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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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84-1573084
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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6312 S. Fiddler’s Green Circle, Suite 200 N
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Greenwood Village, CO
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80111
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
o
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Accelerated filer
ý
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Emerging growth company
o
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Class
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Outstanding at August 8, 2017
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Common Stock, $0.001 par value per share
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12,927,785
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Page
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Condensed Consolidated Statements of
Operations
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Condensed Consolidated Statements of Comprehensive Income
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(Unaudited)
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||||
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July 9, 2017
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December 25, 2016
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||||
Assets:
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||||
Current assets:
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||||
Cash and cash equivalents
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$
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20,179
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$
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11,732
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Accounts receivable, net
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12,929
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24,166
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Inventories
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29,547
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29,899
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Prepaid expenses and other current assets
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22,859
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27,049
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Total current assets
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85,514
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92,846
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Property and equipment, net
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651,166
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656,439
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Goodwill
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96,617
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95,935
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Intangible assets, net
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40,670
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42,270
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Other assets, net
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29,209
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31,055
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Total assets
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$
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903,176
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$
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918,545
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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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$
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19,784
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$
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13,740
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Construction related payables
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14,709
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12,862
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Accrued payroll and payroll-related liabilities
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41,261
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34,703
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Unearned revenue
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38,873
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50,199
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Accrued liabilities and other
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41,912
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29,505
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Total current liabilities
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156,539
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141,009
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Deferred rent
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73,699
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72,431
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Long-term debt
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280,125
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336,375
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Long-term portion of capital lease obligations
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10,461
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10,805
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Other non-current liabilities
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10,075
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9,872
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Total liabilities
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530,899
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570,492
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Stockholders
’
equity:
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Common stock, $0.001 par value: 45,000 shares authorized; 17,851 and 17,851 shares issued; 12,934 and 12,828 shares outstanding
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18
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18
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Preferred stock, $0.001 par value: 3,000 shares authorized; no shares issued and outstanding
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—
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—
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Treasury stock 4,917 and 5,023 shares, at cost
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(203,330
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)
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(207,720
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)
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Paid-in capital
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208,391
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208,022
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Accumulated other comprehensive loss, net of tax
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(4,041
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)
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(5,008
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)
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Retained earnings
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371,239
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352,741
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Total stockholders
’
equity
