Delaware | 001-8308 | 74-1335253 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) |
13111 Northwest Freeway, Suite 600 Houston, Texas 77040 | ||
(Address of principal executive offices, including zip code) |
(713) 329-6800 | ||
(Registrant's telephone number, including area code) |
(Former name, former address and former fiscal year, if changed since last report) |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class | Trading Symbol(s) | Name of each exchange at which registered |
Common Stock ($0.32 par value per share) | LUB | New York Stock Exchange |
Common Stock Purchase Rights | N/A | New York Stock Exchange |
Item 2.02. | Results of Operations and Financial Condition. |
Item 9.01. | Financial Statements and Exhibits. |
Luby’s Press Release dated July 15, 2019 |
LUBY'S, INC. | |||||
(Registrant) | |||||
Date: | July 15, 2019 | By: | /s/Christopher J. Pappas | ||
Christopher J. Pappas | |||||
President and Chief Executive Officer |
Exhibit No. | Description |
Luby’s Press Release dated July 15, 2019 |
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For additional information contact: | ||
FOR IMMEDIATE RELEASE | Dennard-Lascar Associates | |
Rick Black / Ken Dennard | ||
Investor Relations | ||
713-529-6600 |
• | Same-store sales decreased 4.0% |
• | Culinary Contract Services sales increased by 14% to $7.6 million, up from $6.6 million and segment profit increased $0.2 million with margins above 10% |
• | Five company owned Fuddruckers restaurants were re-franchised. |
• | Loss from continuing operations of $5.3 million compared to loss of $14.1 million in the third quarter fiscal 2018 |
• | Store level profit as a percent of restaurant sales was 10.2%, up from 8.5% -- a 170 basis points improvement (see non-GAAP reconciliation below) |
• | Adjusted EBITDA decreased $0.3 million (see non-GAAP reconciliation below) |
Q1 2019 | Q2 2019 | Q3 2019 | YTD 2019 | |
Luby's Cafeterias | (3.0)% | (2.2)% | (3.1)% | (2.8)% |
Fuddruckers | (11.2)% | (5.3)% | (6.1)% | (8.0)% |
Combo locations (1) | (11.1)% | (7.1)% | (4.8)% | (8.1)% |
Cheeseburger in Paradise | (0.6)% | (3.1)% | (4.4)% | (2.6)% |
Total same-store sales (2) | (5.5)% | (3.3)% | (4.0)% | (4.4)% |
(1) | Combo locations consist of a side-by-side Luby’s Cafeteria and Fuddruckers Restaurant at one property location. |
(2) | Luby’s includes a restaurant’s sales results into the same-store sales calculation in the quarter after that store has been open for six complete consecutive quarters. In the third quarter, there were 74 Luby’s Cafeterias locations, 43 Fuddruckers locations, all six Combo locations, and one Cheeseburger in Paradise location that met the definition of same-stores. |
Restaurant Brand | Q3 2019 | Q3 2018 | Change ($) | Change (%) | |||||||
Luby’s Cafeterias | $ | 45,062 | $ | 49,067 | $ | (4,005 | ) | (8.2 | )% | ||
Fuddruckers | 15,312 | 20,622 | (5,310 | ) | (25.7 | )% | |||||
Combo locations | 4,591 | 4,821 | (230 | ) | (4.8 | )% | |||||
Cheeseburger in Paradise | 778 | 3,293 | (2,515 | ) | (76.4 | )% | |||||
Other Revenue | (132 | ) | — | (132 | ) | ||||||
Total Restaurant Sales | $ | 65,611 | $ | 77,803 | $ | (12,192 | ) | (15.7 | )% |
• | Luby’s Cafeterias sales decreased $4.0 million versus the third quarter fiscal 2018, due to the closure of six locations over the prior year and a 3.1% decrease in Luby’s same-store sales. The decrease in same-store sales was the result of a 1.2% decrease in guest traffic and a 2.0% decrease in average spend per guest. |
