-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IBLChjkZoGarFf8YduHgnh2GS93rxbPKb9gTs4+VtkNv4Gy6UVEP+9Ysd+WBJD6d WOePKPdr/m5VRFSagvcKdQ== 0000898430-02-002504.txt : 20020702 0000898430-02-002504.hdr.sgml : 20020702 20020702171344 ACCESSION NUMBER: 0000898430-02-002504 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020619 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLDWIDE RESTAURANT CONCEPTS INC CENTRAL INDEX KEY: 0000870760 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 954307254 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10711 FILM NUMBER: 02695343 BUSINESS ADDRESS: STREET 1: 6101 W CENTINELA AVE STREET 2: STE 200 CITY: CULVER CITY STATE: CA ZIP: 90230 BUSINESS PHONE: 3105680135 FORMER COMPANY: FORMER CONFORMED NAME: COLLINS FOODS INC DATE OF NAME CHANGE: 19600201 FORMER COMPANY: FORMER CONFORMED NAME: SIZZLER INTERNATIONAL INC DATE OF NAME CHANGE: 19930315 8-K 1 d8k.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report: June 19, 2002 (Date of earliest event reported) 1-10711 --------- (Commission File No.) Worldwide Restaurant Concepts, Inc. ----------------------------------- (Exact name of Registrant as specified in its charter) Delaware 95-4307254 ---------- -------------- (State or other jurisdiction (IRS Employer Identification Number) of incorporation) 15301 Ventura Blvd., Building B, Suite 300, Sherman Oaks, CA. 91403 -------------------------------------------------------------------- (Address of principal executive offices, including zip code) (818) 662-9800 -------------- (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS On June 19, 2002, the Company issued a press release announcing the conference call to discuss fourth quarter and annual fiscal year 2002 financial results. On June 27, 2002, the Company issued a press release reporting the fourth quarter and annual fiscal 2002 financial results. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ----------- -------------- 99.1 Press Release dated June 19, 2002. 99.2 Press Release dated June 27, 2002. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized. Worldwide Restaurant Concepts, Inc. By: /s/ A. Keith Wall ------------------------------ Name: A. Keith Wall Title: Vice President and CFO EX-99.1 3 dex991.txt PRESS RELEASE DATED JUNE 19, 2002 EXHIBIT 99.1 NEWS BULLETIN [LETTERHEAD OF FRB WEBER SHANDWICK FINANCIAL COMMUNICATIONS] [LOGO OF WORLDWIDE RESTAURANT CONCEPTS, INC.] FOR IMMEDIATE RELEASE June 19, 2002 WORLDWIDE RESTAURANT CONCEPTS, INC. ANNOUNCES UPCOMING FOURTH QUARTER CONFERENCE CALL SHERMAN OAKS, Calif.--June 19, 2002--Worldwide Restaurant Concepts, Inc. (NYSE: SZ) today announced that members of the public are invited to listen to the Company's live quarterly call on the Internet, on Thursday, June 27, 2002 at 8:00 AM PT / 11:00 AM ET. The conference call will feature Charles Boppell, President and CEO, in a discussion of fourth quarter and full year results and recent operating developments. In light of the recent appointment of Deloitte & Touche LLP as the Company's independent public accountants replacing Arthur Andersen LLP, the quarterly call is being held approximately one week later than it has been in the past. Financial results will be released over the news wires before the market opens on Thursday, June 27, 2002. The public will have the opportunity to listen to the live conference call over the Internet through CCBN at www.companyboardroom.com. For those who cannot listen to the live broadcast, a replay will be available shortly after the call. About Worldwide Restaurant Concepts Worldwide Restaurant Concepts, Inc., formerly known as Sizzler International, Inc., operates, franchises or joint ventures 336 Sizzler(R) restaurants worldwide, 107 KFC(R) restaurants primarily located in Queensland, Australia, and 15 Pat & Oscar's(SM) restaurants. To the extent that certain statements contained in this document may be deemed under federal securities laws to be forward-looking statements, Worldwide Restaurant Concepts intends that they be subject to the safe-harbor applicable to forward-looking statements under such laws. # # # FRB|Weber Shandwick serves as financial relations counsel to this company, is acting on the company's behalf in issuing this bulletin and receiving compensation therefor. The information contained herein is furnished for information purposes only and is not to be construed as an offer to buy or sell securities. EX-99.2 4 dex992.txt PRESS RELEASE DATED JUNE 27, 2002 Exhibit 99.2 NEWS BULLETIN [LETTERHEAD OF FRB WEBER SHANDWICK FINANCIAL COMMUNICATIONS] [LOGO OF WORLDWIDE RESTAURANT CONCEPTS, INC.] FOR IMMEDIATE RELEASE June 27, 2002 WORLDWIDE RESTAURANT CONCEPTS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR FISCAL 2002 RESULTS HIGHLIGHTS: ... Total revenue growth of 7.5 percent in the fourth quarter and 8.9 percent for the year ... Second consecutive quarter of same store sales increases at all divisions ... EPS grew by 167 percent in the fourth quarter and increased 60 percent for the full year ... Pat & Oscar's opened fourth restaurant this year SHERMAN OAKS, Calif.