8-K

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: August 13, 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 of incorporation)	(IRS Employer Identification Number)

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 August 13, 2002, the Company issued a press release announcing the conference call to discuss first quarter fiscal year 2003 financial results.

On August 22, 2002, the Company issued a press release reporting first quarter fiscal year 2003 financial results.

ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.	Description
99.1	Press Release dated August 13, 2002.
99.2	Press Release dated August 22, 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

NEWS BULLETIN

RE: [LOGO OF WORLDWIDE RESTAURANT CONCEPTS]

15301 Ventura Blvd., Bldg B, Suite 300

Sherman Oaks, CA 91403

(818) 662-9800

NYSE: SZ

FROM: [LOGO OF FRB - WEBER SHANDWICK FINANCIAL COMMUNICATIONS]

FOR FURTHER INFORMATION:

AT THE COMPANY:		AT FRB ¦ WEBER SHANDWICK:
Keith Wall	Kim Forster	James Hoyne	Tricia Ross
Vice President and CFO	Vice President, Planning	General Information	Investor/Analyst Contact
(818) 662-9800	(818) 662-9800	(310) 407-6546	(310) 407-6540

FOR IMMEDIATE RELEASE

August 13, 2002

WORLDWIDE RESTAURANT CONCEPTS, INC. ANNOUNCES

UPCOMING FIRST QUARTER CONFERENCE CALL

SHERMAN OAKS, Calif.—August 13, 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, August 22, 2002 at 8:00 AM PT / 11:00 AM ET. The conference call will feature Charles Boppell, President and CEO of Worldwide Restaurant Concepts, in a discussion of first quarter financial results and operating developments.

Financial results will be released over the news wires before the market opens on Thursday, August 22, 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 337 Sizzler^® restaurants worldwide, 107 KFC^® 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.

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EX-99.2

NEWS BULLETIN

RE: [LOGO OF WORLDWIDE RESTAURANT CONCEPTS]

15301 Ventura Blvd., Bldg B, Suite 300

Sherman Oaks, CA 91403

(818) 662-9800

NYSE: SZ

FROM: [LOGO OF FRB - WEBER SHANDWICK FINANCIAL COMMUNICATIONS]

FOR FURTHER INFORMATION:

AT THE COMPANY:		AT FRB ¦ WEBER SHANDWICK:
Keith Wall	Kim Forster	James Hoyne	Tricia Ross
Vice President and CFO	Vice President, Planning	General Information	Investor/Analyst Contact
(818) 662-9800	(818) 662-9800	(310) 407-6546	(310) 407-6540

FOR IMMEDIATE RELEASE

August 22, 2002

WORLDWIDE RESTAURANT CONCEPTS, INC. ANNOUNCES FIRST

QUARTER FISCAL 2003 RESULTS

HIGHLIGHTS:

• Total revenues increased by 10.5 percent to $67.7 million

• Revenue growth attributed to Pat & Oscar’s expansion, same store sales growth of 11.4 percent at Sizzler Australia and 8.6 percent at KFC, and a stronger Australian dollar

• Earnings per share increased by 100 percent to $0.12 per diluted share

• Pat & Oscar’s real estate pipeline on track to increase unit count by 30 to 40 percent this year

SHERMAN OAKS, Calif.—August 22, 2002—Worldwide Restaurant Concepts, Inc. (NYSE: SZ) today reported financial results for the first quarter of fiscal 2003, ended July 21, 2002.

For the first quarter, the Company reported revenues of $67.7 million, an increase of 10.5 percent over the $61.3 million in the comparable period in fiscal 2002. Net income for the quarter was $3.3 million, or $0.12 per diluted share, compared to net income of $1.7 million, or $0.06 per diluted share in the same period a year ago. The increase in net income for the quarter was primarily the result of increased sales, tight cost controls, and a tax benefit from the utilization of tax loss carry forwards.

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Total Revenues Increase by $6.4 million

For the first quarter, the Company grew total revenues by $6.4 million, a 10.5 percent increase over the prior year. Operations in Australia continued to report strong sales. Same store sales grew by 11.4 percent at Sizzler Australia and 8.6 percent at KFC. Both concepts reported increases in guest counts, despite a price increase of approximately 2 percent during the quarter to pass on labor and commodity price increases. The strengthening of the Australian dollar exchange rate by 8.0% compared to the prior year also contributed approximately $2.3 million to revenue growth for the quarter.

Sizzler USA continued to execute its strategy of promoting high value entrées priced at $7.99 to $9.99 by offering a $8.99 shrimp platter and $9.99 steak and scampi entrée during the quarter. These promotions were the primary drivers of the division’s 0.6% increase in same store sales and 1.1% increase in guest counts compared to the same quarter in the prior year.

Pat & Oscar’s contributed $2.0 million of the quarterly revenue increase, primarily from the four new restaurants that opened last year. Pat & Oscar’s same store sales declined by 1.2% during the quarter, due to softening in the San Diego economy and expected continuing cannibalization in the San Diego market. Excluding the effect of cannibalization at one San Diego restaurant, same store sales would have increased by 1.0 percent.