• | Fuddruckers sales at company-owned restaurants decreased $5.3 million versus the third quarter fiscal 2018, due to 18 restaurant closings and a 6.1% decrease in same-store sales. The decrease in same-store sales was the result of a 8.7% decrease in guest traffic, partially offset by a 2.8% increase in average spend per guest. |
• | Combo location sales decreased $0.2 million, or 4.8%, versus third quarter fiscal 2018. |
• | Cheeseburger in Paradise sales decreased $2.5 million. The decrease in sales is related to reducing operations to a single store compared to operating seven locations in the third quarter fiscal 2018. |
• | Loss from continuing operations was $5.3 million, or $0.18 per diluted share, compared to a loss of $14.1 million, or $0.47 per diluted share, in the third quarter fiscal 2018. |
• | Store level profit, defined as restaurant sales plus vending revenue less cost of food, payroll and related costs, other operating expenses, and occupancy costs, was $6.7 million, or 10.2% of restaurant sales, in the third quarter compared to $6.6 million, or 8.5% of restaurant sales, in the third quarter fiscal 2018. The improvement in store level profit, despite a decline in same-store sales, was the result of effective cost management in several areas. Food costs as percent of restaurant sales decreased as we focused on a return to "classic favorites" with favorable food costs. Our restaurant supplies expense and repairs and maintenance expense continued to experience significant reductions over prior year as these areas remained areas of opportunity for cost management. We also continue to effectively manage our hourly labor costs on a per store basis through efficient restaurant staffing. Store level profit is a non-GAAP measure, and reconciliation to loss from continuing operations is presented after the financial statements. |
• | Culinary Contract Services revenue increased by $0.9 million to $7.6 million with 32 operating locations during the third quarter. New locations contributed the bulk of the revenue increase. Culinary Contract Services profit margin increased to 10.3% of Culinary Contract Services sales in the third quarter compared to 8.1% in the third quarter fiscal 2018. |
• | Selling, general and administrative expenses increased $0.9 million. Included in this increase is additional marketing and advertising spending of $0.6 million as we commit to investments in our digital media efforts. Also included in the net increase is approximately $1.2 million increase in professional fees related to information technology, accounting and other functions. Of the $1.2 million increase, $0.7 million relates to one-time restructuring related consulting fees surrounding software upgrades and evaluations of our cost structure and revenue enhancing priorities. Our corporate salary, benefits, travel, and supplies expense decreased over $0.8 million. The marketing and advertising component of selling, general, and administrative expenses was approximately $1.3 million which represents 1.7% of total sales. |
August 29, 2018 | FY19 YTD Q3 Openings | FY19 YTD Q3 Closings | June 5, 2019 | ||||||||
Luby’s Cafeterias(1) | 84 | — | (4 | ) | 80 | ||||||
Fuddruckers Restaurants(1) | 60 | — | (11 | ) | 49 | ||||||
Cheeseburger in Paradise | 2 | — | (1 | ) | 1 | ||||||
Total | 146 | — | (16 | ) | 130 |
(1) | Includes 6 restaurants that are part of Combo locations |
Quarter Ended | Three Quarters Ended | ||||||||||||||
June 5, 2019 | June 6, 2018 | June 5, 2019 | June 6, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (40 weeks) | (40 weeks) | ||||||||||||
SALES: | |||||||||||||||
Restaurant sales | $ | 65,611 | $ | 77,803 | $ | 222,079 | $ | 256,737 | |||||||
