UNITED STATES
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 (Date of earliest event reported): February 13, 2013
RED ROBIN GOURMET BURGERS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-34851 |
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84-1573084 |
(State or other jurisdiction of
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(Commission File Number) |
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(I.R.S. Employer
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6312 S. Fiddlers Green Circle, Suite 200N
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80111 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (303) 846-6000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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
On February 19, 2013, Red Robin Gourmet Burgers, Inc. (the Company) issued a press release describing selected financial results for the fourth fiscal quarter and fiscal year ended December 30, 2012. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A copy of the supplemental financial information for the fourth fiscal quarter and fiscal year ended December 30, 2012, that will be referred to during todays investor conference call and webcast is being furnished as Exhibit 99.2 to this Form 8-K.
The information in this Item 2.02, including the information set forth in Exhibits 99.1 and 99.2, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b) Directors J. Taylor Simonton and Marcus L. Zanner each notified the Company on February 13, 2013 that they will retire from the Companys Board of Directors (the Board) effective as of the date of the Companys 2013 annual meeting of stockholders, which is expected to occur on May 30, 2013. On February 19, 2013, the Company issued a press release announcing the retirements of Messrs. Simonton and Zanner. A copy of this press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
The Board voted to decrease the size of the Board from ten to eight directors following the announcement of the retirement of Messrs. Simonton and Zanner, effective immediately prior to the Companys 2013 annual meeting.
ITEM 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On February 13, 2013, the Company amended its Fourth Amended and Restated Bylaws to add an exclusive forum provision. The exclusive forum provision provides that, unless the Board consents to the selection of an alternative forum, the Court of Chancery of the State of Delaware will be the sole and exclusive forum for certain actions involving the Company or its directors, officers, employees or agents.
The foregoing description of the amendment to the Companys bylaws is qualified in its entirety by the full text of Amendment No. 1 to the Fourth Amended and Restated Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
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Description |
3.1 |
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Amendment No. 1 to the Fourth Amended and Restated Bylaws of Red Robin Gourmet Burgers, Inc. |
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99.1 |
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Red Robin Gourmet Burgers, Inc. Press Release dated February 19, 2013. |
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99.2 |
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Supplemental Financial Information dated February 19, 2013, provided by Red Robin Gourmet Burgers, Inc. |
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99.3 |
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Red Robin Gourmet Burgers, Inc. Press Release dated February 19, 2013. |
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 hereunto duly authorized.
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Date: February 19, 2013 |
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RED ROBIN GOURMET BURGERS, INC. |
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By: |
/s/ Annita M. Menogan |
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Name: |
Annita M. Menogan |
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Title: |
Chief Legal Officer |
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EXHIBIT INDEX
Exhibit No. |
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Description |
3.1 |
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Amendment No. 1 to the Fourth Amended and Restated Bylaws of Red Robin Gourmet Burgers, Inc. |
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99.1 |
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Red Robin Gourmet Burgers, Inc. Press Release dated February 19, 2013. |
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99.2 |
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Supplemental Financial Information dated February 19, 2013, provided by Red Robin Gourmet Burgers, Inc. |
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99.3 |
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Red Robin Gourmet Burgers, Inc. Press Release dated February 19, 2013. |
Exhibit 3.1
AMENDMENT NO. 1
TO THE
FOURTH AMENDED AND RESTATED BYLAWS
OF
RED ROBIN GOURMET BURGERS, INC.
The Fourth Amended and Restated Bylaws, dated May 24, 2012, of Red Robin Gourmet Burgers, Inc., a Delaware corporation, are hereby amended this 13 th day of February, 2013, by adding the following Article X:
Unless the Corporation consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Corporation, (ii) any action asserting a claim of breach of a fiduciary duty owed by, or other wrongdoing by, any director, officer, or other employee of the Corporation to the Corporation or the Corporations stockholders, (iii) any action asserting a claim against the Corporation arising pursuant to any provision of the Delaware General Corporation Law, the Corporations Certificate of Incorporation or its Bylaws, or (iv) any action to interpret, apply, enforce or determine the validity of the Corporations Certificate of Incorporation or Bylaws, or (v) any action asserting a claim against the Corporation governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring any interest in shares of stock of the Corporation shall be deemed to have notice of and consented to the provisions of this Article.
Exhibit 99.1
Red Robin Gourmet Burgers Reports Results for the Fiscal Fourth Quarter and Year Ended December 30, 2012
Greenwood Village, CO February 19, 2013 Red Robin Gourmet Burgers, Inc., (NASDAQ: RRGB), a casual dining restaurant chain serving an innovative selection of high-quality gourmet burgers in a family-friendly atmosphere, today reported financial results for the 13 and 53 weeks ended December 30, 2012.
Financial Highlights for the 13 Weeks Ended December 30, 2012, Compared to the 12 Weeks Ended December 25, 2011:
· Earnings per diluted share were $0.45, compared to fiscal fourth quarter 2011 earnings per diluted share of $0.20, on a GAAP basis. Adjusted earnings per diluted share were $0.59, compared to $0.28 in the fiscal fourth quarter a year ago. (See Schedule I.)
· Total revenues increased 16.8% to $240.7 million; Company-owned comparable restaurant revenues increased 1.4% on a 13-week comparable basis.
· Restaurant-level operating profit margin increased to 20.6% from 19.9%. (See Schedule II.)