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372,277
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348,053
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Total liabilities and stockholders
’
equity
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$
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903,176
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$
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918,545
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Twelve Weeks Ended
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Twenty-eight Weeks Ended
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||||||||||||
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July 9, 2017
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July 10, 2016
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July 9, 2017
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July 10, 2016
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Revenues:
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Restaurant revenue
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$
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312,351
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$
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302,117
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$
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725,802
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$
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698,887
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Franchise royalties, fees, and other revenues
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3,420
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3,432
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8,526
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8,788
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||||
Total revenues
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315,771
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305,549
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734,328
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707,675
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Costs and expenses:
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||||||||
Restaurant operating costs (excluding depreciation and amortization shown separately below):
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||||||||
Cost of sales
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73,903
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70,831
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168,510
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163,156
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Labor
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108,422
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102,847
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253,941
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235,831
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Other operating
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42,712
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40,275
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97,392
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89,983
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Occupancy
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25,140
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24,905
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58,259
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57,403
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Depreciation and amortization
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21,173
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19,159
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49,217
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43,110
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Selling, general, and administrative expenses
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32,094
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31,019
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75,369
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74,407
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Pre-opening and acquisition costs
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1,377
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2,238
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3,232
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4,610
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||||
Other charges
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1,584
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3,860
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1,584
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8,585
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||||
Total costs and expenses
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306,405
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295,134
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707,504
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677,085
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||||
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||||||||
Income from operations
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9,366
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10,415
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26,824
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30,590
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|
||||
Other expense:
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||||||||
Interest expense, net and other
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2,453
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1,486
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5,437
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3,124
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|
||||
Income before income taxes
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6,913
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8,929
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21,387
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27,466
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|
||||
Provision (benefit) for income taxes
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(18
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)
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1,377
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2,889
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5,689
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|
||||
Net income
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$
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6,931
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$
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7,552
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$
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18,498
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$
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21,777
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Earnings per share:
|
|
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||||||||
Basic
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$
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0.54
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$
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0.56
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$
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1.44
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$
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1.60
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Diluted
|