--June 27, 2002--Worldwide Restaurant Concepts, Inc. (NYSE: SZ) today reported financial results for the fourth quarter and fiscal year ended April 30, 2002. For the fourth quarter, the Company reported revenues of $63.6 million, an increase of 7.5 percent over the $59.1 million in the comparable period in fiscal 2001. Net income for the fourth quarter was $2.1 million, or $0.08 per diluted share, compared to net income of $0.9 million, or $0.03 per diluted share in the same period a year ago. The increase in net income for the quarter was primarily attributable to improvements in store level profitability in both domestic and international Sizzler operations and Pat & Oscar's, and to a tax benefit resulting from the utilization of tax loss carry-forwards. The Company reported revenues of $267.2 million for the fiscal year ended April 30, 2002, an increase of 8.9 percent or $21.8 million over revenues of $245.3 million in fiscal 2001. Net income for the year increased by 64.5 percent to $4.5 million, or $0.16 per diluted share, from $2.7 million, or $0.10 per diluted share in the prior year. - more - FRB|Weber Shandwick serves as financial relations counsel to this company, is acting on the company's behalf in issuing this bulletin and receiving compensation therefor. The information contained herein is furnished for information purposes only and is not to be construed as an offer to buy or sell securities. Worldwide Restaurant Concepts, Inc. Page 2 of 7 Second Consecutive Quarter Of Same Store Sales Growth At All Divisions For the second consecutive quarter, the Company reported same store sales growth at all divisions and generated a 3.5 percent increase in weighted average same store sales. Same store sales grew by 13.2 percent at Sizzler Australia, 0.1 percent for Sizzler USA, 5.2 percent for KFC, and 0.3 percent for Pat & Oscar's, compared to the fourth quarter last year. "We've continued the sales trends that began in the second quarter by paying close attention to what our customers want and by designing promotions that deliver on quality, value and taste," said Charles Boppell, President and Chief Executive Officer of Worldwide Restaurants Concepts. "Sizzler Australia continues to successfully run high value promotions featuring the salad bar with protein add-ons, while KFC successfully boosted its check average through multi-person dining packages, or `feasts'. Although smaller, Sizzler USA's increase of 0.1 percent reflects the progress of our strategy of promoting high value entrees in the $7.99 to $9.99 price range. We're generating excitement about the brand that translated into a 1.8 percent increase in customer counts in the fourth quarter," concluded Mr. Boppell. Pat & Oscar's same store sales comparison for the fourth quarter was adversely affected by the advertising and media coverage of the ten year anniversary campaign and a 12,000 person catering order, both of which occurred in the fourth quarter of fiscal 2001, and by some cannibalization in the San Diego market. Excluding the cannibalization at one location, same store sales increased more than 3 percent for the quarter. Pat & Oscar's Expansion During the fourth quarter, the Company announced the opening of the fifteenth Pat & Oscar's restaurant, bringing the total number of fiscal 2002 restaurant openings to four. "When we began the fiscal year, we established the goal of opening four units in fiscal 2002. We've achieved that goal and now have set the more ambitious target for fiscal 2003 of opening five to six new restaurants. We believe that increasing our restaurant count by 30 percent to 40 percent per year is a sustainable growth rate. With the San Diego market well served, we're building a pipeline of future properties that spans a wide range of communities in Southern California," commented Mr. Boppell. Release Of Net Operating Losses As of April 30, 2002, the Company had a deferred tax asset of $64 million, primarily related to net operating losses, which is offset by a $56 million valuation allowance. Under Generally Accepted Accounting Principles (GAAP), a valuation allowance is reversed when it becomes "more likely than not" that the Company will generate future taxable income. Based on the Company's past performance and its projections of future taxable income, the Company released $1.3 million of the valuation allowance in the fourth quarter. The Company will continue to evaluate the appropriateness of the deferred tax assets on a quarterly basis. - more - Worldwide Restaurant Concepts, Inc. Page 3 of 7 Outlook For Fiscal 2003 "In fiscal 2002, we focused our divisions on three key strategies that we'll take to the next level in fiscal 2003. These strategies are first, the ongoing development of the Sizzler brand domestically and internationally through investment in our menu and our facilities. Second, we'll expand Pat & Oscar's into new markets, and third, we'll strengthen our KFCs by remodeling existing units and adding new units. We began the process of implementing these strategies in fiscal 2002 and generated a $0.06 increase in EPS for the year. I'm optimistic that as we