· The Company opened three new Red Robin ® restaurants.
Net income for the 13 weeks ended December 30, 2012, was $6.5 million compared to $2.9 million in the 12 weeks ended December 25, 2011. Fiscal fourth quarter 2012 net income excluding charges related to the Companys debt refinancing was $8.4 million. See Schedule I below for a reconciliation of adjustments to net income in the fiscal fourth quarters of 2012 and 2011.
For the 53 weeks ended December 30, 2012, GAAP net income was $28.3 million, or $1.93 per diluted share, compared to $20.6 million, or $1.34 per diluted share, for the 52 weeks ended December 25, 2011. Excluding charges related to the Companys debt refinancing, adjusted net income for the full fiscal year 2012 was $30.2 million, or $2.06 per diluted share, compared to $24.3 million, or $1.58 per diluted share, in the full fiscal year 2011. (See schedule I.) The fifty-third week in fiscal 2012 contributed an estimated $3.1 million to net income, or approximately $0.21 per diluted share.
We were very pleased with Red Robins business performance during the fourth quarter, which reflected a solid finish to a successful, foundational year for our Company, said Steve Carley, Red Robin Gourmet Burgers, Inc. chief executive officer. We once again significantly outpaced the industry in guest count growth and continued expansion of our operating margins. The outstanding work of our teams across the enterprise is clearly contributing to improved results and a stronger, more differentiated Red Robin brand. Looking ahead to 2013, our goal is to build on what we have already accomplished to continue elevating the guest experience and extending our burger authority, while we capitalize on our significant growth potential for new unit development.
Operating Results
Total Company revenues, which include Company-owned restaurant revenues and franchise royalties, increased 16.8% to $240.7 million in the fiscal fourth quarter of 2012 versus $206.0 million in the fiscal fourth quarter of 2011. For fiscal 2012, total revenues increased 6.8% to $977.1 million.
System-wide restaurant revenues in the fiscal fourth quarter of 2012 totaled $327.5 million, compared to $285.1 million in the same period last year at constant currency rates. For fiscal 2012, system-wide restaurant revenues increased 5.7% to $1.3 billion.
Comparable restaurant revenues increased 1.4% for Company-owned restaurants in the fiscal fourth quarter of 2012 compared to the prior year on a 13-week comparable basis. In the fourth quarter, guest counts increased 0.3% on a comparable basis while average guest check increased 1.1%. For the full fiscal year 2012, comparable restaurant revenues increased 1.1% compared to the prior year resulting from a 1.7% increase in average guest check, partially offset by a 0.6 % decrease in guest counts.
Restaurant revenue performance
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Q4 2012 |
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Q4 2011 |
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Average weekly revenues |
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Company-owned units* |
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$ |
54,441 |
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$ |
51,844 |
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Franchised units |
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$ |
52,642 |
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$ |
50,215 |
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Total operating weeks |
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Company-owned units |
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4,395 |
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3,909 |
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Franchised units |
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1,726 |
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1,644 |
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*Excludes Red Robins Burger Works ®
Restaurant-level operating profit margins at Company-owned restaurants were 20.6% in the fiscal fourth quarter of 2012 compared to 19.9% in the fiscal fourth quarter of 2011, an improvement of 70 basis points. The higher margins resulted primarily from lower cost of goods sold, improved sales mix, and the impact of the more-profitable additional week in fiscal 2012, partially offset by higher labor costs. Schedule II of this earnings release defines restaurant-level operating profit, discusses why it is a useful metric for investors and reconciles this metric to income from operations and net income.
Other Results
General and administrative costs were $20.5 million, an increase of $1.4 million in the fourth quarter 2012 due mainly to the costs associated with the additional operating week. Selling expenses were $6.4 million in the fourth quarter 2012, an increase of $1.9 million, due primarily to higher marketing fund contributions related to increased sales and gift card expenses.
The Company had an effective tax rate of 23.1% in fiscal 2012, compared to 6.8% in the prior year.
Restaurant Openings
As of the end of the fiscal fourth quarter of 2012, there were 339 Company-owned Red Robin ® restaurants, including five Red Robins Burger Works ®, and 133 franchised Red Robin locations. In the fiscal fourth quarter of 2012, the Company opened three new Red Robin restaurants, including the Companys first mid-size prototypes. One franchised location in Texas that closed during the fiscal third quarter of 2012 was reopened in the fiscal fourth quarter of 2012 by a different franchisee.
Debt Refinancing
As previously announced, the Company closed on a new $225 million credit agreement in December. The new credit facility, a five-year $225 million revolving line of credit, replaces a facility comprised of a $150 million term loan and $100 million revolving line of credit that was scheduled to mature in May 2016. In conjunction with the closing of the credit agreement, the Company recorded a non-cash, pre-tax charge of approximately $2.9 million, comprised of a write-off of unamortized fees from the prior credit agreement and a charge related to the re-designation of an interest rate swap in the fourth fiscal quarter 2012.
Balance Sheet and Liquidity
On December 30, 2012, the Company had cash and cash equivalents of $22.4 million and total debt of $135.0 million, including $10.0 million of capital lease liabilities.
During the fiscal fourth quarter of 2012, the Company repurchased approximately 281,000 shares of stock for $8.6 million. In fiscal year 2012, the Company repurchased a total of approximately 803,000 shares for $24.3 million.
