|
|
|
|
|
ý
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
84-1573084
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
6312 S. Fiddler’s Green Circle, Suite 200 N
|
|
|
Greenwood Village, CO
|
|
80111
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
o
|
|
Accelerated filer
ý
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
o
|
|
|
Emerging growth company
o
|
Class
|
|
Outstanding at May 16, 2017
|
Common Stock, $0.001 par value per share
|
|
12,869,719
|
|
|
Page
|
|
||
|
Condensed Consolidated Statements of
Operations
|
|
|
Condensed Consolidated Statements of Comprehensive Income
|
|
|
||
|
||
|
|
(Unaudited)
|
|
|
||||
|
|
April 16, 2017
|
|
December 25, 2016
|
||||
Assets:
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
22,239
|
|
|
$
|
11,732
|
|
Accounts receivable, net
|
|
14,239
|
|
|
24,166
|
|
||
Inventories
|
|
29,736
|
|
|
29,899
|
|
||
Prepaid expenses and other current assets
|
|
16,586
|
|
|
27,049
|
|
||
Total current assets
|
|
82,800
|
|
|
92,846
|
|
||
Property and equipment, net
|
|
656,418
|
|
|
656,439
|
|
||
Goodwill
|
|
95,935
|
|
|
95,935
|
|
||
Intangible assets, net
|
|
41,708
|
|
|
42,270
|
|
||
Other assets, net
|
|
31,301
|
|
|
31,055
|
|
||
Total assets
|
|
$
|
908,162
|
|
|
$
|
918,545
|
|
Liabilities and stockholders
’
equity:
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Trade accounts payable
|
|
$
|
19,257
|
|
|
$
|
13,740
|
|
Construction related payables
|
|
15,923
|
|
|
12,862
|
|
||
Accrued payroll and payroll-related liabilities
|
|
38,156
|
|
|
34,703
|
|
||
Unearned revenue
|
|
37,612
|
|
|
50,199
|
|
||
Accrued liabilities and other
|
|
39,741
|
|
|
29,505
|
|
||
Total current liabilities
|
|
150,689
|
|
|
141,009
|
|
||
Deferred rent
|
|
73,191
|
|
|
72,431
|
|
||
Long-term debt
|
|
300,875
|
|
|
336,375
|
|
||
Long-term portion of capital lease obligations
|
|
10,633
|
|
|
10,805
|
|
||
Other non-current liabilities
|
|
11,150
|
|
|
9,872
|
|
||
Total liabilities
|
|
546,538
|
|
|
570,492
|
|
||
Stockholders
’
equity:
|
|
|
|
|
||||
Common stock, $0.001 par value: 45,000 shares authorized; 17,851 and 17,851 shares issued; 12,872 and 12,828 shares outstanding
|
|
18
|
|
|
18
|
|
||
Preferred stock, $0.001 par value: 3,000 shares authorized; no shares issued and outstanding
|
|
—
|
|
|
—
|
|
||
Treasury stock 4,979 and 5,023 shares, at cost
|
|
(205,881
|
)
|
|
(207,720
|
)
|
||
Paid-in capital
|
|
207,975
|
|
|
208,022
|
|
||
Accumulated other comprehensive loss, net of tax
|
|
(4,796
|
)
|
|
(5,008
|
)
|
||
Retained earnings
|
|
364,308
|
|
|
352,741
|
|
||
Total stockholders
’
equity
|
|
361,624
|
|
|
348,053
|
|
||
Total liabilities and stockholders
’
equity
|
|
$
|
908,162
|
|
|
$
|
918,545
|
|
|
|
Sixteen Weeks Ended
|
||||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||||
Revenues:
|
|
|
|
|
||||
Restaurant revenue
|
|
$
|
413,451
|
|
|
$
|
396,770
|
|
Franchise royalties, fees, and other revenues
|
|
5,106
|
|
|
5,356
|
|
||
Total revenues
|
|
418,557
|
|
|
402,126
|
|
||
Costs and expenses:
|
|
|
|
|
||||
Restaurant operating costs (excluding depreciation and amortization shown separately below):
|
|
|
|
|
||||
Cost of sales
|
|
94,607
|
|
|
92,325
|
|
||
Labor
|
|
145,519
|
|
|
132,984
|
|
||
Other operating
|
|
54,680
|
|
|
49,708
|
|
||
Occupancy
|
|
33,119
|
|
|
32,498
|
|
||
Depreciation and amortization
|
|
28,044
|
|
|
23,951
|
|
||
Selling, general, and administrative expenses
|
|
43,275
|
|
|
43,388
|
|
||
Pre-opening and acquisition costs
|
|
1,855
