-----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, LPfBBk07pB0xTpgNc7ycDOUzb8DzdH3ZNvryumw5iTpWZ7GDe1Cr9wzSaZDXzPc8 5zoG1ZFWT/VC6js3Z7ZuZA== 0000935226-99-000001.txt : 19990129 0000935226-99-000001.hdr.sgml : 19990129 ACCESSION NUMBER: 0000935226-99-000001 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990103 FILED AS OF DATE: 19990128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BENIHANA INC CENTRAL INDEX KEY: 0000935226 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 650538630 STATE OF INCORPORATION: DE FISCAL YEAR END: 0327 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-26396 FILM NUMBER: 99515709 BUSINESS ADDRESS: STREET 1: 8685 NW 53RD TERRACE CITY: MIAMI STATE: FL ZIP: 33166 BUSINESS PHONE: 3055930770 MAIL ADDRESS: STREET 1: 8685 NW 53RD TERRACE CITY: MIAMI STATE: FL ZIP: 33166 10-Q 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended January 3, 1999 or, [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 0-12644 Benihana Inc. (Exact name of registrant as specified in its charter) Delaware 65-0538630 ------------------------------- -------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 8685 Northwest 53rd Terrace, Miami, Florida 33166 --------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (305) 593-0770 None - -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock $.10 par value, 3,571,616 shares outstanding at January 28, 1999 Class A Common Stock $.10 par value, 2,562,576 shares outstanding at January 28, 1999 BENIHANA INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS FOR THE TEN PERIODS ENDED JANUARY 3, 1999 TABLE OF CONTENTS PAGE PART I - Financial Information Consolidated Balance Sheets at January 3, 1999 (unaudited) and March 29, 1998 1 Consolidated Statements of Operations (unaudited) for the Three and Ten Periods Ended January 3, 1999 2 - 3 Consolidated Statement of Stockholders' Equity (unaudited) for the Ten Periods Ended January 3, 1999 4 Consolidated Statements of Cash Flows (unaudited) for the Ten Periods Ended January 3, 1999 5 Notes to the Consolidated Financial Statements 6 - 8 Management's Discussion and Analysis of the Financial Condition and Results of Operations 9 - 11 PART II - Other Information 12 BENIHANA INC. AND SUBSIDIARIES PART I - Financial Information CONSOLIDATED BALANCE SHEETS (In thousands, except per share information)
(Unaudited) January 3, March 29, 1999 1998 - ------------------------------------------------------------------------------------------------------------------- Assets Current assets: Cash and equivalents $ 1,918 $ 1,169 Receivables (net of allowance for doubtful accounts of $33 in January 1999 and $0 in March 1998): Trade 243 202 Other 366 183 - ------------------------------------------------------------------------------------------------------------------- Total Receivables 609 385 Inventories (Note 2) 3,165 3,768 Prepaid expenses (Note 3) 1,337 758 - ------------------------------------------------------------------------------------------------------------------- Total Current Assets 7,029 6,080 Property and equipment, net 36,171 32,998 Deferred income taxes, net 3,451 3,781 Goodwill, net 12,269 12,663 Other assets (Note 4) 2,334 2,635 - ------------------------------------------------------------------------------------------------------------------- $61,254 $58,157 - ------------------------------------------------------------------------------------------------------------------- Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued expenses $10,600 $ 9,323 Current maturities of long-term debt and obligations under capital leases 2,231 1,939 - ------------------------------------------------------------------------------------------------------------------- Total Current Liabilities 12,831 11,262 Long-term debt 13,247 15,233 Due to affiliates - long term 51 174 Obligations under capital leases 2,877 3,265 Stockholders' Equity: Preferred stock - $1.00 par value; authorized - 5,000,000 shares, issued and outstanding - 700 shares and 1,000 shares, respectively 1 1 Common stock - $.10 par value; convertible into Class A Common, authorized - 12,000,000 shares, issued and outstanding - 3,571,616 shares and 3,571,116 shares, respectively 357 357 Class A common stock - $.10 par value; authorized - 20,000,000 shares, issued and outstanding 2,562,576 shares and 2,517,463 shares, respectively 256 252 Additional paid-in capital 14,598 14,600 Retained earnings 17,152 13,129 Treasury stock - 9,177 shares at cost (116) (116) - ------------------------------------------------------------------------------------------------------------------- Total Stockholders' Equity 32,248 28,223 - ------------------------------------------------------------------------------------------------------------------- $61,254 $58,157 - ------------------------------------------------------------------------------------------------------------------- See notes to consolidated financial statements