During the fiscal year 2012, cash generated from operations totaled $94.4 million compared to $95.7 million in fiscal 2011, and capital investments amounted to $63.2 million, including $3.2 million for the acquisition of a franchised restaurant, compared to $44.1 million in fiscal 2011.
Outlook for 2013
Red Robins 2013 fiscal year consists of 52 weeks ending on December 29, 2013.
In fiscal 2013, the Company expects comparable restaurant sales growth of 2.5% to 3.0% compared to fiscal 2012 based on a combination of increases in prices, items sold per guest and increased guest visits. Additionally, the Company plans to open 20 new company-owned restaurants, including up to five new Red Robins Burger Works ® restaurants.
Restaurant-level operating profit margins in fiscal 2013 are expected to be flat to down 10 basis points as a percentage of restaurant sales compared to 20.7% in fiscal 2012 due mainly to higher commodity prices.
General and Administrative costs are expected to range between $83 million and $84 million, while Selling expenses are expected to remain consistent with 2012 at 2.8% of sales. Depreciation is expected to be around $58 million, an increase of approximately $3 million from fiscal 2012 due to depreciation of newly implemented technology systems, as well as an increased number of units in the Companys restaurant base.
The income tax rate in fiscal 2013 is expected to range from 23% to 24%.
During fiscal 2013, the Company expects between $50 million and $55 million in capital expenditures, which will be used to open new restaurants, as well as fund restaurant and technology infrastructure improvements and remodeling investments.
The sensitivity of the Companys earnings per diluted share to a 1% change in guest counts for fiscal 2013 is estimated to be $0.23 on an annualized basis. Additionally, a 10 basis point change in restaurant-level operating margin is expected to impact earnings per diluted share by approximately $0.05, and a change of $187,000 in pre-tax income or expense is equivalent to approximately $0.01 per diluted share.
Investor Conference Call and Webcast
Red Robin will host an investor conference call to discuss its fiscal fourth quarter 2012 results today at 10:00 a.m. ET. The conference call number is ( 888) 329-8862 , or for international callers ( 719) 457-2628 . The financial information that the Company intends to discuss during the conference call is included in this press release and will be available on the Investors link of the Companys website at www.redrobin.com. Prior to the conference call, the Company will post supplemental financial information that will be discussed during the call and live webcast.
To access the supplemental financial information and webcast, please visit www.redrobin.com and select the Investors link from the menu. A replay of the live conference call will be available from two hours after the call until midnight on Tuesday, February 26, 2013. The replay can be accessed by dialing (877) 870-5176, or (858) 384-5517 for international callers. The conference ID is 4081874. The webcast replay will also be available on the Companys website until midnight on Sunday, April 21, 2013.
About Red Robin Gourmet Burgers, Inc. (NASDAQ: RRGB)
Red Robin Gourmet Burgers, Inc. (www.redrobin.com), a casual dining restaurant chain founded in 1969 that operates through its wholly-owned subsidiary, Red Robin International, Inc., is the gourmet burger expert, famous for serving more than two dozen craveable, high-quality burgers with Bottomless Steak Fries® in a fun environment welcoming to guests of all ages. In addition to its many burger offerings, Red Robin serves a wide variety of salads, soups, appetizers, entrees, desserts and signature Mad Mixology® Beverages. There currently are 473 Red Robin locations across the United States and Canada, including 335 company-owned Red Robin® restaurants and five Red Robins Burger Works ® locations, and 133 Red Robin® restaurants operating under franchise agreements.
Forward-Looking Statements:
Forward-looking statements in this press release regarding our expected earnings per share, restaurant sales, new restaurant growth, future economic performance, capital expenditures, certain statements under the heading Outlook for 2013 and all other statements that are not historical facts, are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions believed by the Company to be
reasonable and speak only as of the date on which such statements are made. Without limiting the generality of the foregoing, words such as continue, will, expect, believe, anticipate, intend, or estimate, or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. We undertake no obligation to update such statements to reflect events or circumstances arising after such date, and we caution investors not to place undue reliance on any such forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements based on a number of factors, including but not limited to the following: the effectiveness of the Companys marketing strategies, loyalty program and guest count initiatives to achieve restaurant sales growth; the ability to fulfill planned expansion; the cost and availability of key food products, labor and energy; the ability to achieve anticipated revenue and cost savings from our anticipated new technology systems and other initiatives; availability of capital or credit facility borrowings; the adequacy of cash flows or available debt resources to fund operations and growth opportunities; federal, state and local regulation of our business; and other risk factors described from time to time in the Companys Form 10-K, Form 10-Q and Form 8-K reports (including all amendments to those reports) filed with the U.S. Securities and Exchange Commission.
