Partners, LP, Soundpost Investments, LLC, Jaime Lester, Lyrical Opportunity Partners II, L.P., Lyrical Opportunity Partners II, Ltd., Lyrical Opportunity Partners II GP, L.P., Lyrical Corp III, LLC, Lyrical Partners, L.P., Lyrical Corp I, LLC, and Jeffrey Keswin dated January 21, 2010.

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CUSIP NO. 24869P104

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

| Dated:
January 21, 2010 | |
| --- | --- |
| By: | Oak
Street Capital Management, LLC Investment
Manager |
| By: | /s/
David Makula |
| | David
Makula Managing
Member |

| OAK
STREET CAPITAL MANAGEMENT, LLC | |
| --- | --- |
| By: | /s/
David Makula |
| | David
Makula Managing
Member |

| /s/
David Makula |
| --- |
| DAVID
MAKULA |

| /s/
Patrick Walsh |
| --- |
| PATRICK
WALSH |

24

CUSIP NO. 24869P104

| SOUNDPOST
CAPITAL, LP | |
| --- | --- |
| By: | Soundpost
Advisors, LLC General
Partner |
| By: | /s/
Jaime Lester |
| | Jaime
Lester Managing
Member |

| SOUNDPOST
CAPITAL OFFSHORE, LTD. | |
| --- | --- |
| By: | Soundpost
Partners, LP Investment
Manager |
| By: | Soundpost
Investments, LLC General
Partner |
| By: | /s/
Jaime Lester |
| | Jaime
Lester Managing
Member |

| SOUNDPOST
ADVISORS, LLC | |
| --- | --- |
| By: | /s/
Jaime Lester |
| | Jaime
Lester Managing
Member |

| SOUNDPOST
PARTNERS, LP | |
| --- | --- |
| By: | Soundpost
Investments, LLC General
Partner |
| By: | /s/
Jaime Lester |
| | Jaime
Lester Managing
Member |

| SOUNDPOST
INVESTMENTS, LLC | |
| --- | --- |
| By: | /s/
Jaime Lester |
| | Jaime
Lester Managing
Member |

| /s/
Jaime Lester |
| --- |
| JAIME LESTER |

25

CUSIP NO. 24869P104

| LYRICAL
OPPORTUNITY PARTNERS II, L.P. | |
| --- | --- |
| By: | Lyrical
Opportunity Partners II GP, L.P. General
Partner |
| By: | Lyrical
Corp III, LLC General
Partner |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

| LYRICAL
OPPORTUNITY PARTNERS II, LTD. | |
| --- | --- |
| By: | Lyrical
Partners, L.P. Investment
Manager |
| By: | Lyrical
Corp I, LLC General
Partner |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

| LYRICAL
OPPORTUNITY PARTNERS II GP, L.P. | |
| --- | --- |
| By: | Lyrical
Corp III, LLC General
Partner |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

| LYRICAL
CORP III, LLC | |
| --- | --- |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

| LYRICAL
PARTNERS, L.P. | |
| --- | --- |
| By: | Lyrical
Corp I, LLC General
Partner |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

26

CUSIP NO. 24869P104

| LYRICAL
CORP I, LLC | |
| --- | --- |
| By: | /s/
Jeffrey Keswin |
| | Jeffrey
Keswin Managing
Member |

| /s/
Jeffrey Keswin |
| --- |
| JEFFREY
KESWIN |

27

CUSIP NO. 24869P104

SCHEDULE A

Directors of Oak Street Capital Master Fund, Ltd.

Name Principal Occupation Principal Business Address Citizenship
Ronan
Guilfoyle Manager
of dms Management Ltd., a
management company c/o
dms Management Ltd. P.O.
Box 31910 dms
House, 20 Genesis Close Grand
Cayman Cayman
Islands KY1-1208 Ireland
Roger
H. Hanson Director
of dms Management Ltd., a
management company c/o
dms Management Ltd. P.O.
Box 31910 dms
House, 20 Genesis Close Grand
Cayman Cayman
Islands KY1-1208 United
Kingdom
David
Makula See
Item 2 See
Item 2 See
Item 2

Directors of Soundpost Capital Offshore, Ltd.