continue to follow our strategic plan, our shareholders will be rewarded with additional growth in earnings," concluded Mr. Boppell. Investor Conference Call Worldwide Restaurant Concepts will be holding an investor conference call to discuss the Company's financial and operational results today at 11:00 a.m. EST. Investors will have the opportunity to listen to the conference call over the Internet at www.companyboardroom.com. To listen to the live call, please go to the web site at least fifteen minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay, also at www.companyboardroom.com, will be available shortly after the call. About Worldwide Restaurant Concepts Worldwide Restaurant Concepts, Inc., formerly known as Sizzler International, Inc., operates, franchises or joint ventures 336 Sizzler(R)restaurants worldwide, 107 KFC(R)restaurants primarily located in Queensland, Australia, and 15 Pat & Oscar's(SM) restaurants. Certain statements contained in this document may contain forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Act of 1995. These statements may include but are not limited to, statements regarding: (i) continuing growth in revenues and earnings; (ii) continuation of same store sales growth at all divisions; (iii) the opening of five to six additional Pat & Oscar's restaurants through the end of the next fiscal year; (iv) the Company's review of tax loss carry-forwards; and (v) growth in earnings per share in fiscal 2003 and beyond. Worldwide Restaurant Concepts cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected in the forward looking statements contained herein. Such factors include, but are not limited to: (a) the Company's ability to implement its strategic plan and manage its costs and expenses; (b) the continuing successful marketing and product initiatives resulting in positive same store sales; (c) the availability of capital to upgrade the facilities at its domestic and international Sizzler locations and its Australian KFCs; (d) Pat & Oscar's ability to acquire a sufficient number of suitable sites to open five to six new restaurants; (e) the Company's ability to generate sufficient future domestic taxable income required for utilization of net operating loss carry-forwards; (f) economic conditions, both generally and as they affect the restaurant industry in particular; and (g) other risks as detailed from time to time in the Company's SEC reports, including Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and Annual Reports on Form 10-K . [tables to follow] Worldwide Restaurant Concepts, Inc. and Subsidiaries Consolidated Statements of Operations (In thousands, except per share data)
For the Twelve Weeks Ended April 30, 2002 2001 - ---------------------------------------------------------------- ---------- --------- Revenues Restaurant sales $ 61,565 $ 56,962 Franchise revenues 2,014 2,161 - ---------------------------------------------------------------- ----------- --------- Total revenues 63,579 59,123 - ---------------------------------------------------------------- ----------- --------- Costs and Expenses Cost of sales 21,318 19,593 Labor and related costs 17,184 16,152 Other operating expenses (asset write downs of $1,287 14,794 13,009 for 2002, $453 for 2001) Depreciation and amortization 2,109 2,201 General and administrative expenses 6,308 5,310 - ---------------------------------------------------------------- ----------- --------- Total operating costs and expenses 61,713 56,265 - ---------------------------------------------------------------- ----------- --------- Interest expense 817 1,047 Investment income, net (181) (233) Other income (90) - - ---------------------------------------------------------------- ----------- --------- Total costs and expenses 62,259 57,079 - ---------------------------------------------------------------- ----------- --------- Income before income taxes 1,320 2,044 Provision (benefit) for income taxes (768) 1,120 - ---------------------------------------------------------------- ----------- --------- Net income $ 2,088 $ 924 ================================================================ =========== ========= Basic and diluted earnings per share $ 0.08 $ 0.03 ================================================================ =========== =========
- more - Worldwide Restaurant Concepts, Inc. Page 5 of 7 Worldwide Restaurant Concepts, Inc. and Subsidiaries Consolidated Statements of Operations (In thousands, except per share data)