For media relations questions contact:
Kevin Caulfield, Senior Director of Communications
(303) 846-5470
For investor relations questions contact:
Stuart Brown, Chief Financial Officer
(303) 846-6000
RED ROBIN GOURMET BURGERS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
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Thirteen |
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Twelve |
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Fifty-three |
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Fifty-two |
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Weeks Ended |
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Weeks Ended |
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Weeks Ended |
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Weeks Ended |
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December 30,
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December 25,
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December 30,
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December 25,
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Revenues: |
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Restaurant revenue |
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$ |
236,666 |
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$ |
202,504 |
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$ |
960,994 |
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$ |
898,842 |
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Franchise royalties and fees and other revenue |
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4,013 |
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3,477 |
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16,138 |
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16,008 |
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Total revenues |
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240,679 |
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205,981 |
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977,132 |
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914,850 |
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Costs and expenses: |
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Restaurant operating costs (exclusive of depreciation and amortization shown separately below): |
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Cost of sales |
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59,696 |
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51,464 |
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242,641 |
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227,063 |
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Labor |
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79,690 |
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67,915 |
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323,100 |
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303,503 |
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Other operating |
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30,815 |
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27,270 |
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125,471 |
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124,238 |
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Occupancy |
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17,758 |
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15,570 |
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70,971 |
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65,785 |
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Depreciation and amortization |
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13,000 |
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12,521 |
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55,468 |
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55,272 |
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General and administrative |
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20,462 |
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19,058 |
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83,716 |
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79,087 |
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Selling |
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6,416 |
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4,558 |
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27,082 |
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24,037 |
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Pre-opening costs |
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639 |
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728 |
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3,474 |
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3,527 |
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Asset impairment charge |
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2,418 |
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4,337 |
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Total costs and expenses |
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228,476 |
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201,502 |
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931,923 |
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886,849 |
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Income from operations |
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12,203 |
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4,479 |
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45,209 |
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28,001 |
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Other expense: |
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Interest expense |
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1,249 |
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1,487 |
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5,662 |
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5,885 |
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Loss on debt refinanacing |
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2,919 |
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2,919 |
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Other (income)/expense |
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(9 |
) |
2 |
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(229 |
) |
28 |
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Total other expenses |
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4,159 |
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1,489 |
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8,352 |
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5,913 |
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Income before income taxes |
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8,044 |
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2,990 |
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36,857 |
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22,088 |
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Income tax expense |
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1,552 |
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85 |
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8,526 |
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1,511 |
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Net income |
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$ |
6,492 |
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$ |
2,905 |
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$ |
28,331 |
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$ |
20,577 |
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Earnings per share: |
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Basic |
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$ |
0.46 |
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$ |
0.20 |
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$ |
1.97 |
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$ |
1.36 |
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Diluted |
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$ |
0.45 |
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$ |
0.20 |
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$ |
1.93 |
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$ |
1.34 |
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Weighted average shares outstanding: |
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Basic |
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14,085 |
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14,620 |
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14,411 |
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15,122 |
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Diluted |
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14,326 |
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14,823 |
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14,669 |
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15,357 |
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RED ROBIN GOURMET BURGERS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
(Unaudited)
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December 30,
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December 25,
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Assets: |
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Current Assets: |
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Cash and cash equivalents |
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$ |
22,440 |
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$ |
35,036 |
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Accounts receivable, net |
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16,386 |
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14,785 |
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Inventories |
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18,371 |
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18,040 |
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Prepaid expenses and other current assets |
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13,439 |
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9,970 |
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Income tax receivable |
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858 |
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1,387 |
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Deferred tax asset |
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3,010 |
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1,429 |
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Total current assets |
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74,504 |
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80,647 |
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Property and equipment, net |
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413,258 |
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402,360 |
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Goodwill |
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62,525 |
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61,769 |
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Intangible assets, net |
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37,203 |
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38,969 |
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Other assets, net |
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9,642 |
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9,231 |
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Total assets |
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$ |
597,132 |
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$ |
592,976 |
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Liabilities and Stockholders Equity: |
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Current Liabilities: |
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Trade accounts payable |
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$ |
14,241 |
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$ |
14,798 |
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Construction related payables |
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4,694 |
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3,328 |
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Accrued payroll and payroll related liabilities |
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31,476 |
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35,044 |
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Unearned revenue, net |
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28,187 |
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24,139 |
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Accrued liabilities |
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22,901 |
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19,045 |
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Current portion of credit facility |
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9,375 |
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Current portion of long-term debt and capital lease obligations |
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784 |
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757 |
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Total current liabilities |
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102,283 |
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106,486 |
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Deferred rent |
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44,801 |
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40,025 |
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Long-term portion of credit facility |
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125,000 |
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136,875 |
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Other long-term debt and capital lease obligations |
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9,211 |
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9,924 |
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Other non-current liabilities |
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8,918 |
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4,968 |
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Total liabilities |
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290,213 |
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298,278 |
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Stockholders Equity: |
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Common stock; $0.001 par value: 30,000,000 shares authorized; 17,499,147 and 17,276,404 shares issued; 13,999,278 and 14,579,257 shares outstanding |
|
17 |
|
17 |
|
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Preferred stock, $0.001 par value: 3,000,000 shares authorized; no shares issued and outstanding |
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Treasury stock 3,499,869 and 2,697,147 shares, at cost |
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(107,589 |
) |
(83,285 |
) |
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Paid-in capital |
|
185,974 |
|
178,111 |
|
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Accumulated other comprehensive gain (loss), net of tax |
|
5 |
|
(326 |
) |
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Retained earnings |
|
228,512 |
|
200,181 |
|
||
Total stockholders equity |
|
306,919 |
|
294,698 |
|
||
Total liabilities and stockholders equity |
|
$ |
597,132 |
|
$ |
592,976 |
|
Schedule I
Reconciliation of Non-GAAP Results to GAAP Results
(In thousands, except per share data)
In addition to the results provided in accordance with Generally Accepted Accounting Principles (GAAP) throughout this press release, the Company has provided non-GAAP measurements which present the thirteen and fifty-three weeks ended December 30, 2012 and the twelve and fifty-two weeks ended December 25, 2011, net income and basic and diluted earnings per share, excluding the effects of the refinancing of the Companys debt in the fourth quarter of 2012; and severance expense, executive transition costs, and initial gift card breakage revenue recorded in first and second fiscal quarters of 2011. The Company believes that the presentation of net income and earnings per share exclusive of the identified items gives the reader additional insight into the ongoing operational results of the Company. This supplemental information will assist with comparisons of past and future financial results against the present financial results presented herein. The 2012 and 2011 non-GAAP results were calculated using an assumed 23.5% and 11.5% normalized tax rate, respectively on income and expense items before taxes, excluding the identified items. The non- GAAP measurements are intended to supplement the presentation of the Companys financial results in accordance with GAAP.