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$
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0.53
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$
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0.55
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$
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1.43
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$
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1.59
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Weighted average shares outstanding:
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||||||||
Basic
|
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12,896
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13,511
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12,872
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|
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13,582
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|
||||
Diluted
|
|
13,008
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|
|
13,644
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|
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12,971
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|
|
13,724
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Twelve Weeks Ended
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Twenty-eight Weeks Ended
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||||||||||||
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July 9, 2017
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July 10, 2016
|
|
July 9, 2017
|
|
July 10, 2016
|
||||||||
Net income
|
|
$
|
6,931
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|
|
$
|
7,552
|
|
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$
|
18,498
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|
|
$
|
21,777
|
|
Foreign currency translation adjustment
|
|
755
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|
|
(342
|
)
|
|
967
|
|
|
1,138
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|
||||
Other comprehensive income (loss), net of tax
|
|
755
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(342
|
)
|
|
967
|
|
|
1,138
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|
||||
Total comprehensive income
|
|
$
|
7,686
|
|
|
$
|
7,210
|
|
|
$
|
19,465
|
|
|
$
|
22,915
|
|
|
|
Twenty-eight Weeks Ended
|
||||||
|
|
July 9, 2017
|
|
July 10, 2016
|
||||
Cash flows from operating activities:
|
|
|
|
|
||||
Net income
|
|
$
|
18,498
|
|
|
$
|
21,777
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
49,217
|
|
|
43,110
|
|
||
Other charges - asset impairment
|
|
1,584
|
|
|
4,685
|
|
||
Stock-based compensation expense
|
|
2,487
|
|
|
3,079
|
|
||
Other, net
|
|
(139
|
)
|
|
(1,619
|
)
|
||
Changes in operating assets and liabilities, net of business acquisition:
|
|
|
|
|
||||
Accounts receivable and other current assets
|
|
16,331
|
|
|
11,923
|
|
||
Trade accounts payable and accrued liabilities
|
|
23,039
|
|
|
(3,240
|
)
|
||
Unearned revenue
|
|
(9,280
|
)
|
|
(13,206
|
)
|
||
Other operating assets and liabilities, net
|
|
2,988
|
|
|
546
|
|
||
Net cash provided by operating activities
|
|
104,725
|
|
|
67,055
|
|
||
Cash flows from investing activities:
|
|
|
|
|
||||
Purchases of property, equipment, and intangible assets
|
|
(41,847
|
)
|
|
(96,175
|
)
|
||
Acquisition of franchise restaurants, net of cash acquired
|
|
—
|
|
|
(39,977
|
)
|
||
Proceeds from sales of real estate and property, plant, and equipment and other investing activities
|
|
113
|
|
|
1,944
|
|
||
Net cash used in investing activities
|
|
(41,734
|
)
|
|
(134,208
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
||||
Borrowings of long-term debt
|
|
85,250
|
|
|
211,500
|
|
||
Payments of long-term debt and capital leases
|
|
(141,826
|
)
|
|
(121,299
|
)
|
||
Purchase of treasury stock
|
|
—
|
|
|
(20,000
|
)
|
||
Debt issuance costs
|
|
(664
|
)
|
|
(1,058
|
)
|
||
Proceeds from exercise of stock options and employee stock purchase plan and tax benefit from exercise of stock options
|
|
2,588
|
|
|
1,066
|
|
||
Net cash (used in) provided by financing activities
|
|
(54,652
|
)
|
|
70,209
|
|
||
Effect of exchange rate changes on cash
|
|
108
|
|
|
181
|
|
||
Net change in cash and cash equivalents
|
|
8,447
|
|
|
3,237
|
|
||
Cash and cash equivalents, beginning of period
|
|
11,732
|
|
|
22,705
|
|
||
Cash and cash equivalents, end of period
|
|
$
|
20,179
|
|
|
$
|
25,942
|
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information
|
|
|
|
|
||||
Income taxes paid
|
|
$
|
2,205
|
|
|
$
|
2,231
|
|
Interest paid, net of amounts capitalized
|
|
$
|
5,699
|
|
|
$
|
3,057
|
|
Change in construction related payables
|
|
$
|
1,847
|
|
|
$
|
(2,481
|
)
|
Balance, December 25, 2016
|
|
$
|
95,935
|
|
Foreign currency translation adjustment
|
|
682
|
|
|
Balance, July 9, 2017
|
|
$
|
96,617
|
|
|
|
July 9, 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
|
|
$
|
55,749
|
|
|
$
|
(29,160
|
)
|
|
$
|
26,589
|
|
|
$
|
55,902
|
|
|
$
|
(27,306
|
)
|
|
$
|
28,596
|
|
Favorable leases
|
|
13,931
|
|
|
(7,789
|
)
|
|
6,142
|
|
|
13,931
|
|
|
(7,400
|
)
|
|
6,531
|
|
||||||
Liquor licenses
|
|
10,349
|
|
|
(9,898
|
)
|
|
451
|
|
|
10,253
|
|
|
(9,857
|
)
|
|
396
|
|
||||||
|
|
$
|
80,029
|
|
|
$
|
(46,847
|
)
|
|
$
|
33,182
|
|
|
$
|
80,086
|
|
|
$
|
(44,563
|
)
|
|
$
|
35,523
|
|
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liquor licenses and other
|
|
$
|
7,488
|
|
|
$
|
—
|
|
|
$
|
7,488
|
|
|
$
|
6,747
|
|
|
$
|
—
|
|
|
$
|
6,747
|
|
Intangible assets, net
|
|
$
|
87,517
|
|
|
$
|
(46,847
|
)
|
|
$
|
40,670
|
|
|
$
|
86,833
|
|
|
$
|
(44,563
|
)
|
|
$
|
42,270
|
|
Remainder of 2017
|
|
$
|
2,043
|
|
2018
|
|
4,257
|
|
|
2019
|
|
4,210
|
|
|
2020
|
|
3,693
|
|
|
2021
|
|
3,265
|
|
|
Thereafter
|
|
15,714
|
|
|
|
|
$
|
33,182
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||
|
July 9, 2017
|
|
July 10, 2016
|
|
July 9, 2017
|
|
July 10, 2016
|
||||
Basic weighted average shares outstanding
|
12,896
|
|
|
13,511
|
|
|
12,872
|
|
|
13,582
|
|
Dilutive effect of stock options and awards
|
112
|
|
|
133
|
|
|
99
|
|
|
142
|
|
Diluted weighted average shares outstanding
|
13,008
|
|
|
13,644
|
|
|
12,971
|
|
|
13,724
|
|
|
|
|
|
|
|
|
|
||||
Awards excluded due to anti-dilutive effect on diluted earnings per share
|
169
|
|
|
248
|
|
|
317
|
|
|
214
|
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||
|
|
July 9, 2017
|
|
July 10, 2016
|
|
July 9, 2017
|
|
July 10, 2016
|
||||||||
Asset impairment
|
|
$
|
1,584
|
|
|
$
|
3,860
|
|
|
$
|
1,584
|
|
|
$
|
4,685
|
|
Litigation contingencies
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,900
|
|
||||
Other charges
|
|
$
|
1,584
|
|
|
$
|
3,860
|
|
|
$
|
1,584
|
|
|
$
|
8,585
|
|
|
July 9, 2017
|
|
December 25, 2016
|
||||
Revolving credit facility and other long-term debt
|
$
|
280,125
|
|
|
$
|
336,375
|
|
Capital lease obligations
|
11,138
|
|
|
11,463
|
|
||
Total debt
|
291,263
|
|
|
347,838
|
|
||
Less: Current portion
|
(677
|
)
|
|
(658
|
)
|
||
Long-term debt
|
$
|
290,586
|
|
|
$
|
347,180
|
|
|
|
July 9, 2017
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Investments in rabbi trust
|
|
$
|
9,157
|
|
|
$
|
9,157
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets measured at fair value
|
|
$
|
9,157
|
|
|
$
|
9,157
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
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
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
July 9, 2017
|
|
December 25, 2016
|
||||||||||||
|
|
Carrying Value
|
|
Estimated Fair Value
|
|
Carrying Value
|
|
Estimated Fair Value
|
||||||||
Credit facility
|
|
$
|
279,250
|
|
|
$
|
279,020
|
|
|
$
|
335,500
|
|
|
$
|
335,611
|
|
Capital lease obligations
|
|
11,138
|
|
|
11,806
|
|
|
11,463
|
|
|
12,917
|
|
||||
Total
|
|
$
|
290,388
|
|
|
$
|
290,826
|
|
|
$
|
346,963
|
|
|
$
|
348,528
|
|
•
|
Financial performance.