Culinary contract services | 7,571 | 6,639 | 24,610 | 19,413 | |||||||||||
Franchise revenue | 1,482 | 1,444 | 5,126 | 4,732 | |||||||||||
Vending revenue | 102 | 118 | 292 | 412 | |||||||||||
TOTAL SALES | 74,766 | 86,004 | 252,107 | 281,294 | |||||||||||
COSTS AND EXPENSES: | |||||||||||||||
Cost of food | 18,478 | 22,255 | 61,707 | 73,190 | |||||||||||
Payroll and related costs | 25,015 | 29,392 | 84,258 | 96,032 | |||||||||||
Other operating expenses | 11,491 | 15,023 | 39,404 | 48,881 | |||||||||||
Occupancy costs | 4,023 | 4,609 | 14,064 | 15,577 | |||||||||||
Opening costs | 6 | 85 | 49 | 490 | |||||||||||
Cost of culinary contract services | 6,791 | 6,104 | 22,324 | 18,113 | |||||||||||
Cost of franchise operations | 330 | 341 | 849 | 1,198 | |||||||||||
Depreciation and amortization | 2,927 | 4,050 | 11,052 | 13,402 | |||||||||||
Selling, general and administrative expenses | 9,426 | 8,507 | 29,666 | 29,219 | |||||||||||
Provision for asset impairments and restaurant closings | 675 | 4,464 | 3,097 | 6,716 | |||||||||||
Net loss (gain) on disposition of property and equipment | (434 | ) | 154 | (12,935 | ) | 172 | |||||||||
Total costs and expenses | 78,728 | 94,984 | 253,535 | 302,990 | |||||||||||
LOSS FROM OPERATIONS | (3,962 | ) | (8,980 | ) | (1,428 | ) | (21,696 | ) | |||||||
Interest income | 11 | 1 | 30 | 12 | |||||||||||
Interest expense | (1,324 | ) | (1,042 | ) | (4,593 | ) | (2,235 | ) | |||||||
Other income, net | 112 | 9 | 198 | 317 | |||||||||||
Loss before income taxes and discontinued operations | (5,163 | ) | (10,012 | ) | (5,793 | ) | (23,602 | ) | |||||||
Provision for income taxes | 132 | 4,121 | 346 | 7,494 | |||||||||||
Loss from continuing operations | (5,295 | ) | (14,133 | ) | (6,139 | ) | (31,096 | ) | |||||||
Loss from discontinued operations, net of income taxes | (6 | ) | (463 | ) | (18 | ) | (608 | ) | |||||||
NET LOSS | $ | (5,301 | ) | $ | (14,596 | ) | $ | (6,157 | ) | $ | (31,704 | ) | |||
Loss per share from continuing operations: | |||||||||||||||
Basic | $ | (0.18 | ) | $ | (0.47 | ) | $ | (0.21 | ) | $ | (1.04 | ) | |||
Assuming dilution | $ | (0.18 | ) | $ | (0.47 | ) | $ | (0.21 | ) | $ | (1.04 | ) | |||
Loss per share from discontinued operations: | |||||||||||||||
Basic | $ | 0.00 | $ | (0.02 | ) | $ | 0.00 | $ | (0.02 | ) | |||||
Assuming dilution | $ | 0.00 | $ | (0.02 | ) | $ | 0.00 | $ | (0.02 | ) | |||||
Net loss per share: | |||||||||||||||
Basic | $ | (0.18 | ) | $ | (0.49 | ) | $ | (0.21 | ) | $ | (1.06 | ) | |||
Assuming dilution | $ | (0.18 | ) | $ | (0.49 | ) | $ | (0.21 | ) | $ | (1.06 | ) | |||
Weighted average shares outstanding: | |||||||||||||||
Basic | 29,874 | 30,005 | 29,732 | 29,863 | |||||||||||
Assuming dilution | 29,874 | 30,005 | 29,732 | 29,863 |
Quarter Ended | Three Quarters Ended | ||||||||||
June 5, 2019 | June 6, 2018 | June 5, 2019 | June 6, 2018 | ||||||||
(12 weeks) | (12 weeks) | (40 weeks) | (40 weeks) | ||||||||
Restaurant sales | 87.8 | % | 90.5 | % | 88.1 | % | 91.3 | % | |||
Culinary contract services | 10.1 | % | 7.7 | % | 9.8 | % | 6.9 | % | |||
Franchise revenue | 2.0 | % | 1.7 | % | 2.0 | % | 1.7 | % | |||
Vending revenue | 0.1 | % | 0.1 | % | 0.1 | % | 0.1 | % | |||
TOTAL SALES | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | |||
COSTS AND EXPENSES: | |||||||||||
(As a percentage of restaurant sales) | |||||||||||
Cost of food | 28.2 | % | 28.6 | % | 27.8 | % | 28.5 | % | |||
Payroll and related costs | 38.1 | % | 37.8 | % | 37.9 | % | 37.4 | % | |||
Other operating expenses | 17.5 | % | 19.3 | % | 17.7 | % | 19.0 | % | |||
Occupancy costs | 6.1 | % | 5.9 | % | 6.3 | % | 6.1 | % | |||