|
|
Thirteen |
|
Twelve |
|
Fifty-three |
|
Fifty-two |
|
||||
|
|
Weeks Ended |
|
Weeks Ended |
|
Weeks Ended |
|
Weeks Ended |
|
||||
|
|
December 30,
|
|
December 25,
|
|
December 30,
|
|
December 25,
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Net income as reported |
|
$ |
6,492 |
|
$ |
2,905 |
|
$ |
28,331 |
|
$ |
20,577 |
|
Loss on debt refinancing |
|
2,919 |
|
|
|
2,919 |
|
|
|
||||
Executive transition and severance expense |
|
|
|
|
|
|
|
2,228 |
|
||||
Asset impairment and restaurant closure costs |
|
|
|
2,418 |
|
|
|
4,337 |
|
||||
Initial cumulative gift card breakage income |
|
|
|
|
|
|
|
(438 |
) |
||||
Income tax expense |
|
(1,020 |
) |
(1,208 |
) |
(1,020 |
) |
(2,391 |
) |
||||
|
|
|
|
|
|
|
|
|
|
||||
Adjusted net income |
|
$ |
8,391 |
|
$ |
4,115 |
|
$ |
30,230 |
|
$ |
24,313 |
|
|
|
|
|
|
|
|
|
|
|
||||
Basic net income per share: |
|
|
|
|
|
|
|
|
|
||||
Net income as reported |
|
$ |
0.46 |
|
$ |
0.20 |
|
$ |
1.97 |
|
$ |
1.36 |
|
Loss on debt refinancing |
|
0.21 |
|
|
|
0.20 |
|
|
|
||||
Executive transition and severance expense |
|
|
|
|
|
|
|
0.15 |
|
||||
Asset impairment and restaurant closure costs |
|
|
|
0.17 |
|
|
|
0.29 |
|
||||
Initial cumulative gift card breakage income |
|
|
|
|
|
|
|
(0.03 |
) |
||||
Income tax expense |
|
(0.07 |
) |
(0.10 |
) |
(0.07 |
) |
(0.16 |
) |
||||
|
|
|
|
|
|
|
|
|
|
||||
Adjusted earnings per share - basic |
|
$ |
0.60 |
|
$ |
0.27 |
|
$ |
2.10 |
|
$ |
1.61 |
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted net income per share: |
|
|
|
|
|
|
|
|
|
||||
Net income as reported |
|
$ |
0.45 |
|
$ |
0.20 |
|
$ |
1.93 |
|
$ |
1.34 |
|
Loss on debt refinancing |
|
0.20 |
|
|
|
0.20 |
|
|
|
||||
Executive transition and severance expense |
|
|
|
|
|
|
|
0.15 |
|
||||
Asset impairment and restaurant closure costs |
|
|
|
0.16 |
|
|
|
0.28 |
|
||||
Initial cumulative gift card breakage income |
|
|
|
|
|
|
|
(0.03 |
) |
||||
Income tax expense |
|
(0.06 |
) |
(0.08 |
) |
(0.07 |
) |
(0.16 |
) |
||||
|
|
|
|
|
|
|
|
|
|
||||
Adjusted earnings per share - diluted |
|
$ |
0.59 |
|
$ |
0.28 |
|
$ |
2.06 |
|
$ |
1.58 |
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
|
||||
Basic |
|
14,085 |
|
14,620 |
|
14,411 |
|
15,122 |
|
||||
Diluted |
|
14,326 |
|
14,823 |
|
14,669 |
|
15,357 |
|
Schedule II
Reconciliation of Non-GAAP Restaurant-Level Operating Profit to Income
from Operations and Net Income
(In thousands, except percentage data)
The Company believes that restaurant-level operating profit is an important measure for management and investors because it is widely regarded in the restaurant industry as a useful metric by which to evaluate restaurant-level operating efficiency and performance. The Company defines restaurant-level operating profit to be restaurant revenues minus restaurant-level operating costs, excluding restaurant closures and impairment costs. The measure includes restaurant level occupancy costs, which include fixed rents, percentage rents, common area maintenance charges, real estate and personal property taxes, general liability insurance and other property costs, but excludes depreciation related to restaurant buildings and leasehold improvements. The measure excludes depreciation and amortization expense, substantially all of which is related to restaurant level assets, because such expenses represent historical sunk costs which do not reflect current cash outlay for the restaurants. The measure also excludes selling, general and administrative costs, and therefore excludes occupancy costs associated with selling, general and administrative functions, and pre-opening costs. The Company excludes restaurant closure costs as they do not represent a component of the efficiency of continuing operations. Restaurant impairment costs are excluded, because, similar to depreciation and amortization, they represent a non-cash charge for the Companys investment in its restaurants and not a component of the efficiency of restaurant operations. Restaurant-level operating profit is not a measurement determined in accordance with generally accepted accounting principles (GAAP) and should not be considered in isolation, or as an alternative, to income from operations or net income as indicators of financial performance. Restaurant-level operating profit as presented may not be comparable to other similarly titled measures of other companies. The table below sets forth certain unaudited information for the thirteen and fifty-three weeks ended December 30, 2012 and the twelve and fifty-two weeks ended December 25, 2011, expressed as a percentage of total revenues, except for the components of restaurant operating costs, which are expressed as a percentage of restaurant revenues.