-1- BENIHANA INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share information)
Three Periods Ended January 3, January 4, 1999 1998 - ------------------------------------------------------------------------------------------------------------------- Revenues Net restaurant food and beverage sales $27,723 $23,939 Other income 176 157 - ------------------------------------------------------------------------------------------------------------------- Total Revenues 27,899 24,096 Costs and Expenses Cost of restaurant food and beverage sales 7,211 6,353 Restaurant expenses 16,122 13,746 General and administrative expenses 1,413 1,384 Interest expense 370 271 - ------------------------------------------------------------------------------------------------------------------- Total Costs and Expenses 25,116 21,754 - ------------------------------------------------------------------------------------------------------------------- Income from operations before income taxes 2,783 2,342 Income tax provision 1,030 780 - ------------------------------------------------------------------------------------------------------------------- Net Income $ 1,753 $ 1,562 - ------------------------------------------------------------------------------------------------------------------- Earnings Per Share (Note 5) Basic earnings per common share $ .29 $ .25 Diluted earnings per common share $ .28 $ .24 - ------------------------------------------------------------------------------------------------------------------- See notes to consolidated financial statements
-2- BENIHANA INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share information)
Ten Periods Ended January 3, January 4, 1999 1998 - ------------------------------------------------------------------------------------------------------------------- Revenues Net restaurant food and beverage sales $88,452 $72,383 Other income 612 494 - ------------------------------------------------------------------------------------------------------------------- Total Revenues 89,064 72,877 Costs and Expenses Cost of restaurant food and beverage sales 23,333 18,850 Restaurant expenses 53,773 43,118 General and administrative expenses 4,535 3,919 Interest expense 1,295 648 - ------------------------------------------------------------------------------------------------------------------- Total Costs and Expenses 82,936 66,535 - ------------------------------------------------------------------------------------------------------------------- Income from operations before income taxes 6,128 6,342 Income tax provision 2,062 2,000 - ------------------------------------------------------------------------------------------------------------------- Net Income $ 4,066 $ 4,342 - ------------------------------------------------------------------------------------------------------------------- Earnings Per Share (Note 5) Basic earnings per common share $ .66 $ .70 Diluted earnings per common share $ .64 $ .68 - ------------------------------------------------------------------------------------------------------------------- See notes to consolidated financial statements
-3- BENIHANA INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED) (In thousands, except per share information)
Class A Additional Total Preferred Common Common Paid-in Retained Treasury Stockholders' Stock Stock Stock Capital Earnings Stock Equity - ---------------------------------------------------------------------------------------------------------------------------------- Balance, March 29, 1998 $1 $357 $252 $14,600 $13,129 ($116) $28,223 Net income 4,066 4,066 Dividend on preferred stock (43) (43) 300 shares of preferred stock converted into 45,113 shares of Class A Common Stock 4 (4) Exercise of stock options 2 2 - ---------------------------------------------------------------------------------------------------------------------------------- Balance, January 3, 1999 $1 $357 $256 $14,598 $17,152 ($116) $32,248 ================================================================================================================================== See notes to consolidated financial statements
-4- BENIHANA INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)