|
|
|
2,372
|
|
||
Other charges
|
|
—
|
|
|
4,725
|
|
||
Total costs and expenses
|
|
401,099
|
|
|
381,951
|
|
||
|
|
|
|
|
||||
Income from operations
|
|
17,458
|
|
|
20,175
|
|
||
Other expense:
|
|
|
|
|
||||
Interest expense, net and other
|
|
2,984
|
|
|
1,638
|
|
||
Income before income taxes
|
|
14,474
|
|
|
18,537
|
|
||
Provision for income taxes
|
|
2,907
|
|
|
4,312
|
|
||
Net income
|
|
$
|
11,567
|
|
|
$
|
14,225
|
|
Earnings per share:
|
|
|
|
|
||||
Basic
|
|
$
|
0.90
|
|
|
$
|
1.04
|
|
Diluted
|
|
$
|
0.89
|
|
|
$
|
1.03
|
|
Weighted average shares outstanding:
|
|
|
|
|
||||
Basic
|
|
12,853
|
|
|
13,635
|
|
||
Diluted
|
|
12,953
|
|
|
13,783
|
|
|
|
Sixteen Weeks Ended
|
||||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||||
Net income
|
|
$
|
11,567
|
|
|
$
|
14,225
|
|
Foreign currency translation adjustment
|
|
$
|
212
|
|
|
1,480
|
|
|
Other comprehensive income, net of tax
|
|
$
|
212
|
|
|
$
|
1,480
|
|
Total comprehensive income
|
|
$
|
11,779
|
|
|
$
|
15,705
|
|
|
|
Sixteen Weeks Ended
|
||||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||||
Cash flows from operating activities:
|
|
|
|
|
||||
Net income
|
|
$
|
11,567
|
|
|
$
|
14,225
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
28,044
|
|
|
23,951
|
|
||
Other charges
|
|
—
|
|
|
825
|
|
||
Stock-based compensation expense
|
|
886
|
|
|
2,090
|
|
||
Other, net
|
|
(435
|
)
|
|
(1,201
|
)
|
||
Changes in operating assets and liabilities, net of business acquisition:
|
|
|
|
|
||||
Accounts receivable and other current assets
|
|
21,212
|
|
|
14,286
|
|
||
Trade accounts payable and accrued liabilities
|
|
19,279
|
|
|
174
|
|
||
Unearned revenue
|
|
(11,219
|
)
|
|
(12,702
|
)
|
||
Other operating assets and liabilities, net
|
|
621
|
|
|
852
|
|
||
Net cash provided by operating activities
|
|
69,955
|
|
|
42,500
|
|
||
Cash flows from investing activities:
|
|
|
|
|
||||
Purchases of property, equipment, and intangible assets
|
|
(24,548
|
)
|
|
(52,149
|
)
|
||
Acquisition of franchise restaurants, net of cash acquired
|
|
—
|
|
|
(39,984
|
)
|
||
Other investing activities
|
|
113
|
|
|
—
|
|
||
Net cash used in investing activities
|
|
(24,435
|
)
|
|
(92,133
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
||||
Borrowings of long-term debt
|
|
44,500
|
|
|
137,000
|
|
||
Payments of long-term debt and capital leases
|
|
(80,163
|
)
|
|
(85,671
|
)
|
||
Debt issuance costs
|
|
(664
|
)
|
|
—
|
|
||
Tax benefit from exercise of stock options
|
|
—
|
|
|
94
|
|
||
Proceeds from exercise of stock options and employee stock purchase plan
|
|
1,212
|
|
|
592
|
|
||
Net cash provided by financing activities
|
|
(35,115
|
)
|
|
52,015
|
|
||
Effect of exchange rate changes on cash
|
|
102
|
|
|
80
|
|
||
Net change in cash and cash equivalents
|
|
10,507
|
|
|
2,462
|
|
||
Cash and cash equivalents, beginning of period
|
|
11,732
|
|
|
22,705
|
|
||
Cash and cash equivalents, end of period
|
|
$
|
22,239
|
|
|
$
|
25,167
|
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information
|
|
|
|
|
||||
Income taxes paid
|
|
$
|
116
|
|
|
$
|
1,046
|
|
Interest paid, net of amounts capitalized
|
|
$
|
3,127
|
|
|
$
|
1,484
|
|
Change in construction related payables
|
|
$
|
3,061
|
|
|
$
|
7,768
|
|
|
|
April 16, 2017
|
|
December 25, 2016
|
||||||||||||||||||||
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||||||||
Intangible assets subject to amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Franchise rights
|
|
$
|
55,902
|
|
|
$
|