|
◦
|
Restaurant revenue increased
$10.2 million
, or
3.4%
, to
$312.4 million
for the twelve weeks ended
July 9, 2017
, as compared to the twelve weeks ended
July 10, 2016
, primarily due to a
$12.0 million
increase in revenue from newly opened restaurants and a
$1.3 million
, or
0.5%
, increase in comparable restaurant revenue, partially offset by a
$3.1 million
decrease from closed restaurants. For the twenty-eight weeks ended
July 9, 2017
, restaurant revenues increased
$26.9 million
or
3.9%
, to
$725.8 million
as compared to the twenty-eight weeks ended July 10, 2016, primarily due to a
$36.7 million
increase in revenue from newly opened and acquired restaurants, partially offset by a
$6.9 million
decrease from closed restaurants and a
$2.9 million
, or
0.4%
, decrease in comparable restaurant revenue. We expect total revenues to grow between 6% and 8% in 2017, resulting from comparable revenue growth of 0.5% to 1.5%, increased operating weeks in 2017 compared to 2016 associated with locations opened and acquired since the beginning of 2016, and a 53rd week in 2017.
|
◦
|
Restaurant operating costs, as a percentage of restaurant revenue, increased
100
basis points to
80.1%
for the twelve weeks ended
July 9, 2017
, as compared to
79.1%
for the twelve weeks ended
July 10, 2016
. The increase was due to an increase in labor costs, food and beverage costs, and other operating costs, as a percentage of restaurant revenue, partially offset by a decrease in occupancy costs. For the twenty-eight weeks ended
July 9, 2017
, restaurant operating costs increased
150
basis points to
79.7%
compared to
78.2%
for the twenty-eight weeks ended
July 10, 2016
. The increase was primarily due to higher labor costs as a percentage of restaurant revenue.
|
◦
|
Net income was
$6.9 million
for the twelve weeks ended
July 9, 2017
compared to
$7.6 million
for the twelve weeks ended
July 10, 2016
. Diluted earnings per share were
$0.53
for the twelve weeks ended
July 9, 2017
, as compared to
$0.55
for the twelve weeks ended
July 10, 2016
. For the twenty-eight weeks ended July 9, 2017, net income was
$18.5 million
compared to
$21.8 million
for the twenty-eight weeks ended July 10, 2016. Diluted earnings per share were
$1.43
for the twenty-eight weeks ended
July 9, 2017
, as compared to
|
•
|
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 off-premise dining initiatives, including generating guest awareness of our online ordering, to-go, and catering opportunities.
|
•
|
Restaurant Development.
During the twelve weeks ended
July 9, 2017
, we opened
three
Red Robin restaurants. We plan to open nine Red Robin restaurants during the remainder of 2017.
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||
|
|
July 9, 2017
|
|
July 10, 2016
|
|
July 9, 2017
|
|
July 10, 2016
|
||||
Company-owned:
|
|
|
|
|
|
|
|
|
||||
Beginning of period
|
|
469
|
|
|
454
|
|
|
465
|
|
|
439
|
|
Opened during the period
|
|
3
|
|
|
7
|
|
|
9
|
|
|
10
|
|
Acquired from franchisees
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
Closed during the period
|
|
—
|
|
|
(1
|
)
|
|
(2
|
)
|
|
(2
|
)
|
End of period
|
|
472
|
|
|
460
|
|
|
472
|
|
|
460
|
|
Franchised:
|
|
|
|
|
|
|
|
|
||||
Beginning of period
|
|
87
|
|
|
86
|
|
|
86
|
|
|
99
|
|
Opened during the period
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
Sold or closed during the period
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(13
|
)
|
End of period
|
|
86
|
|
|
86
|
|
|
86
|
|
|
86
|
|
Total number of restaurants
|
|
558
|
|
|
546
|
|
|
558
|
|
|
546
|
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||
|
|
July 9, 2017
|
|
July 10, 2016