Ten Periods Ended January 3, January 4, 1999 1998 - ------------------------------------------------------------------------------------------------------------------- Operating Activities: Net income $4,066 $4,342 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,042 2,144 Deferred income taxes 330 132 Change in operating assets and liabilities that provided (used) cash: Accounts receivable (224) 277 Inventories 603 148 Prepaid expenses (580) (54) Other assets 38 (369) Accounts payable and accrued expenses 1,277 (2,720) - ------------------------------------------------------------------------------------------------------------------- Net cash provided by operating activities 8,552 9,340 - ------------------------------------------------------------------------------------------------------------------- Investing activities: Acquisition of Rudy's Restaurant Group, Inc., net of cash acquired (18,777) Expenditures for property and equipment (5,556) (3,523) - ------------------------------------------------------------------------------------------------------------------- Net cash (used in) investing activities (5,556) (22,300) - ------------------------------------------------------------------------------------------------------------------- Financing Activities: Borrowings of long-term debt 18,000 Proceeds from issuance of common stock 2 59 Repayment of long-term debt and obligations under capital leases (2,206) (7,653) Dividend paid on preferred stock (43) (74) Preferred stock redeemed (500) - ------------------------------------------------------------------------------------------------------------------- Net cash provided by (used in) financing activities (2,247) 9,832 - ------------------------------------------------------------------------------------------------------------------- Net (decrease)increase in cash and cash equivalents 749 (3,128) Cash and cash equivalents, beginning of year 1,169 7,043 - ------------------------------------------------------------------------------------------------------------------- Cash and cash equivalents, end of period $1,918 $3,915 =================================================================================================================== Supplemental Cash Flow Information: Cash paid during the ten periods: Interest $1,095 $ 505 Income taxes 1,763 2,245 Non-Cash Investing and Financing Activities: Fair market value of warrant issued $ 563 Non-competition agreement 684 During the current fiscal year, 300 shares of Preferred Stock were converted into 45,113 shares of Class A Common Stock See notes to consolidated financial statements.
-5- BENIHANA INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS TEN PERIODS ENDED JANUARY 3, 1999 AND JANUARY 4, 1998 (UNAUDITED) 1. GENERAL The accompanying consolidated financial statements are unaudited and reflect all adjustments (consisting only of normal recurring adjustments at January 3, 1999) which are, in the opinion of management, necessary for a fair presentation of financial position and results of operations. The results of operations for the ten periods (forty weeks) ended January 3, 1999 are not necessarily indicative of the results to be expected for the full year. Certain information and footnotes normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. The Company's fiscal year consists of 13 four-week accounting periods. During the quarter, the Company changed its method of accounting on certain direct costs associated with opening new restaurants to conform with Financial Accounting Standards Board's Statement of Position 98-5, "Reporting of the Costs of Start-Up Activities," that require such costs to be expensed as incurred. The effect of the change was not material to the Company's results of operations. 2. INVENTORIES Inventories consist of (in thousands):
January 3, March 29, 1999 1998 ---------- --------- Food and beverage $1,239 $1,574 Supplies 1,926 2,194 ------ ------ $3,165 $3,768 ====== ======
3. PREPAID EXPENSES Prepaid expenses consist of (in thousands):
January 3, March 29, 1999 1998 ---------- -------- Prepaid insurance $ 438 $ 445 Prepaid rent 366 10 Prepaid income taxes 437 Other 96 303 ------- ------- $1,337 $ 758 ====== =======
-6- BENIHANA INC. AND SUBSIDIARIES 4. OTHER ASSETS Other assets consist of (in thousands):
January 3, March 29, 1999 1998 --------- -------- Lease acquisition costs $ 382 $ 429 Cash surrender value of key man life insurance 306 306 Premium on liquor licenses 923 923 Long-term note receivable 127 158 Deferred financing charges 337 386 Security deposits 175 172 Preopening expenses 84 Other 84 177 ------ ------ $2,334 $2,635 ====== ======
5. EARNINGS PER SHARE Basic earnings per common share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during each period. The diluted earnings per common share computation includes dilutive common share equivalents issued under the Company's various stock option plans and dilutive convertible preferred stock. The following data shows the amounts (in thousands) used in computing earnings per share and the effect on income and the weighted average number of shares of dilutive potential common stock.