(28,445
|
)
|
|
$
|
27,457
|
|
|
$
|
55,902
|
|
|
$
|
(27,306
|
)
|
|
$
|
28,596
|
|
Favorable leases
|
|
13,931
|
|
|
(7,622
|
)
|
|
6,309
|
|
|
13,931
|
|
|
(7,400
|
)
|
|
6,531
|
|
||||||
Liquor licenses
|
|
10,338
|
|
|
(9,882
|
)
|
|
456
|
|
|
10,253
|
|
|
(9,857
|
)
|
|
396
|
|
||||||
|
|
$
|
80,171
|
|
|
$
|
(45,949
|
)
|
|
$
|
34,222
|
|
|
$
|
80,086
|
|
|
$
|
(44,563
|
)
|
|
$
|
35,523
|
|
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liquor licenses and other
|
|
$
|
7,486
|
|
|
$
|
—
|
|
|
$
|
7,486
|
|
|
$
|
6,747
|
|
|
$
|
—
|
|
|
$
|
6,747
|
|
Intangible assets, net
|
|
$
|
87,657
|
|
|
$
|
(45,949
|
)
|
|
$
|
41,708
|
|
|
$
|
86,833
|
|
|
$
|
(44,563
|
)
|
|
$
|
42,270
|
|
Remainder of 2017
|
|
$
|
3,091
|
|
2018
|
|
4,264
|
|
|
2019
|
|
4,217
|
|
|
2020
|
|
3,696
|
|
|
2021
|
|
3,264
|
|
|
Thereafter
|
|
15,690
|
|
|
|
|
$
|
34,222
|
|
|
Sixteen Weeks Ended
|
||||||
|
April 16, 2017
|
|
April 17, 2016
|
||||
Risk-free interest rate
|
1.8
|
%
|
|
1.2
|
%
|
||
Expected years until exercise
|
5.0
|
|
|
4.7
|
|
||
Expected stock volatility
|
37.9
|
%
|
|
39.3
|
%
|
||
Dividend yield
|
—
|
%
|
|
—
|
%
|
||
Weighted average Black-Scholes fair value per share at date of grant
|
$
|
17.11
|
|
|
$
|
21.93
|
|
|
Stock Options
|
|
Restricted Stock Units
|
||
Outstanding, December 25, 2016
|
408
|
|
|
82
|
|
Granted
|
145
|
|
|
58
|
|
Forfeited/expired
|
(13
|
)
|
|
(3
|
)
|
Exercised/vested
|
(24
|
)
|
|
(17
|
)
|
Outstanding, April 16, 2017
|
516
|
|
|
120
|
|
|
Sixteen Weeks Ended
|
||||||
|
April 16, 2017
|
|
April 17, 2016
|
||||
Net income
|
$
|
11,567
|
|
|
$
|
14,225
|
|
|
|
|
|
||||
Basic weighted average shares outstanding
|
12,853
|
|
|
13,635
|
|
||
Dilutive effect of stock options and awards
|
100
|
|
|
148
|
|
||
Diluted weighted average shares outstanding
|
12,953
|
|
|
13,783
|
|
||
|
|
|
|
||||
Earnings per share:
|
|
|
|
||||
Basic
|
$
|
0.90
|
|
|
$
|
1.04
|
|
Diluted
|
$
|
0.89
|
|
|
$
|
1.03
|
|
|
|
Sixteen Weeks Ended
|
||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||
Litigation contingencies
|
|
—
|
|
|
3,900
|
|
Asset impairment
|
|
—
|
|
|
825
|
|
Other charges
|
|
—
|
|
|
4,725
|
|
|
April 16, 2017
|
|
December 25, 2016
|
||||
Revolving credit facility and other long-term debt
|
$
|
300,875
|
|
|
$
|
336,375
|
|
Capital lease obligations
|
11,300
|
|
|
11,463
|
|
||
Total debt
|
312,175
|
|
|
347,838
|
|
||
Less: Current portion
|
(667
|
)
|
|
(658
|
)
|
||
Long-term debt
|
$
|
311,508
|
|
|
$
|
347,180
|
|
|
|
April 16, 2017
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Investments in rabbi trust
|
|
$
|
9,243
|
|
|
$
|
9,243
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets measured at fair value
|
|
$
|
9,243
|
|
|
$
|
9,243
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
December 25, 2016
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Investments in rabbi trust
|
|
$
|
9,165
|
|
|
$
|
9,165
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets measured at fair value
|
|
$
|
9,165
|
|
|
$
|
9,165
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
April 16, 2017
|
|
December 25, 2016
|
||||||||||||
|
|
Carrying Value
|
|
Estimated Fair Value
|
|
Carrying Value
|
|
Estimated Fair Value
|
||||||||
Credit facility
|
|
$
|
300,000
|
|
|
$
|
299,554
|
|
|
$
|
335,500
|
|
|
$
|
335,611
|
|
Capital lease obligations
|
|
11,300
|
|
|
12,184
|
|
|
11,463
|
|
|
12,917
|
|
||||
Total
|
|
$
|
311,300
|
|
|
$
|
311,738
|
|
|
$
|
346,963
|
|
|
$
|
348,528
|
|
•
|
Financial performance.