|
|
Thirteen |
|
Twelve |
|
Fifty-three |
|
Fifty-two |
|
||||||||||||
|
|
Weeks Ended |
|
Weeks Ended |
|
Weeks Ended |
|
Weeks Ended |
|
||||||||||||
|
|
December 30, 2012 |
|
December 25, 2011 |
|
December 30, 2012 |
|
December 25, 2011 |
|
||||||||||||
Restaurant revenues |
|
$ |
236,666 |
|
98.3 |
% |
$ |
202,504 |
|
98.3 |
% |
$ |
960,994 |
|
98.3 |
% |
$ |
898,842 |
|
98.3 |
% |
Restaurant operating costs (exclusive of depreciation and amortization shown separately below): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of sales |
|
59,696 |
|
25.2 |
|
51,464 |
|
25.4 |
|
242,641 |
|
25.2 |
|
227,063 |
|
25.3 |
|
||||
Labor |
|
79,690 |
|
33.7 |
|
67,915 |
|
33.5 |
|
323,100 |
|
33.6 |
|
303,503 |
|
33.8 |
|
||||
Other operating |
|
30,815 |
|
13.0 |
|
27,270 |
|
13.5 |
|
125,471 |
|
13.1 |
|
124,238 |
|
13.8 |
|
||||
Occupancy |
|
17,758 |
|
7.5 |
|
15,570 |
|
7.7 |
|
70,971 |
|
7.4 |
|
65,785 |
|
7.3 |
|
||||
Restaurant-level operating profit |
|
48,707 |
|
20.6 |
|
40,285 |
|
19.9 |
|
198,811 |
|
20.7 |
|
178,253 |
|
19.8 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Add Franchise royalties and fees and other revenues |
|
4,013 |
|
1.7 |
|
3,477 |
|
1.7 |
|
16,138 |
|
1.7 |
|
16,008 |
|
1.7 |
|
||||
Deduct other operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization |
|
13,000 |
|
5.4 |
|
12,521 |
|
6.1 |
|
55,468 |
|
5.7 |
|
55,272 |
|
6.0 |
|
||||
General and administrative |
|
20,462 |
|
8.5 |
|
19,058 |
|
9.3 |
|
83,716 |
|
8.5 |
|
79,087 |
|
8.5 |
|
||||
Selling |
|
6,416 |
|
2.7 |
|
4,558 |
|
2.2 |
|
27,082 |
|
2.8 |
|
24,037 |
|
2.6 |
|
||||
Pre-opening costs |
|
639 |
|
0.3 |
|
728 |
|
0.4 |
|
3,474 |
|
0.4 |
|
3,527 |
|
0.4 |
|
||||
Asset impairment charge |
|
|
|
0.0 |
|
2,418 |
|
1.2 |
|
|
|
0.0 |
|
4,337 |
|
0.5 |
|
||||
Total other operating |
|
40,517 |
|
16.9 |
|
39,283 |
|
19.2 |
|
169,740 |
|
17.4 |
|
166,260 |
|
18.0 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income from operations |
|
12,203 |
|
5.1 |
|
4,479 |
|
2.2 |
|
45,209 |
|
4.6 |
|
28,001 |
|
3.1 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense, net and other |
|
4,159 |
|
1.7 |
|
1,489 |
|
0.7 |
|
8,352 |
|
0.9 |
|
5,913 |
|
0.6 |
|
||||
Income tax expense |
|
1,552 |
|
0.6 |
|
85 |
|
0.0 |
|
8,526 |
|
0.9 |
|
1,511 |
|
0.2 |
|
||||
Total other |
|
5,711 |
|
2.3 |
|
1,574 |
|
0.7 |
|
16,878 |
|
1.8 |
|
7,424 |
|
0.8 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
6,492 |
|
2.7 |
% |
$ |
2,905 |
|
1.4 |
% |
$ |
28,331 |
|
2.9 |
% |
$ |
20,577 |
|
2.2 |
% |
Certain percentage amounts in the table above do not total due to rounding as well as the fact that restaurant operating costs are expressed as a percentage of restaurant revenues and not total revenues.