Name Principal Occupation Principal Business Address Citizenship
Ian
Goodall Manager
of International Management Services Ltd., a
management company c/o
International Management Services Ltd. Harbour
Centre, 4 th Floor North
Church Street P.O.
Box 61 George
Town Grand
Cayman Cayman
Islands KY1-1102 United
Kingdom
Sarah
Kelly Manager
of International Management Services Ltd., a
management company c/o
International Management Services Ltd. Harbour
Centre, 4 th Floor North
Church Street P.O.
Box 61 George
Town Grand
Cayman Cayman
Islands KY1-1102 United
Kingdom
Jaime
Lester See
Item 2 See
Item 2 See
Item 2

CUSIP NO. 24869P104

Directors of Lyrical Opportunity Partners II, Ltd.

Name Principal Occupation Principal Business Address Citizenship
Evan
Burtton Senior
Manager of Fund Services at Ogier Fiduciary
Services (Cayman) Limited, a
fiduciary services firm c/o
Ogier Fiduciary Services (Cayman) Limited P.O.
Box 1234 GT Queensgate
House South
Church Street Grand
Cayman Cayman
Islands KY1-1108 New
Zealand
Victor
Pisante Founder,
Bluehouse Capital Advisors Ltd., a
real estate private equity firm c/o
Bluehouse Capital Advisors Ltd. 6,
Othonos Street 105
57 Athens Greece Italy
Jeffrey
Keswin See
Item 2 See
Item 2 See
Item 2

CUSIP NO. 24869P104

SCHEDULE B

Transactions in the Securities of the Issuer During the Past 60 Days

Class of Security Securities Purchased / (Sold) Price Per Share ($) Date of Purchase / Sale

OAK STREET CAPITAL MASTER FUND, LTD.

| Common
Stock | 47,500 | 2.2814 | 11/12/09 |
| --- | --- | --- | --- |
| Common
Stock | 23,625 | 2.2380 | 11/13/09 |
| Common
Stock | 94,500 | 2.3393 | 11/18/09 |
| Common
Stock | 118,750 | 2.2358 | 11/20/09 |
| Common
Stock | 47,500 | 2.2286 | 11/23/09 |
| Common
Stock | 21,375 | 2.4300 | 12/15/09 |
| Common
Stock | 11,685 | 2.4155 | 12/16/09 |
| Common
Stock | 9,310 | 2.4402 | 12/17/09 |
| Common
Stock | 95,000 | 2.2875 | 12/23/09 |
| Common
Stock | 47,500 | 2.2800 | 12/24/09 |
| Common
Stock | 95,000 | 2.2153 | 12/28/09 |
| Common
Stock | 47,500 | 2.1899 | 12/29/09 |
| Common
Stock | 23,750 | 2.1600 | 12/31/09 |

OAK STREET CAPITAL MANAGEMENT, LLC

(Through Oak Street Account)

| Common
Stock | 2,500 | 2.2814 | 11/12/09 |
| --- | --- | --- | --- |
| Common
Stock | 1,375 | 2.2380 | 11/13/09 |
| Common
Stock | 5,500 | 2.3393 | 11/18/09 |
| Common
Stock | 6,250 | 2.2358 | 11/20/09 |
| Common
Stock | 2,500 | 2.2286 | 11/23/09 |
| Common
Stock | 1,125 | 2.4300 | 12/15/09 |
| Common
Stock | 615 | 2.4155 | 12/16/09 |
| Common
Stock | 490 | 2.4402 | 12/17/09 |
| Common
Stock | 5,000 | 2.2875 | 12/23/09 |
| Common
Stock | 2,500 | 2.2800 | 12/24/09 |
| Common
Stock | 5,000 | 2.2153 | 12/28/09 |
| Common
Stock | 2,500 | 2.1899 | 12/29/09 |
| Common
Stock | 1,250 | 2.1600 | 12/31/09 |