|
◦
|
Restaurant revenue increased
$16.7 million
, or
4.2%
, to
$413.5 million
for the sixteen weeks ended
April 16, 2017
, as compared to the sixteen weeks ended
April 17, 2016
, primarily due to a
$24.8 million
increase in revenue from newly opened and acquired restaurants, partially offset by a
$4.6 million
, or
1.2%
, decrease in comparable restaurant revenue and a
$3.8 million
decrease from closed restaurants. We expect total revenues to grow between 6% and 8% in 2017, comprising comparable revenue growth of 0.5% to 1.5%, increased operating weeks associated with locations opened in 2016 and 2017, and a 53rd week in 2017.
|
◦
|
Restaurant operating costs, as a percentage of restaurant revenue, increased
180
basis points to
79.3%
for the sixteen weeks ended
April 16, 2017
, as compared to
77.5%
for the sixteen weeks ended
April 17, 2016
. The increase was primarily due to higher labor costs as a percentage of restaurant revenue.
|
◦
|
Net income was
$11.6 million
for the sixteen weeks ended
April 16, 2017
compared to
$14.2 million
for the sixteen weeks ended
April 17, 2016
. Diluted earnings per share was
$0.89
for the sixteen weeks ended
April 16, 2017
, as compared to
$1.03
for the sixteen weeks ended
April 17, 2016
. Excluding the impact of
$0.20
per diluted share related to litigation contingencies, and a charge of $0.04 per diluted share for asset impairment charges related to the relocation of one restaurant, net income per diluted share for the sixteen weeks ended April 17, 2016 was $1.27.
|
•
|
Marketing.
Our Red Robin Royalty™ loyalty program operates in all of our U.S. and Canadian Company-owned Red Robin restaurants and has been rolled out to most of our franchised restaurants. We engage our guests through Red Robin Royalty with offers designed to increase frequency of visits as a key part of our overall marketing strategy. We also inform enrolled guests early about new menu items to generate awareness and trial of these offerings. Our current marketing strategy comprises a concentrated, rather than continuous, media buying approach which is focused on generating significant reach and frequency during on-air advertising periods. Through the remainder of 2017, we plan to communicate a clear message of value, innovation, and fun across a variety of advertising and social media. We have also begun and plan to continue to deploy increased marketing support for our alternative platforms initiative, including generating guest awareness of our online ordering, to-go, and catering dining opportunities.
|
•
|
Restaurant Development.
During the sixteen weeks ended
April 16, 2017
, we opened
six
Red Robin restaurants, including one restaurant that was temporarily closed during the fourth quarter 2016, and relocated
one
Red Robin restaurant. Our franchisees opened
one
restaurant during the sixteen weeks ended
April 16, 2017
. We plan to open 11 Red Robin restaurants during the remainder of 2017.