Exhibit 99.2
|
FISCAL Q412 RESULTS February 19, 2013 1 |
|
Forward-Looking Statements 2 Forward-looking statements in this press release regarding our expected earnings; restaurant sales; operating, marketing and growth initiatives; future economic performance; costs and capital expenditures; certain statements under the heading 2013 Outlook Financials and all other statements that are not historical facts, are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions believed by the Company to be reasonable and speak only as of the date on which such statements are made. Without limiting the generality of the foregoing, words such as expect, growth, initiatives, believe, anticipate, intend, or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. We undertake no obligation to update such statements to reflect events or circumstances arising after such date, and we caution investors not to place undue reliance on any such forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements based on a number of factors, including but not limited to the following: the effectiveness of the Companys marketing strategies, loyalty program and guest count initiatives to achieve restaurant sales growth; the ability to achieve anticipated revenue, cost savings and efficiencies from our anticipated new technology systems and other initiatives; the ability to fulfill planned expansion; the cost and availability of key food products, labor and energy; availability of capital or credit facility borrowings; the adequacy of cash flows or available debt resources to fund operations and growth opportunities; federal, state and local regulation of our business; and other risk factors described from time to time in the Companys Form 10-K, Form 10-Q and Form 8-K reports (including all amendments to those reports) filed with the U.S. Securities and Exchange Commission. This presentation may also contain non-GAAP financial information. Management uses this information in its internal analysis of results and believes that this information may be informative to investors in gauging the quality of our financial performance, identifying trends in our results and providing meaningful period-to-period comparisons. For a reconciliation of non-GAAP measures presented in this document, see the accompanying supplemental information posted to the investor relations section of our website at www.redrobin.com. |
|
Q412 Highlights Total revenues increased 16.8% and comp sales up 1.4% 0.3% comp traffic growth 390 bps above casual dining competitors* Restaurant-level operating profit margin increased 70 bps to 20.6% Adjusted EPS $0.59 compared to $0.28 in Q411 *Source: Black Box Intelligence 3 |
|
Red Robin Road Map 4 Long-term sustainable growth and profitability |
|
Road Map Initiatives 2013 2014 2015 Engagement: Enhancing our guest experience Efficiency: Productivity & operational effectiveness Expansion: Growing our operational footprint 5 |
|
Guest ENGAGEMENT Brand Transformation Elevating service, spiral menu and food presentation Exploring premium segment Red Robin Royalty Team Member Foundations 6 |
|
Operating EFFICIENCY Technology infrastructure Labor management 7 |
|
Footprint EXPANSION 20 new restaurants planned for 2013 including mid-size prototype Underserved markets: Florida New York, New Jersey, Chicago, New Jersey, Chicago, Texas Refining and growing Red Robins Burger Works® 8 |
|
Financial Update |
|
$0.16 $0.34 $0.08 $0.13 $0.58 $0.48 $0.24 $0.28 $0.71 $0.52 $0.24 $0.59 $0.00 $0.10 $0.20 $0.30 $0.40 $0.50 $0.60 $0.70 $0.80 Q1 Q2 Q3 Q4 2010 2011 2012 Adjusted Earnings Per Diluted Share +36% for Q4 Excl. $0.21 for extra week Note: Fiscal Q4 2012 contained 13 weeks compared to 12 weeks in 2011 and 2010 |
|
Adjusted Earnings Per Diluted Share $0.71 $1.58 $2.06 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 2010 2011 2012 Note: Fiscal 2012 contained 53 weeks compared to 52 weeks in 2011 and 2010 +17% for FY 2012 Excl. $0.21 for extra week |
|
Adjusted Net Income $2.5 $5.2 $1.3 $2.0 $9.0 $7.5 $3.7 $4.1 $10.6 $7.7 $3.5 $8.4 $0 $2 $4 $6 $8 $10 $12 Q1 Q2 Q3 Q4 2010* 2011 2012 $ in millions * Fiscal year 2010 adjusted net income assumes a tax benefit of 3.2% +24.3% for FY 2012 |
|
Q412 Sales Highlights Q412 Q411 Change (13 weeks) (12 weeks) Restaurant revenue $236.7 million $202.5 million +16.9% Total co. revenue $240.7 million $206.0 million +16.8% +1.4% +3.1% Company-owned comp revenue Price/mix: +1.1% Guest counts: +0.3% Price/mix: +3.9% Guest counts: -0.8% U.S.: +1.4% U.S.: +3.8% Franchised comp sales Canada: +3.3% Canada: +5.3% Company average weekly sales/unit* $54,441 $51,844 Company operating weeks 4,395 3,909 Company revenue/sq.ft.(TTM) $453 $448 *Excludes Burger Works units |
|
Comparable Sales Growth 3.1% 0.7% 0.8% 1.1% 1.4% -1.0% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% Q411 Q112 Q212 Q312 Q412 FY 2012 +1.1% |
|
Q412 Restaurant Results % of Rest. % of Rest. Sales Sales Favorable Line Item Q412 Q411 (Unfavorable) Cost of Goods 25.2% 25.4% 20 bps Labor 33.7% 33.5% (20 bps) Other Operating 13.0% 13.5% 50 bps Occupancy 7.5% 7.7% 20 bps Restaurant Operating Profit 20.6% 19.9% 70 bps (Non-GAAP) |
|
Growing RLOP Margins 18.2% 18.3% 17.5% 17.0% 19.8% 20.8% 18.8% 19.9% 21.2% 21.1% 19.7% 20.6% 16.0% 17.0% 18.0% 19.0% 20.0% 21.0% 22.0% Q1 Q2 Q3 Q4 2010 2011 2012 |
