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)) |
Item 2.02. | Results of Operations and Financial Condition. |
Item 9.01. | Financial Statements and Exhibits. |
Luby’s Press Release dated | November 26, 2019 |
LUBY'S, INC. | |||||
(Registrant) | |||||
Date: | November 13, 2018 | By: | /s/Christopher J. Pappas | ||
Christopher J. Pappas | |||||
President and Chief Executive Officer |
Exhibit No. | Description | |
99.1 | Luby’s Press Release dated | November 26, 2019 |
![]() | ||
For additional information contact: | ||
FOR IMMEDIATE RELEASE | Dennard-Lascar Associates | |
Rick Black / Ken Dennard | ||
Investor Relations | ||
713-529-6600 |
• | Same-store sales decreased 3.7%; total sales decreased 14.9% to $71.4 million due in large part to operating 22 fewer stores. |
• | Net loss was $9.1 million compared to a net loss of $1.9 million in the fourth quarter fiscal 2018 due primarily to store level profit declines and gains on the sale of assets in the prior year. |
• | Luby’s Cafeterias same-store sales decreased 3.2%: guest traffic decreased 1.1% and average spend per guest decreased 2.2%. |
• | Fuddruckers Restaurants same-store sales decreased 5.5%: guest traffic decreased 3.8% and average spend per guest decreased 1.8%. |
• | Culinary Contract Services revenues increased to $7.3 million with 31 operating locations at the end of the fourth quarter compared to $6.4 million with 28 operating locations at the end of fiscal 2018. |
• | Franchise revenue was approximately level at $1.6 million in the fourth quarters of fiscal 2019 and fiscal 2018. We ended fiscal 2019 with a franchise network of 102 locations. |
• | Selling, general, and administrative expenses decreased $1.2 million, or 12.7% compared to the fourth quarter fiscal 2018, resulting from reduced headcount, partially offset by increased marketing and advertising spending. |
• | Loss from continuing operations was $9.1 million, or a loss of $0.30 per diluted share, in the fourth quarter compared to a loss of $1.9 million, or $0.06 per diluted share, in the fourth 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 $4.9 million, or 7.9% of restaurant sales, in the fourth quarter compared to $8.2 million, or 10.8% of restaurant sales, during the fourth quarter fiscal 2018. |
• | Adjusted EBITDA was a loss of $1.5 million in the fourth quarter compared to a profit of $0.5 million in fiscal 2018. |
• | Capital expenditures for the fourth quarter were $1.2 million, a decrease from $1.5 million in the fourth quarter last year. |
Q1 2019(3) | Q2 2019(3) | Q3 2019(3) | Q4 2019(3) | Full Year 2019(3) | |
(16 weeks vs 16 weeks) | (12 weeks vs 12 weeks) | (12 weeks vs 12 weeks) | (12 weeks vs 12 weeks) | (52 weeks vs 52 weeks) | |
Luby's Cafeterias | (3.0)% | (2.2)% | (3.1)% | (3.2)% | (2.9)% |
Fuddruckers Restaurants | (11.2)% | (5.3)% | (6.1)% | (5.5)% | (7.5)% |
Combo locations (1) | (11.1)% | (7.1)% | (4.8)% | (2.5)% | (6.8)% |
Cheeseburger in Paradise | (0.6)% | (3.1)% | (4.4)% | (3.6)% | (2.9)% |
Total same-store sales (2) | (5.5)% | (3.3)% | (4.0)% | (3.7)% | (4.2)% |
(1) | Combo locations consist of a side-by-side Luby’s Cafeteria and Fuddruckers Restaurant at one property location. |
(2) | Luby’s includes a restaurant’s sales results into the same-store sales calculation in the quarter after that store has been open for six complete consecutive quarters. At the end of the fourth quarter, there were 73 Luby’s Cafeterias, 38 Fuddruckers Restaurants, 6 Combo locations, and 1 Cheeseburger in Paradise locations that met the definition of same-stores. |