|
|
|
Sixteen Weeks Ended
|
||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||
Company-owned:
|
|
|
|
|
||
Beginning of period
|
|
465
|
|
|
439
|
|
Opened during the period
|
|
6
|
|
|
3
|
|
Acquired from franchisees
|
|
—
|
|
|
13
|
|
Closed during the period
|
|
(2
|
)
|
|
(1
|
)
|
End of period
|
|
469
|
|
|
454
|
|
Franchised:
|
|
|
|
|
||
Beginning of period
|
|
86
|
|
|
99
|
|
Opened during the period
|
|
1
|
|
|
—
|
|
Sold or closed during the period
|
|
—
|
|
|
(13
|
)
|
End of period
|
|
87
|
|
|
86
|
|
Total number of restaurants
|
|
556
|
|
|
540
|
|
|
|
Sixteen Weeks Ended
|
||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||
Revenues:
|
|
|
|
|
||
Restaurant revenue
|
|
98.8
|
%
|
|
98.7
|
%
|
Franchise royalties, fees, and other revenues
|
|
1.2
|
|
|
1.3
|
|
Total revenues
|
|
100.0
|
|
|
100.0
|
|
|
|
|
|
|
||
Costs and expenses:
|
|
|
|
|
||
Restaurant operating costs (exclusive of depreciation and amortization shown separately below):
|
|
|
|
|
||
Cost of sales
|
|
22.9
|
|
|
23.3
|
|
Labor
|
|
35.2
|
|
|
33.5
|
|
Other operating
|
|
13.2
|
|
|
12.5
|
|
Occupancy
|
|
8.0
|
|
|
8.2
|
|
Total restaurant operating costs
|
|
79.3
|
|
|
77.5
|
|
Depreciation and amortization
|
|
6.7
|
|
|
6.0
|
|
Selling, general, and administrative
|
|
10.4
|
|
|
10.8
|
|
Pre-opening and acquisition costs
|
|
0.4
|
|
|
0.6
|
|
Other charges
|
|
—
|
|
|
1.2
|
|
Income from operations
|
|
4.2
|
|
|
5.0
|
|
|
|
|
|
|
||
Interest expense, net and other
|
|
0.7
|
|
|
0.4
|
|
Income before income taxes
|
|
3.5
|
|
|
4.6
|
|
Provision for income taxes
|
|
0.7
|
|
|
1.1
|
|
Net income
|
|
2.8
|
%
|
|
3.5
|
%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(Revenues in thousands)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Restaurant revenue
|
|
$
|
413,451
|
|
|
$
|
396,770
|
|
|
4.2
|
%
|
Franchise royalties, fees, and other revenue
|
|
5,106
|
|
|
5,356
|
|
|
(4.7
|
)%
|
||
Total revenues
|
|
$
|
418,557
|
|
|
$
|
402,126
|
|
|
4.1
|
%
|
Average weekly sales volumes in Company-owned restaurants
(1)
|
|
$
|
55,408
|
|
|
$
|
56,019
|
|
|
(1.1
|
)%
|
Total operating weeks
|
|
7,462
|
|
|
7,088
|
|
|
5.3
|
%
|
||
Restaurant revenue per square foot
|
|
$
|
141
|
|
|
$
|
143
|
|
|
(1.3
|
)%
|
(1)
|
Calculated using constant currency rates. Using historical currency rates, the average weekly sales per unit for the sixteen weeks ended
April 17, 2016
for Company-owned restaurants was $55,978. The Company calculates non-GAAP constant currency average weekly sales per unit by translating prior year local currency average weekly sales per unit to U.S. dollars based on current quarter average exchange rates. The Company considers non-GAAP constant currency average weekly sales per unit to be a useful metric to investors and management as they facilitate a more useful comparison of current performance to historical performance.