|
Growing RLOP Margins 17.8% 19.8% 20.7% 0.16 0.17 0.18 0.19 0.2 0.21 0.22 2010 2011 2012 +290bps Last 2 years 17 |
|
Adjusted EBITDA $22.7 $20.6 $17.3 $16.1 $29.5 $23.2 $19.4 $20.5 $33.6 $25.0 $20.0 $25.8 $0.0 $5.0 $10.0 $15.0 $20.0 $25.0 $30.0 $35.0 $40.0 Q1 Q2 Q3 Q4 2010 2011 2012 $ in Millions 18 |
|
Adjusted EBITDA $76.7 $92.6 $104.4 $0.0 $20.0 $40.0 $60.0 $80.0 $100.0 $120.0 $140.0 2010 2011 2012 +12.7% FY 2012 $ in Millions 19 |
|
Cash Flow from Operations $ in Millions $23.9 $11.0 $16.7 $19.1 $29.9 $24.3 $18.9 $22.6 $29.6 $20.5 $22.3 $22.0 $0.0 $5.0 $10.0 $15.0 $20.0 $25.0 $30.0 $35.0 Q1 Q2 Q3 Q4 2010 2011 2012 20 |
|
2013 Outlook Financials Comparable restaurant net sales growth of 2.5% to 3.0% versus 2012 Open 20 new company-owned restaurants, including up to 5 Red Robins Burger Works® RLOP margins flat to down 10 bps versus 2012 G&A costs $83 million to $84 million; Selling expense 2.8% of sales Capital expenditures of $50 million to $55 million 21 |
|
2013: Accelerating Growth Develop new products and service platform, elevate, guest experience and perceived value Test Brand Transformation program Expand restaurant base Develop smaller prototype and Red Robins Burger Works® to meet needs of smaller markets and non-traditional locations Invest in financial, supply chain and other systems for superior business insight |
|
Appendix Adj. EBITDA Reconciliation Q4 Q4YTD $ in 000s 2012 2011 2012 2011 Net income as reported $ 6,492 $ 2,905 $ 28,331 $ 20,577 Adjustments to net income: Income tax expense 1,552 85 8,526 1,511 Interest expense, net 1,217 1,473 5,314 5,823 Depreciation and amortization 13,000 12,521 55,468 55,272 Non-cash stock-based compensation 644 1,142 3,808 3,319 Loss on debt refinancing 2,919 -2,919 -Executive transition and severance expense ---2,228 Asset impairment and restaurant closure costs -2,418 -4,337 Initial cumulative gift card breakage income ---(438) Adjusted EBITDA $ 25,824 $ 20,544 $ 104,366 $ 92,629 23 |
|
Q412 Commodity Update Category % of Total COGS Market vs. Contract Hamburger 14.5% Market Steak Fries 11.6% 100% contract through 10/13 Poultry 9.6% 100% contract through 6/13 Produce 7.8% 80% contract through 9/13 Bread 6.4% 100% contract through 6/13 Cheese 6.2% 20% contract through 3/13 Meat 4.8% Contract through 3/13 on prime rib and bacon Fry oil 2.6% Contract through 9/13 24 |
Exhibit 99.3
Red Robin Gourmet Burgers Announces Retirement of Board Members
J. Taylor Simonton and Marcus L. Zanner to Retire
Greenwood Village, COFebruary 19, 2013 Red Robin Gourmet Burgers, Inc., (NASDAQ: RRGB) today announced that J. Taylor Simonton and Marcus L. Zanner are retiring from its Board of Directors. Mr. Simonton will retire and will not seek re-election at the Companys annual stockholder meeting in May 2013. Mr. Zanner will retire also effective with the 2013 annual stockholder meeting, although his term does not expire until the annual meeting in 2014. The Board has also voted to decrease the size of the Board from ten to eight directors, effective immediately prior to the annual meeting.
Mr. Simonton, 68, has served on the Board since September 2005. He is a member of the Audit Committee and the Nominating and Governance Committee of the Board, and served as Chair of the Audit Committee from November 2005 until May 2009. Mr. Zanner, 68, has served on the Board since June 2009, and is a member of the Finance Committee. Mr. Zanner was a franchisee of the Company for over 25 years. His Red Robin® restaurants in Washington State were purchased by the Company in 2006 and were among the highest performing restaurants in the system.
Pattye Moore, Red Robin Board Chair, praised the contributions of both directors to the Company. Taylors financial and auditing expertise and his governance background provided substantial strength and continuity to the Company during several periods of transition and growth. Marcs experience as both a franchisee and a strong and successful multi-unit operator in the Companys system brought a unique and valuable perspective. We will continue to benefit from the contributions of both directors and we thank them for their dedicated years of service.
About Red Robin Gourmet Burgers, Inc. (NASDAQ: RRGB)
Red Robin Gourmet Burgers, Inc. (www.redrobin.com), a casual dining restaurant chain founded in 1969 that operates through its wholly-owned subsidiary, Red Robin International, Inc., is the gourmet burger expert, famous for serving more than two dozen craveable, high-quality burgers with Bottomless Steak Fries® in a fun environment welcoming to guests of all ages. In addition to its many burger offerings, Red Robin serves a wide variety of salads, soups, appetizers, entrees, desserts and signature Mad Mixology® Beverages. There currently are 473 Red Robin locations across the United States and Canada, including 335 company-owned Red Robin® restaurants and five Red Robins Burger Works ® locations, and 133 Red Robin® restaurants operating under franchise agreements.
For media relations questions contact:
Kevin Caulfield, Senior Director of Communications
(303) 846-5470
For investor relations questions contact:
Stuart Brown, Chief Financial Officer
(303) 846-6000