(3) | Q1 2019, Q2 2019, Q3 2019, Q4 2019 and Full Year 2019 same-store sales reflect the year-over-year change in restaurant sales for the locations included in the same-store grouping for each of the comparable periods. |
Restaurant Brand | Q4 2019 | Q4 2018 | Change ($) | Change (%) | |||||||
Luby’s Cafeterias | $ | 42,937 | $ | 47,216 | $ | (4,279 | ) | (9.1 | )% | ||
Fuddruckers restaurants | 14,331 | 20,142 | (5,811 | ) | (28.9 | )% | |||||
Combo locations | 4,548 | 4,667 | (119 | ) | (2.5 | )% | |||||
Cheeseburger in Paradise | 780 | 3,756 | (2,976 | ) | (79.2 | )% | |||||
Gift card discount and breakage, net | (161 | ) | — | (161 | ) | ||||||
Total Restaurant Sales | $ | 62,435 | $ | 75,781 | $ | (13,346 | ) | (17.6 | )% |
• | Total sales were $323.5 million, including $284.5 million in restaurant sales, compared to total sales of $365.2 million, including $332.5 million in restaurant sales, in fiscal 2018. |
• | Same-store sales decreased 4.2%, including a 2.9% sales decrease at Luby's Cafeterias and a 7.5% sales decrease at Fuddruckers. |
• | 17 underperforming company-owned restaurants were closed in fiscal 2019 and five company-owned Fuddruckers restaurants transitioned to a franchisee in fiscal 2019. These 22 restaurants accounted for $19.1 million in sales and $2.3 million in store-level loss for the portion of the year that they operated in fiscal 2019 as company-owned restaurants. |
• | Culinary contract services revenue increased $6.1 million, or 23.7%, to $31.9 million compared to fiscal 2018. We operated at 31 Culinary contract services locations at the end of fiscal 2019. |
• | Franchise revenue increased $0.3 million, or 5.1%, to $6.7 million compared to fiscal 2018. We ended fiscal 2019 with a franchise network of 102 locations. |
• | Loss from continuing operations was $15.2 million, or $0.51 per diluted share, in fiscal 2019, compared to a loss of $33.0 million, or $1.10 per diluted share, in fiscal 2018. |
• | Adjusted EBITDA was $3.7 million in fiscal 2019 compared to approximately zero in fiscal 2018. |
• | The company’s $45.0 million asset sales program that began in fiscal 2018 has generated $35.9 million in proceeds from the sale of property through the end of fiscal 2019. |
• | The company incurred $4.3 million in restructuring expenses, employee severance, and proxy services in fiscal 2019. These expenses, recorded in Other charges, were included in Selling, general and administrative expenses in previously reported quarters of fiscal 2019. |
• | The company transitioned a total of seven company-owned Fuddruckers restaurants to franchisees since announcing its initiative to pursue a franchisee-centric business model for the Fuddruckers brand. |
August 29, 2018 | Fiscal 2019 YTD Openings | Fiscal 2019 YTD Closings | Fiscal 2019 Transfers to Franchisee | August 28, 2019 | ||||||||||
Luby’s Cafeterias(1) | 84 | — | (5 | ) | 79 | |||||||||
Fuddruckers Restaurants(1) | 60 | — | (11 | ) | (5 | ) | 44 | |||||||
Cheeseburger in Paradise | 2 | — | (1 | ) | 1 | |||||||||
Total | 146 | — | (17 | ) | (5 | ) | 124 |
(1) | Includes 6 restaurants that are part of Combo locations. |
Quarter Ended | Year Ended | ||||||||||||||
August 28, 2019 | August 29, 2018 | August 28, 2019 | August 29, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (52 weeks) | (52 weeks) | ||||||||||||
SALES: | |||||||||||||||
Restaurant sales | $ | 62,435 | $ | 75,781 | $ | 284,513 | $ | 332,518 | |||||||
Culinary contract services | 7,278 | 6,369 | 31,888 | 25,782 | |||||||||||
Franchise revenue | 1,563 | 1,634 | 6,690 | 6,365 | |||||||||||