“We’ve continued to execute our strategies for revenue growth and generated very tangible results this quarter,” said Charles Boppell, President and Chief Executive Officer of Worldwide Restaurant Concepts. “We’ve been facing economic uncertainty both domestically and internationally. By positioning our brands to provide great value as well as exciting flavors, we believe that we’re correctly positioned for this type of economic environment. Our Sizzler operations in the USA and Australia and our KFCs all reported same store sales increases this quarter. We’re convinced that Pat & Oscar’s can also do well in this environment. We’ve strengthened their team by hiring a Vice President of Marketing and retaining a new advertising agency during the quarter, and we’re currently testing an equity-based incentive program for restaurant and market managers.”

Pat & Oscar’s Expansion On Track

Although Pat & Oscar’s did not plan to open any new restaurants this quarter, it is on track to open five to six restaurants this fiscal year. Five sites are already under lease or signed letters of intent, including three in Los Angeles County, as part of the Company’s development plan to widen its geographic reach. The next Pat & Oscar’s is expected to open in December. “Based on extensive consumer and real estate research, we’ve developed an extensive real estate pipeline that will support a 30 percent to 40 percent increase in our Pat & Oscar’s^SM restaurant count this fiscal year, and will position us to continue to grow at this rate over the next few years,” commented Mr. Boppell.

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Outlook For Fiscal 2003

“We’ve continued to deliver top line and bottom line growth in an increasingly tough economic environment. We can’t influence the economic climate we’ll face in the coming months, but we can and will continue to deliver a dining experience that exceeds our guests’ expectations while we manage our costs. We’re confident that each of our divisions is focused on the appropriate growth strategies and that they have the leadership they need to succeed,” 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 337 Sizzler^®restaurants worldwide, 107 KFC^®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; and (iii) the opening of five to six additional Pat & Oscar’s^SM restaurants through the end of this fiscal year and continued growth of 30 percent to 40 percent per year in unit counts.

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 growth; (c) the availability of capital to upgrade the facilities at its domestic and international Sizzler^® locations and its Australian KFCs^®and build new Pat & Oscar’s restaurants; (d) Pat & Oscar’s ability to acquire a sufficient number of suitable sites to open five to six new restaurants this year and increase its restaurant count by a rate of 30 percent to 40 percent per year thereafter; (e) economic conditions, both generally and as they affect the restaurant industry in particular; and (f) 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 .

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WORLDWIDE RESTAURANT CONCEPTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE TWELVE WEEKS ENDED JULY 21, 2002 AND JULY 22, 2001

(In thousands, except per share data)

	July 21, 2002		July 22, 2001
Revenues
Restaurant sales	$	65,683	$	59,273
Franchise revenues		2,004		1,999
Total revenues		67,687		61,272
Costs and Expenses
Cost of sales		22,259		20,201
Labor and related expenses		18,187		16,899
Other operating expenses		15,611		14,274
Depreciation and amortization		2,171		2,160
General and administrative expenses		5,464		5,477
Total operating costs		63,692		59,011
Operating income		3,995		2,261
Interest expense		817		869
Investment income		191		222
Other income				412
Income before provision for income taxes		3,369		2,026
Provision for income taxes		112		362
Net income	$	3,257	$	1,664
Basic and diluted earnings per share	$	0.12	$	0.06

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WORLDWIDE RESTAURANT CONCEPTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

	July 21, 2002		April 30, 2002
ASSETS
Current Assets:
Cash and cash equivalents	$	25,163	$	25,943
Restricted cash		2,246		2,096
Receivables, net of an allowance of $872 at July 21, 2002 and $814 at April 30, 2002		2,468		2,101
Inventories		4,352		4,367
Current deferred income tax asset		2,653		2,191
Prepaid expenses and other current assets		2,689		1,686
Total current assets		39,571		38,384
Property and equipment, net		60,507		61,334
Property held for sale, net		2,276		2,632
Long-term notes receivables (including $200 of related party receivables at July 21, 2002 and April 30, 2002), net of reserves of $3 at July 21, 2002 and April 30, 2002		941		974
Deferred income asset		5,413		5,346
Goodwill, net		20,940		20,940
Intangible assets, net of accumulated amortization of $750 at July 21, 2002 and $734 at April 30, 2002		2,043		2,031
Other assets		1,796		1,866
Total assets	$	133,487	$	133,507

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WORLDWIDE RESTAURANT CONCEPTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

	July 21, 2002			April 30, 2002
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Current portion of long-term debt	$	6,072		$	5,971
Accounts payable		9,295			11,304
Other current liabilities		14,936			14,531
Income taxes payable		2,311			2,669
Total current liabilities		32,614			34,475
Long-term debt, net of current portion		21,986			23,369
Deferred gains and revenues		8,691			8,737
Pension liability		11,600			11,725
Total liabilities		74,891			78,306
Stockholders’ Equity:
Capital stock—
Preferred, authorized 1,000,000 shares, $5 par value; no shares issued		—			—
Common, authorized 50,000,000 shares, $0.01 par value; issued and outstanding 29,230,135 and 27,230,135 shares and 29,205,491 and 27,205,491 shares at July 21, 2002 and April 30, 2002, respectively		292			292
Additional paid-in capital		279,948			279,904
Accumulated deficit		(209,309	)		(212,566	)
Treasury stock, 2,000,000 shares at July 21, 2002 and 2,000,000 shares at April 30, 2002, at cost		(4,135	)		(4,135	)
Accumulated other comprehensive loss		(8,200	)		(8,294	)
Total stockholders’ equity		58,596			55,201
Total liabilities and stockholders’ equity	$	133,487		$	133,507

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