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Cost of sales
|
|
$
|
94,607
|
|
|
$
|
92,325
|
|
|
2.5
|
%
|
As a percent of restaurant revenue
|
|
22.9
|
%
|
|
23.3
|
%
|
|
(0.4
|
)%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Labor
|
|
$
|
145,519
|
|
|
$
|
132,984
|
|
|
9.4
|
%
|
As a percent of restaurant revenue
|
|
35.2
|
%
|
|
33.5
|
%
|
|
1.7
|
%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Other operating
|
|
$
|
54,680
|
|
|
$
|
49,708
|
|
|
10.0
|
%
|
As a percent of restaurant revenue
|
|
13.2
|
%
|
|
12.5
|
%
|
|
0.7
|
%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Occupancy
|
|
$
|
33,119
|
|
|
$
|
32,498
|
|
|
1.9
|
%
|
As a percent of restaurant revenue
|
|
8.0
|
%
|
|
8.2
|
%
|
|
(0.2
|
)%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Depreciation and amortization
|
|
$
|
28,044
|
|
|
$
|
23,951
|
|
|
17.1
|
%
|
As a percent of total revenues
|
|
6.7
|
%
|
|
6.0
|
%
|
|
0.7
|
%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Selling, general, and administrative
|
|
$
|
43,275
|
|
|
$
|
43,388
|
|
|
(0.3
|
)%
|
As a percent of total revenues
|
|
10.4
|
%
|
|
10.8
|
%
|
|
(0.4
|
)%
|
|
|
Sixteen Weeks Ended
|
|||||||||
(In thousands, except percentages)
|
|
April 16, 2017
|
|
April 17, 2016
|
|
Percent Change
|
|||||
Pre-opening and acquisition costs
|
|
$
|
1,855
|
|
|
$
|
2,372
|
|
|
(21.8
|
)%
|
As a percent of total revenues
|
|
0.4
|
%
|
|
0.6
|
%
|
|
(0.2
|
)%
|
|
|
Sixteen Weeks Ended
|
||||||
|
|
April 16, 2017
|
|
April 17, 2016
|
||||
Net cash provided by operating activities
|
|
$
|
69,955
|
|
|
$
|
42,500
|
|
Net cash used in investing activities
|
|
(24,435
|
)
|
|
(92,133
|
)
|
||
Net cash (used by) provided by financing activities
|
|
(35,115
|
)
|
|
52,015
|
|
||
Effect of exchange rate changes on cash
|
|
102
|
|
|
80
|
|
||
Net change in cash and cash equivalents
|
|
$
|
10,507
|
|
|
$
|
2,462
|
|
|
Sixteen Weeks Ended April 16, 2017
|
||
New restaurants
|
$
|
13,540
|
|
Investment in technology infrastructure and other
|
5,515
|
|
|
Restaurant maintenance capital
|
4,354
|
|
|
Restaurant remodels
|
1,139
|
|
|
Total capital expenditures
|
$
|
24,548
|
|
Exhibit
Number
|
|
Description
|
10.1
|
|
First Amendment to Credit Agreement, dated April 13, 2017.
|
|
|
|
31.1
|
|
Rule 13a-14(a) Certification of Chief Executive Officer
|
|
|
|
31.2
|
|
Rule 13a-14(a) Certification of Chief Financial Officer
|
|
|
|
32.1
|
|
Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer
|
|
|
|
101
|
|
The following financial information from the Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc. for the quarter ended April 16, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at April 16, 2017 and December 25, 2016; (ii) Condensed Consolidated Statements of Operations for the sixteen weeks ended April 16, 2017 and April 17, 2016; (iii) Condensed Consolidated Statements of Comprehensive Income for the sixteen weeks ended April 16, 2017 and April 17, 2016; (iv) Condensed Consolidated Statements of Cash Flows for the sixteen weeks ended April 16, 2017 and April 17, 2016; and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.
|
|
|
RED ROBIN GOURMET BURGERS, INC.
(Registrant)
|
||
May 17, 2017
|
|
By:
|
|
/s/ Guy J. Constant
|
(Date)
|
|
|
|
Guy J. Constant
(Chief Financial Officer)
|
Period
|
Maximum Ratio
|
First Amendment Effective Date through October 1, 2017 (the last day of the third fiscal quarter of the 2017 fiscal year of the Parent)
|
5.25 to 1.00
|
October 2, 2017 (the first day of the fourth fiscal quarter of the 2017 fiscal year of the Parent) through July 15, 2018 (the last day of the second fiscal quarter of the 2018 fiscal year of the Parent)
|
5.00 to 1.00
|
July 16, 2018 (the first day of the third fiscal quarter of the 2018 fiscal year of the Parent) and thereafter
|
4.75 to 1.00
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
May 17, 2017
|
|
/s/ Denny Marie Post
|
(Date)
|
|
Denny Marie Post
Chief Executive Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
May 17, 2017
|
|
/s/ Guy J. Constant
|
(Date)
|
|
Guy J. Constant
Chief Financial Officer
|
(a)
|
the Quarterly Report on Form 10-Q for the period ended
April 16, 2017
of the Company (the "Periodic Report") fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and
|
(b)
|
the information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated:
|
May 17, 2017
|
|
/s/ Denny Marie Post
|
|
|
|
Denny Marie Post
Chief Executive Officer
|
|
|
|
|
Dated:
|
May 17, 2017
|
|
/s/ Guy J. Constant
|
|
|
|
Guy J. Constant
Chief Financial Officer
|