Ten Periods Ended January 3, January 4, 1999 1998 ---------- --------- Income from operations $4,066 $4,342 Less preferred dividends (43) (74) ------ ------ Income for computation of basic earnings per common share 4,023 4,268 Convertible preferred stock 43 74 ------ ------ Income for computation of diluted earnings per common share $4,066 $4,342 ====== ====== Ten Periods Ended January 3, January 4, 1999 1998 ---------- --------- Weighted average number of common shares used in basic EPS 6,094 6,077 Effect of dilutive securities: Stock options 151 69 Convertible preferred stock 143 246 ------ ------ Weighted number of common shares and dilutive potential common stock used in diluted EPS 6,388 6,392 ====== =====
-7- BENIHANA INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OVERVIEW The Company's revenues consist of sales of food and beverages sold in each of the owned restaurants and franchise fees received from franchisees. Cost of restaurant food and beverage sold represents the direct cost of the ingredients for the prepared food and beverages sold. Restaurant expenses consist of direct and indirect labor, occupancy costs, advertising and other costs that are directly attributed to each restaurant location. Restaurant revenues and expenses are dependent upon a number of factors including the number of restaurants in operation and restaurant patronage. Revenues are also dependent on the average check amount. Expenses are additionally dependent upon commodity costs, average wage rates, marketing costs and the costs of interest and administering restaurant operations. The Company's revenues, net income and diluted earnings per share increased in the current three periods when compared to the equivalent three periods in the prior year. The improved three period results reflect sales growth in traditional restaurants and an increasing contribution from the Samurai and Kyoto restaurants acquired December 1, 1997 with the purchase of Rudy's Restaurant Group, Inc. (Rudy's). For the current ten periods, revenues increased while net income and diluted earnings per share decreased when compared to the previous comparable period. The increase in revenues was due in part to the purchase last year of nine Samurai and Kyoto restaurant units acquired with the purchase of Rudy's. Net income and diluted earnings per share for the ten periods have been impacted by the operating results of the nine restaurants acquired from Rudy's and the amortization of goodwill and interest on acquisition indebtedness. The Company has made physical improvements and instituted marketing programs to conform those nine units acquired from Rudy's to traditional Benihana appearance and quality of service standards. The results of these changes had a negative impact on earnings in the earlier part of the current year but have produced improved results in the recent three periods. -8- BENIHANA INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS REVENUES The amounts of sales and the changes in amount and percentage change in amount of sales from the previous fiscal year are shown in the following tables.
Three Periods Ended Ten Periods Ended January 3, January 4, January 3, January 4, 1999 1998 1999 1998 ---------- ---------- ---------- --------- Net restaurant sales $27,723 $23,939 $88,452 $72,383 Other income 176 157 612 494 ------- ------- ------- ------- $27,899 $24,096 $89,064 $72,877 ======= ======= ======= ======= Three Periods Ended Ten Periods Ended January 3, January 4, January 3, January 4, 1999 1998 1999 1998 ---------- ---------- ---------- --------- Amount of change in total revenues from previous year $ 3,803 $ 4,270 $16,187 $ 8,270 Percentage of change from the previous year 15.8% 21.5% 22.2% 12.8%
Three and Ten Periods Ended January 3, 1999 compared to January 4, 1998 -- Restaurant revenues continued to increase in the three and ten periods ended January 3, 1999 as compared to the equivalent periods ended January 4, 1998. The increase in revenues attributable to the nine restaurants through the acquisition of Rudy's represented $1,483,000 of the increase for the three periods and $9,705,000 for the ten periods and an increase in customer counts and menu prices in restaurant units opened longer than a year represented $2,018,000 of the increase for the three periods and $5,202,000 for the ten periods. Also, contributing to the increase is the opening in June 1998 of Sushi Doraku by Benihana, a kaiten sushi restaurant operating in Ft. Lauderdale, Florida and a traditional restaurant opened in December 1998 operating in Ontario, California. Same store sales increased 9.4% and 7.5% when compared to the prior year's three and ten