For the Years Ended April 30, 2002 2001 - ----------------------------------------------------------------- ----------- ---------- Revenues Restaurant sales 258,770 236,665 Franchise revenues 8,417 8,676 - ----------------------------------------------------------------- ------------ --------- Total revenues 267,187 245,341 - ----------------------------------------------------------------- ------------ --------- Costs and Expenses Cost of sales 88,960 83,322 Labor and related costs 73,476 67,107 Other operating expenses (asset write downs of $1,287 63,368 56,301 for 2002, $453 for 2001) Depreciation and amortization 9,377 9,246 General and administrative expenses 24,583 22,293 - ----------------------------------------------------------------- ------------ --------- Total operating costs and expenses 259,764 238,269 - ----------------------------------------------------------------- ------------ --------- Interest expense 3,616 3,844 Investment income, net (820) (1,560) Other income (502) (347) - ----------------------------------------------------------------- ------------ --------- Total costs and expenses 262,058 240,206 - ----------------------------------------------------------------- ------------ --------- Income before income taxes 5,129 5,135 Provision for income taxes 649 2,412 - ----------------------------------------------------------------- ------------ --------- Net income $ 4,480 $ 2,723 ================================================================= ============ ========= Basic and diluted earnings per share $ 0.16 $ 0.10 ================================================================= ============ =========
- more - Worldwide Restaurant Concepts, Inc. Page 6 of 7 WORLDWIDE RESTAURANT CONCEPTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
April 30, April 30, ASSETS 2002 2001 - ------------------------------------------------------------------------- ------------ --------- Current Assets: Cash and cash equivalents $ 23,388 $ 9,997 Restricted cash 4,651 7,852 Receivables, net of reserves of $814 at April 30, 2002 and $965 at April 30, 2001 2,301 2,464 Inventories 4,367 4,211 Current tax asset 2,191 3,324 Prepaid expenses and other current assets 1,402 2,554 - ------------------------------------------------------------------------- ------------ --------- Total current assets 38,300 30,402 - ------------------------------------------------------------------------- ------------ --------- Property and equipment, at cost Land 5,701 5,663 Buildings and leasehold improvements 78,371 71,488 Equipment 60,441 65,477 Capital leases 2,616 2,616 Construction in progress 1,215 1,873 - ------------------------------------------------------------------------- ------------ --------- 148,344 147,117 Less - Accumulated depreciation and amortization (87,010) (87,106) - ------------------------------------------------------------------------- ------------ --------- Total property and equipment, net 61,334 60,011 - ------------------------------------------------------------------------- ------------ --------- Property held for sale, net 2,632 3,996 Long-term notes receivable, net of reserves of $3 at April 30, 2002 and $17 at April 30, 2001 774 994 Deferred income taxes 5,683 2,425 Goodwill, net of accumulated amortization of $659 at April 30, 2002 and $659 at April 30, 2001 20,940 19,557 Intangible assets, net of accumulated amortization of $1,038 at April 30, 2002 and $893 at April 30, 2001 2,031 2,208 Other assets 1,813 2,969 - ------------------------------------------------------------------------- ------------ ---------- Total assets $ 133,507 $ 122,562 ========================================================================= ============ ==========
- more - Worldwide Restaurant Concepts, Inc. Page 7 of 7 WORLDWIDE RESTAURANT CONCEPTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data)
April 30, April 30, LIABILITIES AND STOCKHOLDERS' INVESTMENT 2002 2001 - -------------------------------------------------------------------------- ----------------- ----------- Current Liabilities: Current portion of long-term debt $ 5,971 $ 5,597 Accounts payable 11,304 9,078 Other current liabilities 14,531 9,626 Income taxes payable 2,669 1,870 - -------------------------------------------------------------------------- ---------- ---------- Total current liabilities 34,475 26,171 - -------------------------------------------------------------------------- ---------- ---------- Long-term debt, net of current portion 23,369 24,085 Deferred gains and revenues 8,737 8,307 Pension liability 11,725 9,482 - -------------------------------------------------------------------------- ---------- ---------- Total liabilities 78,306 68,045 - -------------------------------------------------------------------------- ---------- ---------- Stockholders' Investment: Capital stock - Preferred, authorized 1,000,000 shares, $5 par value; no shares issued - - Common, authorized 50,000,000 shares, $0.01 par value; outstanding 27,205,491 shares at April 30, 2002 and 27,744,799 shares at April 30, 2001 292 291 Additional paid-in capital 279,904 279,846 Accumulated deficit (212,566) (217,046) Treasury stock, 2,000,000 shares at April 20, 2002 and 1,363,800 shares at April 30, 2001, at cost (4,135) (3,189) Accumulated other comprehensive loss (8,294) (5,385) - -------------------------------------------------------------------------- ---------- --------- Total stockholders' investment 55,201 54,517 - -------------------------------------------------------------------------- ---------- --------- Total liabilities and stockholders' investment $ 33,507 $ 122,562 ========================================================================== ========== =========
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