CUSIP NO. 24869P104

PATRICK WALSH

| Common
Stock | 100 | 2.1601 | 11/13/09 |
| --- | --- | --- | --- |
| Common
Stock | 381 | 2.2117 | 11/13/09 |
| Common
Stock | 519 | 2.2165 | 11/13/09 |
| Common
Stock | 2,000 | 2.2264 | 11/20/09 |
| Common
Stock | 2,000 | 2.2364 | 11/23/09 |
| Common
Stock | 2,000 | 2.1965 | 11/24/09 |
| Common
Stock | 2,000 | 2.2464 | 12/01/09 |
| Common
Stock | 3,000 | 2.2776 | 12/21/09 |
| Common
Stock | 2,000 | 2.2664 | 12/21/09 |
| Common
Stock | 800 | 2.2813 | 12/21/09 |
| Common
Stock | 1,200 | 2.2841 | 12/21/09 |
| Common
Stock | 1,000 | 2.2825 | 12/21/09 |
| Common
Stock | 500 | 2.2755 | 12/21/09 |
| Common
Stock | 500 | 2.2760 | 12/21/09 |
| Common
Stock | 2,000 | 2.3464 | 12/21/09 |
| Common
Stock | 1,500 | 2.2848 | 12/21/09 |
| Common
Stock | 1,000 | 2.2829 | 12/22/09 |
| Common
Stock | 625 | 2.2283 | 12/28/09 |
| Common
Stock | 475 | 2.2353 | 12/28/09 |
| Common
Stock | 2,000 | 2.1964 | 12/29/09 |
| Common
Stock | 5,000 | 2.2086 | 12/31/09 |
| Common
Stock | 1,000 | 2.1629 | 12/31/09 |

SOUNDPOST CAPITAL, LP

| Common
Stock | 30,925 | 2.2609 | 11/25/09 |
| --- | --- | --- | --- |
| Common
Stock | 18,555 | 2.2024 | 11/27/09 |
| Common
Stock | 4,949 | 2.1958 | 11/30/09 |
| Common
Stock | 30,930 | 2.2374 | 11/30/09 |

CUSIP NO. 24869P104

| Common
Stock | 12,372 | 2.1970 | 11/30/09 |
| --- | --- | --- | --- |
| Common
Stock | 5,567 | 2.1926 | 11/30/09 |
| Common
Stock | 124 | 2.2475 | 12/01/09 |
| Common
Stock | 44,500 | 2.2689 | 12/01/09 |
| Common
Stock | 89 | 2.2900 | 12/01/09 |
| Common
Stock | 43,820 | 2.3203 | 12/02/09 |
| Common
Stock | 32,516 | 2.3245 | 12/02/09 |
| Common
Stock | 32,909 | 2.3625 | 12/03/09 |
| Common
Stock | 40,507 | 2.3849 | 12/03/09 |
| Common
Stock | 42,348 | 2.3821 | 12/03/09 |
| Common
Stock | 53,292 | 2.4624 | 12/04/09 |
| Common
Stock | 36,558 | 2.4792 | 12/04/09 |
| Common
Stock | 61,909 | 2.5393 | 12/07/09 |
| Common
Stock | 46,431 | 2.5490 | 12/07/09 |
| Common
Stock | 66,804 | 2.5320 | 12/07/09 |
| Common
Stock | 29,741 | 2.4709 | 12/08/09 |
| Common
Stock | 15,972 | 2.4776 | 12/08/09 |
| Common
Stock | 104,254 | 2.4583 | 12/09/09 |
| Common
Stock | 61,909 | 2.4557 | 12/09/09 |
| Common
Stock | 248 | 2.4200 | 12/10/09 |
| Common
Stock | 94,720 | 2.4412 | 12/10/09 |
| Common
Stock | 123,817 | 2.4325 | 12/10/09 |
| Common
Stock | 3,949 | 2.4344 | 12/11/09 |
| Common
Stock | 12,691 | 2.4433 | 12/14/09 |
| Common
Stock | 30,954 | 2.4419 | 12/15/09 |
| Common
Stock | 10,648 | 2.4328 | 12/16/09 |
| Common
Stock | 30,954 | 2.4391 | 12/17/09 |
| Common
Stock | 15,477 | 2.4236 | 12/18/09 |
| Common
Stock | 91,479 | 2.2999 | 12/22/09 |
| Common
Stock | 6,191 | 2.2892 | 12/23/09 |
| Common
Stock | 36,846 | 2.2249 | 01/04/10 |
| Common
Stock | (21,181) | 2.1900 | 01/04/10 |
| Common
Stock | 38,577 | 2.2351 | 01/05/10 |