periods, respectively. COSTS AND EXPENSES Costs of restaurant sales, which are generally variable with sales, directly increased with changes in revenues for the three and ten periods. The following table reflects the proportion that the various elements of costs and expenses bore to sales and the changes in amounts and percentage changes in amounts from the previous year's three and ten periods. -9- BENIHANA INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Three Periods Ended Ten Periods Ended January 3, January 4, January 3, January 4, 1999 1998 1999 1998 ---------- ---------- ---------- ---------- COST AS A PERCENTAGE OF RESTAURANT SALES: Cost of restaurant food and beverage sales 26.0% 26.5% 26.4% 26.0% Restaurant expenses 58.2% 57.4% 60.8% 59.6% General and administrative expenses 5.1% 5.8% 5.1% 5.4% AMOUNT OF CHANGE FROM PREVIOUS YEAR (IN THOUSANDS): Cost of restaurant food and beverage sales $ 858 $1,275 $ 4,482 $2,420 Restaurant expenses $2,376 $2,053 $10,655 $4,042 General and administrative expenses $ 29 $ 600 $ 617 $ 757 PERCENTAGE CHANGE FROM PREVIOUS YEAR: Cost of restaurant food and beverage sales 13.5% 25.1% 23.8% 14.7% Restaurant expenses 17.3% 17.6% 24.7% 10.3% General and administrative expenses .2% 76.5% 15.7% 23.9%
Three and Ten Periods Ended January 3, 1999 compared to January 4, 1998 -- The cost of food and beverage sales increased in dollar amount in the current three and ten periods and decreased in the current three periods and increased in the current ten periods when expressed as a percentage of sales compared to equivalent periods in the prior year. The nine restaurants acquired from Rudy's represented $388,000 of the increase for the three periods and $2,583,000 of the increase for the ten periods. Increased restaurant traffic including Rudy's represented $873,000 of the increase for the three periods and $4,236,000 of the increase for the ten periods. Commodity costs increases, principally seafood costs, which had increased in the earlier part of the current year decreased during the current three periods when compared to the previous comparable period. Restaurant expenses increased in dollar amount and when expressed as a percentage of sales in the current three and ten periods. The increase in dollar amount is mostly attributable to the nine restaurants acquired from Rudy's. Also contributing to the increase were increased occupancy costs and other operating costs directly related to the increase in sales. General and administrative costs increased in total dollar amount and decreased when expressed as a percentage of sales for both the current three and ten periods. The increase is principally due to the amortization of goodwill of $118,000 and $395,000 in the current three and ten periods, respectively, associated with the acquisition of Rudy's. The decrease when expressed as a percentage of sales is due to the aforementioned increased in sales. Interest costs increased in the current three and ten periods when compared to the comparable period of the prior year. The increase is attributable to additional interest expense associated with increased borrowings used for the acquisition of Rudy's. -10- BENIHANA INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Company's effective income tax rate increased in the ten periods to 33.6% from 31.6 % in the prior year's ten periods. The increase resulted from the use of state net operating loss carryforwards exhausted in the prior year. LIQUIDITY AND CAPITAL RESOURCES The Company does not require significant amounts of inventory or receivables, and, as is typical of many restaurant companies, the Company does not have to provide financing for such assets and operates with a minimum amount or deficit of working capital. The Company requires capital principally for the construction and development of new restaurants, acquisitions of other restaurant businesses, and the refurbishment of existing restaurant units. On December 1, 1997, the Company completed the acquisition of Rudy's for approximately $20,000,000 of cash. In addition, a warrant for 200,000 shares of the Company's Class A Stock was issued at an exercise price of $8.00 per share. The acquisition was financed, in part, with the proceeds of a new credit agreement (the "Credit Agreement") consisting of a $12,000,000 term loan and a $15,000,000 revolving line of credit. Interest under the Credit Agreement accrues at the Company's option at either prime rate plus a margin up to 1.0% or at LIBOR plus a margin of 1.0% to 2.25%. The applicable interest rate margin varies with the Company's leverage ratio (defined as EBITDA divided by funded indebtedness). Principal of the term loan is payable at a rate of $1,000,000 annually through March 2000, $2,000,000 annually through March 2002, and $3,000,000 annually through March 2004. The revolving line of credit is payable in 2004. The proceeds under the Credit Agreement were also used to retire outstanding borrowings under a previous loan agreement in the approximate amount of $5,700,000. The Credit Agreement restricts the Company from making dividend payments and purchases of the Company's common equity and limits capital expenditures to $8,600,000 for fiscal 1999 and $8,000,000 annually thereafter plus amounts in excess of certain operating cash flow targets and amounts of cash provided from offerings of common equity, if any. The Company is restricted by the Credit Agreement as to the aggregate amount of its redeemable preferred stock that it can redeem to an amount not to exceed $1,000,000 in fiscal year ending 1999 only. The Credit Agreement also requires the Company to achieve certain ratios of operating cash flow to debt and other financial benchmarks. As of January 3, 1999, the Company had available $12,500,000 under the revolving line of credit facility. Management believes that the amount available under the revolving facility together with internally generated funds from operations provide sufficient cash resources for anticipated capital improvements as well as construction of new restaurants. The Company has entered into a lease for a new restaurant to be operated under the Company's new sushi concept, Sushi Doraku by Benihana in Chicago, Illinois. Due to delays in obtaining a building permit, this new restaurant is now projected to open during the summer of 1999. -11- BENIHANA INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS YEAR 2000 The well publicized "Year 2000" issue relates to computer programs that were written using only two digits rather than four digits to define the applicable year in date sensitive programs in calculating and processing computerized data. The Company has completed an assessment of the Year 2000 issue and will have to upgrade portions of its hardware and software so that its systems will function correctly. The Company has also made inquiries of its material suppliers as to year 2000 compliance and does not believe it will be materially impacted. Management believes that the costs and the operational impact associated with the Year 2000 compliance will not be material to the Company's financial condition. Forward Looking Information Statements in this report concerning the Company's business outlook or future economic performance, anticipated profitability, revenues, expenses or other financial items, together with other statments that are not historical facts, are "forward-looking statements" as that term is defined under Federal Securities Laws. "Foward-looking statements" are subject to risks, uncertainties and other factors which could cause actual results to differ materially from those stated in such statements. Such risks, uncertainties and factors include, but are not limited to, changes in customers' tastes and preferences, acceptance of the Company's concepts in new locations, industry cyclicality, fluctuations in customer demand, the seasonal nature of the business, fluctuations on commodities costs, the ability to complete construction of new units in a timely manner, obtaining governmental permits on a resonably timely basis, and general economic conditions, as well as other risks detailed in the Company's filings with the Securities and Exchange Commission. -12- BENIHANA INC. AND SUBSIDIARIES PART II - Other Information Item 5. None Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 27 Financial Data Schedule (b) Reports on Form 8-K - None -13- SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Benihana Inc. (Registrant) Date January 28, 1999 /s/ Joel A. Schwartz --------------------- -------------------- Joel A. Schwartz President /s/ Michael R. Burris --------------------- Michael R. Burris Chief Financial Officer -14- EX-27 2 FDS --
5 This schedule contains summary financial information extracted from the January 3, 1999 Financial Statements and is qualified in its entirety by reference to such Financial Statements. 0000935226 BENIHANA INC. 1,000 U.S. DOLLARS 3-MOS 9-MOS MAR-28-1999 MAR-28-1999 OCT-12-1998 MAR-30-1998 JAN-03-1999 JAN-03-1999 1 1 1918 1918 0 0 609 609 0 0 3,165 3,165 7,029 7,029 36,171 36,171 32,812 32,812 61,254 61,254 12,831 12,831 16,175 16,175 0 0 1 1 613 613 31,634 31,634 60,254 60,254 27,723 88,452 27,899 89,064 7,211 23,333 16,122 53,773 1,413 4,535 0 0 370 1,295 2,783 6,128 1,030 2,062 1,753 4,066 0 0 0 0 0 0 1,753 4,066 .29 .66 .28 .64
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