Vending revenue | 87 | 119 | 379 | 531 | |||||||||||
TOTAL SALES | 71,363 | 83,903 | 323,470 | 365,196 | |||||||||||
COSTS AND EXPENSES: | |||||||||||||||
Cost of food | 17,775 | 21,049 | 79,479 | 94,238 | |||||||||||
Payroll and related costs | 24,251 | 28,448 | 108,509 | 124,478 | |||||||||||
Other operating expenses | 11,481 | 13,404 | 50,886 | 62,286 | |||||||||||
Occupancy costs | 4,069 | 4,822 | 18,133 | 20,399 | |||||||||||
Opening costs | 6 | 64 | 56 | 554 | |||||||||||
Cost of culinary contract services | 6,230 | 6,048 | 28,554 | 24,161 | |||||||||||
Cost of franchise operations | 783 | 330 | 1,633 | 1,528 | |||||||||||
Depreciation and amortization | 2,946 | 4,051 | 13,998 | 17,453 | |||||||||||
Selling, general and administrative expenses | 8,298 | 9,506 | 34,179 | 38,725 | |||||||||||
Other charges | 485 | — | 4,270 | — | |||||||||||
Provision for asset impairments and restaurant closings | 2,506 | 2,200 | 5,603 | 8,917 | |||||||||||
Net loss (gain) on disposition of property and equipment | 103 | (5,529 | ) | (12,832 | ) | (5,357 | ) | ||||||||
Total costs and expenses | 78,933 | 84,393 | 332,468 | 387,382 | |||||||||||
LOSS FROM OPERATIONS | (7,570 | ) | (490 | ) | (8,998 | ) | (22,186 | ) | |||||||
Interest income | — | — | 30 | 12 | |||||||||||
Interest expense | (1,384 | ) | (1,112 | ) | (5,977 | ) | (3,348 | ) | |||||||
Other income (expense), net | (3 | ) | (20 | ) | 195 | 298 | |||||||||
Loss before income taxes and discontinued operations | (8,957 | ) | (1,622 | ) | (14,750 | ) | (25,224 | ) | |||||||
Provision for income taxes | 123 | 236 | 469 | 7,730 | |||||||||||
Loss from continuing operations | (9,080 | ) | (1,858 | ) | (15,219 | ) | (32,954 | ) | |||||||
Income (loss) from discontinued operations, net of income taxes | 11 | (5 | ) | (7 | ) | (614 | ) | ||||||||
NET LOSS | $ | (9,069 | ) | $ | (1,863 | ) | $ | (15,226 | ) | $ | (33,568 | ) | |||
Loss per share from continuing operations: | |||||||||||||||
Basic | $ | (0.30 | ) | $ | (0.06 | ) | $ | (0.51 | ) | $ | (1.10 | ) | |||
Assuming dilution | $ | (0.30 | ) | $ | (0.06 | ) | $ | (0.51 | ) | $ | (1.10 | ) | |||
Loss per share from discontinued operations: | |||||||||||||||
Basic | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | (0.02 | ) | ||||||
Assuming dilution | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | (0.02 | ) | ||||||
Net loss per share: | |||||||||||||||
Basic | $ | (0.30 | ) | $ | (0.06 | ) | $ | (0.51 | ) | $ | (1.12 | ) | |||
Assuming dilution | $ | (0.30 | ) | $ | (0.06 | ) | $ | (0.51 | ) | $ | (1.12 | ) | |||
Weighted average shares outstanding: | |||||||||||||||
Basic | 29,965 | 30,030 | 29,786 | 29,901 | |||||||||||
Assuming dilution | 29,965 | 30,030 | 29,786 | 29,901 |
Quarter Ended | Year Ended | ||||||||
August 28, 2019 | August 29, 2018 | August 28, 2019 | August 29, 2018 | ||||||
(12 weeks) | (12 weeks) | (52 weeks) | (52 weeks) | ||||||
Restaurant sales | 87.5 | % | 90.3 | % | 88.0 | % | 91.1 | % | |
Culinary contract services | 10.2 | % | 7.6 | % | 9.9 | % | 7.1 | % | |
Franchise revenue | 2.2 | % | 1.9 | % | 2.1 | % | 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 | 28.5 | % | 27.8 | % | 27.9 | % | 28.3 | % | |
Payroll and related costs | 38.8 | % | 37.5 | % | 38.1 | % | 37.4 | % | |
Other operating expenses | 18.4 | % | 17.7 | % | 17.9 | % | 18.7 | % | |
Occupancy costs | 6.5 | % | 6.4 | % | 6.4 | % | 6.1 | % | |
Vending revenue | (0.1 | )% | (0.2 | )% | (0.1 | )% | (0.2 | )% | |
Store level profit | 7.9 | % | 10.8 | % | 9.8 | % | 9.5 | % | |