CUSIP NO. 24869P104

| Common
Stock | 41,074 | 2.2188 | 01/06/10 |
| --- | --- | --- | --- |
| Common
Stock | 15,212 | 2.2481 | 01/07/10 |
| Common
Stock | 21,296 | 2.2957 | 01/08/10 |
| Common
Stock | 14,326 | 2.2912 | 01/11/10 |

SOUNDPOST CAPITAL OFFSHORE, LTD.

| Common
Stock | 10,680 | 2.2609 | 11/25/09 |
| --- | --- | --- | --- |
| Common
Stock | 6,408 | 2.2024 | 11/27/09 |
| Common
Stock | 1,708 | 2.1958 | 11/30/09 |
| Common
Stock | 10,679 | 2.2374 | 11/30/09 |
| Common
Stock | 4,271 | 2.1970 | 11/30/09 |
| Common
Stock | 1,923 | 2.1926 | 11/30/09 |
| Common
Stock | 42 | 2.2475 | 12/01/09 |
| Common
Stock | 15,363 | 2.2689 | 12/01/09 |
| Common
Stock | (418) | 2.2900 | 12/01/09 |
| Common
Stock | 14,941 | 2.3203 | 12/02/09 |
| Common
Stock | 11,226 | 2.3245 | 12/02/09 |
| Common
Stock | 11,221 | 2.3625 | 12/03/09 |
| Common
Stock | 13,812 | 2.3849 | 12/03/09 |
| Common
Stock | 14,439 | 2.3821 | 12/03/09 |
| Common
Stock | 18,170 | 2.4624 | 12/04/09 |
| Common
Stock | 12,465 | 2.4792 | 12/04/09 |
| Common
Stock | 21,108 | 2.5393 | 12/07/09 |
| Common
Stock | 15,831 | 2.5490 | 12/07/09 |
| Common
Stock | 22,778 | 2.5320 | 12/07/09 |
| Common
Stock | 10,140 | 2.4709 | 12/08/09 |
| Common
Stock | 5,446 | 2.4776 | 12/08/09 |
| Common
Stock | 35,546 | 2.4583 | 12/09/09 |
| Common
Stock | 21,108 | 2.4557 | 12/09/09 |
| Common
Stock | 84 | 2.4200 | 12/10/09 |
| Common
Stock | 32,295 | 2.4412 | 12/10/09 |
| Common
Stock | 42,216 | 2.4325 | 12/10/09 |
| Common
Stock | 1,346 | 2.4344 | 12/11/09 |

CUSIP NO. 24869P104

| Common
Stock | 4,327 | 2.4433 | 12/14/09 |
| --- | --- | --- | --- |
| Common
Stock | 10,554 | 2.4419 | 12/15/09 |
| Common
Stock | 3,631 | 2.4328 | 12/16/09 |
| Common
Stock | 10,554 | 2.4391 | 12/17/09 |
| Common
Stock | 5,277 | 2.4236 | 12/18/09 |
| Common
Stock | 31,190 | 2.2999 | 12/22/09 |
| Common
Stock | 2,111 | 2.2892 | 12/23/09 |
| Common
Stock | 14,139 | 2.2249 | 01/04/10 |
| Common
Stock | 44,663 | 2.1900 | 01/04/10 |
| Common
Stock | 14,808 | 2.2351 | 01/05/10 |
| Common
Stock | 15,766 | 2.2188 | 01/06/10 |
| Common
Stock | 5,838 | 2.2481 | 01/07/10 |
| Common
Stock | 8,175 | 2.2957 | 01/08/10 |
| Common
Stock | 5,499 | 2.2912 | 01/11/10 |

SOUNDPOST PARTNERS, LP

(Through Soundpost Account)

| Common
Stock | 8,395 | 2.2609 | 11/25/09 |
| --- | --- | --- | --- |
| Common
Stock | 5,037 | 2.2024 | 11/27/09 |
| Common
Stock | 1,343 | 2.1958 | 11/30/09 |
| Common
Stock | 8,391 | 2.2374 | 11/30/09 |
| Common
Stock | 3,357 | 2.1970 | 11/30/09 |
| Common
Stock | 1,510 | 2.1926 | 11/30/09 |
| Common
Stock | 34 | 2.2475 | 12/01/09 |
| Common
Stock | 12,073 | 2.2689 | 12/01/09 |
| Common
Stock | 329 | 2.2900 | 12/01/09 |
| Common
Stock | 12,021 | 2.3203 | 12/02/09 |
| Common
Stock | 8,822 | 2.3245 | 12/02/09 |
| Common
Stock | 9,028 | 2.3625 | 12/03/09 |
| Common
Stock | 11,112 | 2.3849 | 12/03/09 |
| Common
Stock | 11,617 | 2.3821 | 12/03/09 |
| Common
Stock | 14,620 | 2.4624 | 12/04/09 |
| Common
Stock | 10,029 | 2.4792 | 12/04/09 |