Vending revenue | (0.2 | )% | (0.2 | )% | (0.1 | )% | (0.2 | )% | |||
Store level profit | 10.2 | % | 8.5 | % | 10.3 | % | 9.1 | % | |||
(As a percentage of total sales) | |||||||||||
Marketing and advertising expenses | 1.7 | % | 0.8 | % | 1.2 | % | 1.0 | % | |||
One-time expenses1 | — | % | — | % | 0.7 | % | — | % | |||
Restructuring Costs2 | 0.9 | % | — | % | 0.4 | % | — | % | |||
General and administrative expenses | 10.0 | % | 9.1 | % | 9.5 | % | 9.4 | % | |||
Selling, general and administrative expenses | 12.6 | % | 9.9 | % | 11.8 | % | 10.4 | % |
June 5, 2019 | August 29, 2018 | ||||||
(Unaudited) | |||||||
ASSETS | |||||||
Current Assets: | |||||||
Cash and cash equivalents | $ | 3,193 | $ | 3,722 | |||
Restricted cash and cash equivalents | 9,588 | — | |||||
Trade accounts and other receivables, net | 9,667 | 8,787 | |||||
Food and supply inventories | 3,874 | 4,022 | |||||
Prepaid expenses | 2,725 | 3,219 | |||||
Total current assets | 29,047 | 19,750 | |||||
Property held for sale | 15,031 | 19,469 | |||||
Assets related to discontinued operations | 1,813 | 1,813 | |||||
Property and equipment, net | 127,189 | 138,287 | |||||
Intangible assets, net | 17,105 | 18,179 | |||||
Goodwill | 555 | 555 | |||||
Other assets | 1,326 | 1,936 | |||||
Total assets | $ | 192,066 | $ | 199,989 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||
Current Liabilities: | |||||||
Accounts payable | $ | 8,475 | $ | 10,457 | |||
Liabilities related to discontinued operations | 9 | 14 | |||||
Current portion of credit facility debt | — | 39,338 | |||||
Accrued expenses and other liabilities | 24,183 | 31,755 | |||||
Total current liabilities | 32,667 | 81,564 | |||||
Credit facility debt, less current portion | 41,952 | — | |||||
Liabilities related to discontinued operations | 16 | 16 | |||||
Other liabilities | 7,280 | 5,781 | |||||
Total liabilities | $ | 81,915 | $ | 87,361 | |||
Commitments and Contingencies | |||||||
SHAREHOLDERS’ EQUITY | |||||||
Common stock, $0.32 par value; 100,000,000 shares authorized; shares issued were 30,375,791 and 30,003,642; and shares outstanding were 29,893,592 and 29,503,642, at June 5, 2019 and August 29, 2018, respectively | 9,721 | 9,602 | |||||
Paid-in capital | 34,955 | 33,872 | |||||
Retained earnings | 70,250 | 73,929 | |||||
Less cost of treasury stock, 500,000 shares | (4,775 | ) | (4,775 | ) | |||
Total shareholders’ equity | 110,151 | 112,628 | |||||
Total liabilities and shareholders’ equity | $ | 192,066 | $ | 199,989 |
Three Quarters Ended | |||||||
June 5, 2019 | June 6, 2018 | ||||||
(40 weeks) | (40 weeks) | ||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss | $ | (6,157 | ) | $ | (31,704 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Provision for asset impairments and net losses (gains) on property sales | (9,838 | ) | 6,599 | ||||
Depreciation and amortization | 11,052 | 13,402 | |||||
Amortization of debt issuance cost | 1,063 | 438 | |||||
Share-based compensation expense | 1,192 | 1,691 | |||||
Deferred tax provision | — | 8,026 | |||||
Cash used in operating activities before changes in operating assets and liabilities | (2,688 | ) | (1,548 | ) | |||
Changes in operating assets and liabilities: | |||||||
Decrease (increase) in trade accounts and other receivables | (880 | ) | 143 | ||||
Decrease (increase) in food and supply inventories | 148 | (376 | ) | ||||
Decrease in prepaid expenses and other assets | 1,106 | 575 | |||||
Decrease in accounts payable, accrued expenses and other liabilities | (8,567 | ) | (3,672 | ) | |||