(As a percentage of total sales) | |||||||||
Marketing and advertising expenses | 1.3 | % | 0.8 | % | 1.2 | % | 1.0 | % | |
General and administrative expenses | 10.3 | % | 10.5 | % | 9.4 | % | 9.6 | % | |
Selling, general and administrative expenses | 11.6 | % | 11.3 | % | 10.6 | % | 10.6 | % | |
LOSS FROM OPERATIONS | (10.6 | )% | (0.6 | )% | (2.8 | )% | (6.1 | )% |
August 28, 2019 | August 29, 2018 | ||||||
ASSETS | |||||||
Current Assets: | |||||||
Cash and cash equivalents | $ | 3,640 | $ | 3,722 | |||
Restricted Cash and cash equivalents | 9,116 | — | |||||
Trade accounts and other receivables, net | 8,852 | 8,787 | |||||
Food and supply inventories | 3,432 | 4,022 | |||||
Prepaid and other assets | 2,355 | 3,219 | |||||
Total current assets | 27,395 | 19,750 | |||||
Property held for sale | 16,488 | 19,469 | |||||
Assets related to discontinued operations | 1,813 | 1,813 | |||||
Property and equipment, net | 121,743 | 138,287 | |||||
Intangible assets, net | 16,781 | 18,179 | |||||
Goodwill | 514 | 555 | |||||
Other assets | 1,266 | 1,936 | |||||
Total assets | $ | 186,000 | $ | 199,989 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||
Current Liabilities: | |||||||
Accounts payable | $ | 8,465 | $ | 10,457 | |||
Liabilities related to discontinued operations | 14 | 14 | |||||
Credit facility debt | — | 39,338 | |||||
Accrued expenses and other liabilities | 24,475 | 31,755 | |||||
Total current liabilities | 32,954 | 81,564 | |||||
Credit facility debt, less current portion | 45,439 | — | |||||
Liabilities related to discontinued operations | — | 16 | |||||
Other liabilities | 6,577 | 5,781 | |||||
Total liabilities | $ | 84,970 | $ | 87,361 | |||
Commitments and Contingencies | |||||||
SHAREHOLDERS’ EQUITY | |||||||
Common stock, $0.32 par value; 100,000,000 shares authorized; Shares issued were 30,478,972 and 30,003,642 at August 28, 2019 and August 29, 2018, respectively; Shares outstanding were 29,978,972 and 29,503,642 at August 28, 2019 and August 29, 2018, respectively | 9,753 | 9,602 | |||||
Paid-in capital | 34,870 | 33,872 | |||||
Retained earnings | 61,182 | 73,929 | |||||
Less cost of treasury stock, 500,000 shares | (4,775 | ) | (4,775 | ) | |||
Total shareholders’ equity | 101,030 | 112,628 | |||||
Total liabilities and shareholders’ equity | $ | 186,000 | $ | 199,989 |
Year Ended | |||||||
August 28, 2019 | August 29, 2018 | ||||||
(52 weeks) | (52 weeks) | ||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss | $ | (15,226 | ) | $ | (33,568 | ) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
Provision for asset impairments and net loss (gain) on property dispositions | (7,229 | ) | 3,619 | ||||
Depreciation and amortization | 13,998 | 17,453 | |||||
Amortization of debt issuance cost | 1,317 | 534 | |||||
Share-based compensation expense | 1,140 | 2,144 | |||||
Deferred tax provision | — | 8,192 | |||||
Cash used in operating activities before changes in operating assets and liabilities | (6,000 | ) | (1,626 | ) | |||
Changes in operating assets and liabilities: | |||||||
Increase in trade accounts and other receivables | (65 | ) | (775 | ) | |||
Decrease in food and supply inventories | 590 | 432 | |||||
Decrease in prepaid expenses and other assets | 1,657 | 808 | |||||
Decrease in accounts payable, accrued expenses and other liabilities | (9,312 | ) | (7,292 | ) | |||
Net cash used in operating activities | (13,130 | ) | (8,453 | ) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Proceeds from disposal of assets and property held for sale | 21,836 | 14,191 | |||||