CUSIP NO. 24869P104

| Common
Stock | 16,983 | 2.5393 | 12/07/09 |
| --- | --- | --- | --- |
| Common
Stock | 12,738 | 2.5490 | 12/07/09 |
| Common
Stock | 18,326 | 2.5320 | 12/07/09 |
| Common
Stock | 8,159 | 2.4709 | 12/08/09 |
| Common
Stock | 4,382 | 2.4776 | 12/08/09 |
| Common
Stock | 28,600 | 2.4583 | 12/09/09 |
| Common
Stock | 16,983 | 2.4557 | 12/09/09 |
| Common
Stock | 68 | 2.4200 | 12/10/09 |
| Common
Stock | 25,985 | 2.4412 | 12/10/09 |
| Common
Stock | 33,967 | 2.4325 | 12/10/09 |
| Common
Stock | 1,083 | 2.4344 | 12/11/09 |
| Common
Stock | 3,482 | 2.4433 | 12/14/09 |
| Common
Stock | 8,492 | 2.4419 | 12/15/09 |
| Common
Stock | 2,921 | 2.4328 | 12/16/09 |
| Common
Stock | 8,492 | 2.4391 | 12/17/09 |
| Common
Stock | 4,246 | 2.4236 | 12/18/09 |
| Common
Stock | 25,096 | 2.2999 | 12/22/09 |
| Common
Stock | 1,698 | 2.2892 | 12/23/09 |
| Common
Stock | 9,567 | 2.2249 | 01/04/10 |
| Common
Stock | (23,482) | 2.1900 | 01/04/10 |
| Common
Stock | 10,015 | 2.2351 | 01/05/10 |
| Common
Stock | 10,664 | 2.2188 | 01/06/10 |
| Common
Stock | 3,950 | 2.2481 | 01/07/10 |
| Common
Stock | 5,529 | 2.2957 | 01/08/10 |
| Common
Stock | 3,719 | 2.2912 | 01/11/10 |

LYRICAL OPPORTUNITY PARTNERS II, L.P.

| Common
Stock | 6,800 | 2.4395 | 12/15/09 |
| --- | --- | --- | --- |
| Common
Stock | 14,700 | 2.4515 | 12/16/09 |
| Common
Stock | 36,700 | 2.4265 | 12/17/09 |
| Common
Stock | 10,800 | 2.4324 | 12/18/09 |
| Common
Stock | 21,600 | 2.3035 | 12/21/09 |
| Common
Stock | 47,300 | 2.2890 | 12/22/09 |

CUSIP NO. 24869P104

| Common
Stock | 146,000 | 2.2789 | 12/23/09 |
| --- | --- | --- | --- |
| Common
Stock | 22,900 | 2.2082 | 12/28/09 |
| Common
Stock | 24,600 | 2.2053 | 12/29/09 |
| Common
Stock | 6,200 | 2.2700 | 01/11/10 |
| Common
Stock | 900 | 2.2900 | 01/12/10 |

LYRICAL OPPORTUNITY PARTNERS II, LTD.

| Common
Stock | 7,600 | 2.4395 | 12/15/09 |
| --- | --- | --- | --- |
| Common
Stock | 16,300 | 2.4515 | 12/16/09 |
| Common
Stock | 40,800 | 2.4265 | 12/17/09 |
| Common
Stock | 12,100 | 2.4324 | 12/18/09 |
| Common
Stock | 23,941 | 2.3035 | 12/21/09 |
| Common
Stock | 52,700 | 2.2890 | 12/22/09 |
| Common
Stock | 162,659 | 2.2789 | 12/23/09 |
| Common
Stock | 25,200 | 2.2082 | 12/28/09 |
| Common
Stock | 27,300 | 2.2053 | 12/29/09 |