Net cash used in operating activities | (10,881 | ) | (4,878 | ) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Proceeds from disposal of assets and property held for sale | 21,761 | 3,363 | |||||
Insurance proceeds | — | 756 | |||||
Purchases of property and equipment | (2,866 | ) | (11,730 | ) | |||
Net cash provided by (used in) investing activities | 18,895 | (7,611 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Revolver borrowings | 37,500 | 83,200 | |||||
Revolver repayments | (55,500 | ) | (68,600 | ) | |||
Proceeds from term loan | 58,400 | — | |||||
Term loan repayments | (36,107 | ) | (1,415 | ) | |||
Debt issuance costs | (3,236 | ) | (213 | ) | |||
Taxes paid on equity withheld | (12 | ) | (70 | ) | |||
Net cash provided by financing activities | 1,045 | 12,902 | |||||
Net increase in cash and cash equivalents and restricted cash | 9,059 | 413 | |||||
Cash and cash equivalents and restricted cash at beginning of period | 3,722 | 1,096 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 12,781 | $ | 1,509 | |||
Cash paid for: | |||||||
Income taxes | $ | 510 | $ | — | |||
Interest | 3,255 | 1,717 |
($ thousands) | Quarter Ended | Three Quarters Ended | |||||||||||||
June 5, 2019 | June 6, 2018 | June 5, 2019 | June 6, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (40 weeks) | (40 weeks) | ||||||||||||
Store level profit | $ | 6,706 | $ | 6,642 | $ | 22,938 | $ | 23,469 | |||||||
Plus: | |||||||||||||||
Sales from culinary contract services | 7,571 | 6,639 | 24,610 | 19,413 | |||||||||||
Sales from franchise operations | 1,482 | 1,444 | 5,126 | 4,732 | |||||||||||
Less: | |||||||||||||||
Opening costs | 6 | 85 | 49 | 490 | |||||||||||
Cost of culinary contract services | 6,791 | 6,104 | 22,324 | 18,113 | |||||||||||
Cost of franchise operations | 330 | 341 | 849 | 1,198 | |||||||||||
Depreciation and amortization | 2,927 | 4,050 | 11,052 | 13,402 | |||||||||||
Selling, general and administrative expenses | 9,426 | 8,507 | 29,666 | 29,219 | |||||||||||
Provision for asset impairments and restaurant closings | 675 | 4,464 | 3,097 | 6,716 | |||||||||||
Net loss (gain) on disposition of property and equipment | (434 | ) | 154 | (12,935 | ) | 172 | |||||||||
Interest income | (11 | ) | (1 | ) | (30 | ) | (12 | ) | |||||||
Interest expense | 1,324 | 1,042 | 4,593 | 2,235 | |||||||||||
Other income, net | (112 | ) | (9 | ) | (198 | ) | (317 | ) | |||||||
Provision for income taxes | 132 | 4,121 | 346 | 7,494 | |||||||||||
Loss from continuing operations | $ | (5,295 | ) | $ | (14,133 | ) | $ | (6,139 | ) | $ | (31,096 | ) |
($ thousands) | Quarter Ended | Three Quarters Ended | |||||||||||||
June 5, 2019 | June 6, 2018 | June 5, 2019 | June 6, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (40 weeks) | (40 weeks) | ||||||||||||
Loss from continuing operations | $ | (5,295 | ) | $ | (14,133 | ) | $ | (6,139 | ) | $ | (31,096 | ) | |||
Depreciation and amortization | 2,927 | 4,050 | 11,052 | 13,402 | |||||||||||
Provision for income taxes | 132 | 4,121 | 346 | 7,494 | |||||||||||
Interest expense | 1,324 | 1,042 | 4,593 | 2,235 | |||||||||||
Interest income | (11 | ) | (1 | ) | (30 | ) | (12 | ) | |||||||
Net loss (gain) on disposition of property and equipment | (434 | ) | 154 | (12,935 | ) | 172 | |||||||||
Provision for asset impairments and restaurant closings | 675 | 4,464 | 3,097 | 6,716 | |||||||||||
Non-cash compensation expense | 369 | 311 | 1,192 | 1,160 | |||||||||||
Franchise Taxes | 56 | 71 | 164 | 172 | |||||||||||
Decrease / (Increase) in Fair Value of Derivative | — | (73 | ) | 88 | (701 | ) | |||||||||
Adjusted EBITDA | $ | (257 | ) | $ | 6 | $ | 1,428 | $ | (458 | ) |
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