Insurance proceeds related to property and equipment | — | 2,070 | |||||
Purchases of property and equipment | (3,987 | ) | (13,247 | ) | |||
Net cash provided by investing activities | 17,849 | 3,014 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Revolver borrowings | 42,300 | 147,600 | |||||
Revolver repayments | (57,000 | ) | (132,000 | ) | |||
Debt issuance costs | (3,266 | ) | (386 | ) | |||
Proceeds on term loan | 58,400 | — | |||||
Term loan repayments | (36,107 | ) | (7,079 | ) | |||
Tax paid on equity withheld | (12 | ) | (70 | ) | |||
Net cash provided by financing activities | 4,315 | 8,065 | |||||
Net increase in cash and cash equivalents and restricted cash | 9,034 | 2,626 | |||||
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 | $ | 12,756 | $ | 3,722 | |||
Cash paid for: | |||||||
Income taxes | $ | 470 | $ | 426 | |||
Interest | 4,452 | 2,499 |
Quarter Ended | Year Ended | ||||||||||||||
August 28, 2019 | August 29, 2018 | August 28, 2019 | August 29, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (52 weeks) | (52 weeks) | ||||||||||||
(In thousands) | (In thousands) | ||||||||||||||
Store level profit | $ | 4,946 | $ | 8,177 | $ | 27,885 | $ | 31,648 | |||||||
Plus: | |||||||||||||||
Sales from culinary contract services | 7,278 | 6,369 | 31,888 | 25,782 | |||||||||||
Sales from franchise operations | 1,563 | 1,634 | 6,690 | 6,365 | |||||||||||
Less: | |||||||||||||||
Opening costs | 6 | 64 | 56 | 554 | |||||||||||
Cost of culinary contract services | 6,230 | 6,048 | 28,554 | 24,161 | |||||||||||
Cost of franchise operations | 783 | 330 | 1,633 | 1,528 | |||||||||||
Depreciation and amortization | 2,946 | 4,051 | 13,998 | 17,453 | |||||||||||
Selling, general and administrative expenses(a) | 8,298 | 9,506 | 34,179 | 38,725 | |||||||||||
Other charges | 485 | — | 4,270 | — | |||||||||||
Provision for asset impairments and restaurant closings | 2,506 | 2,200 | 5,603 | 8,917 | |||||||||||
Net loss (gain) on disposition of property and equipment | 103 | (5,529 | ) | (12,832 | ) | (5,357 | ) | ||||||||
Interest income | — | — | (30 | ) | (12 | ) | |||||||||
Interest expense | 1,384 | 1,112 | 5,977 | 3,348 | |||||||||||
Other income (expense), net | 3 | 20 | (195 | ) | (298 | ) | |||||||||
Provision for income taxes | 123 | 236 | 469 | 7,730 | |||||||||||
Loss from continuing operations | $ | (9,080 | ) | $ | (1,858 | ) | $ | (15,219 | ) | $ | (32,954 | ) |
($ thousands) | Quarter Ended | Year Ended | |||||||||||||
August 28, 2019 | August 29, 2018 | August 28, 2019 | August 29, 2018 | ||||||||||||
(12 weeks) | (12 weeks) | (52 weeks) | (52 weeks) | ||||||||||||
Loss from continuing operations | $ | (9,080 | ) | $ | (1,858 | ) | $ | (15,219 | ) | $ | (32,954 | ) | |||
Depreciation and amortization | 2,946 | 4,051 | 13,998 | 17,453 | |||||||||||
Provision for income taxes | 123 | 236 | 469 | 7,730 | |||||||||||
Interest expense | 1,384 | 1,112 | 5,977 | 3,348 | |||||||||||
Interest income | — | — | (30 | ) | (12 | ) | |||||||||
Other charges | 485 | — | 4,270 | — | |||||||||||
Net loss (gain) on disposition of property and equipment | 103 | (5,529 | ) | (12,832 | ) | (5,357 | ) | ||||||||
Provision for asset impairments and restaurant closings | 2,506 | 2,200 | 5,603 | 8,917 | |||||||||||
Non-cash compensation expense | (53 | ) | 245 | 1,140 | 1,404 | ||||||||||
Franchise taxes | 42 | 41 | 205 | 213 | |||||||||||
Decrease (Increase) in fair value of derivative | — | — | 88 | (701 | ) | ||||||||||
Adjusted EBITDA | $ | (1,544 | ) | $ | 498 | $ | 3,669 | $ | 41 |
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