|
|
July 9, 2017
|
|
July 10, 2016
|
||||
Revenues:
|
|
|
|
|
|
|
|
|
||||
Restaurant revenue
|
|
98.9
|
%
|
|
98.9
|
%
|
|
98.8
|
%
|
|
98.8
|
%
|
Franchise royalties, fees, and other revenues
|
|
1.1
|
|
|
1.1
|
|
|
1.2
|
|
|
1.2
|
|
Total revenues
|
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
|
|
|
|
|
|
|
|
|
||||
Costs and expenses:
|
|
|
|
|
|
|
|
|
||||
Restaurant operating costs (exclusive of depreciation and amortization shown separately below):
|
|
|
|
|
|
|
|
|
||||
Cost of sales
|
|
23.7
|
|
|
23.4
|
|
|
23.2
|
|
|
23.3
|
|
Labor
|
|
34.7
|
|
|
34.0
|
|
|
35.0
|
|
|
33.7
|
|
Other operating
|
|
13.7
|
|
|
13.4
|
|
|
13.4
|
|
|
13.0
|
|
Occupancy
|
|
8.0
|
|
|
8.3
|
|
|
8.0
|
|
|
8.2
|
|
Total restaurant operating costs
|
|
80.1
|
|
|
79.1
|
|
|
79.7
|
|
|
78.2
|
|
Depreciation and amortization
|
|
6.7
|
|
|
6.3
|
|
|
6.7
|
|
|
6.1
|
|
Selling, general, and administrative
|
|
10.1
|
|
|
10.1
|
|
|
10.3
|
|
|
10.5
|
|
Pre-opening and acquisition costs
|
|
0.4
|
|
|
0.7
|
|
|
0.4
|
|
|
0.7
|
|
Other charges
|
|
0.5
|
|
|
1.3
|
|
|
0.2
|
|
|
1.2
|
|
Income from operations
|
|
3.0
|
|
|
3.4
|
|
|
3.7
|
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense, net and other
|
|
0.8
|
|
|
0.5
|
|
|
0.7
|
|
|
0.4
|
|
Income before income taxes
|
|
2.2
|
|
|
2.9
|
|
|
2.9
|
|
|
3.9
|
|
Provision (benefit) for income taxes
|
|
0.0
|
|
|
0.4
|
|
|
0.4
|
|
|
0.8
|
|
Net income
|
|
2.2
|
%
|
|
2.5
|
%
|
|
2.5
|
%
|
|
3.1
|
%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(Revenues in thousands)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Restaurant revenue
|
|
$
|
312,351
|
|
|
$
|
302,117
|
|
|
3.4
|
%
|
|
$
|
725,802
|
|
|
$
|
698,887
|
|
|
3.9
|
%
|
Franchise royalties, fees, and other revenue
|
|
3,420
|
|
|
3,432
|
|
|
(0.3
|
)%
|
|
8,526
|
|
|
8,788
|
|
|
(3.0
|
)%
|
||||
Total revenues
|
|
$
|
315,771
|
|
|
$
|
305,549
|
|
|
3.3
|
%
|
|
$
|
734,328
|
|
|
$
|
707,675
|
|
|
3.8
|
%
|
Average weekly sales volumes in Company-owned restaurants
(1)
|
|
$
|
55,234
|
|
|
$
|
54,877
|
|
|
0.7
|
%
|
|
$
|
55,333
|
|
|
$
|
55,500
|
|
|
(0.3
|
)%
|
Total operating weeks
|
|
5,655
|
|
|
5,504
|
|
|
2.7
|
%
|
|
13,117
|
|
|
12,592
|
|
|
4.2
|
%
|
||||
Restaurant revenue per square foot
|
|
$
|
106
|
|
|
$
|
106
|
|
|
0.0
|
%
|
|
$
|
247
|
|
|
$
|
249
|
|
|
(0.8
|
)%
|
(1)
|
Calculated using constant currency rates. Using historical currency rates, the average weekly sales per unit for the twelve and twenty-eight weeks ended
July 10, 2016
for Company-owned restaurants was
$54,891
and
$55,502
. 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.
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Cost of sales
|
|
$
|
73,903
|
|
|
$
|
70,831
|
|
|
4.3
|
%
|
|
$
|
168,510
|
|
|
$
|
163,156
|
|
|
3.3
|
%
|
As a percent of restaurant revenue
|
|
23.7
|
%
|
|
23.4
|
%
|
|
0.3
|
%
|
|
23.2
|
%
|
|
23.3
|
%
|
|
(0.1
|
)%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Labor
|
|
$
|
108,422
|
|
|
$
|
102,847
|
|
|
5.4
|
%
|
|
$
|
253,941
|
|
|
$
|
235,831
|
|
|
7.7
|
%
|
As a percent of restaurant revenue
|
|
34.7
|
%
|
|
34.0
|
%
|
|
0.7
|
%
|
|
35.0
|
%
|
|
33.7
|
%
|
|
1.3
|
%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Other operating
|
|
$
|
42,712
|
|
|
$
|
40,275
|
|
|
6.1
|
%
|
|
$
|
97,392
|
|
|
$
|
89,983
|
|
|
8.2
|
%
|
As a percent of restaurant revenue
|
|
13.7
|
%
|
|
13.4
|
%
|
|
0.3
|
%
|
|
13.4
|
%
|
|
13.0
|
%
|
|
0.4
|
%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Occupancy
|
|
$
|
25,140
|
|
|
$
|
24,905
|
|
|
0.9
|
%
|
|
$
|
58,259
|
|
|
$
|
57,403
|
|
|
1.5
|
%
|
As a percent of restaurant revenue
|
|
8.0
|
%
|
|
8.3
|
%
|
|
(0.3
|
)%
|
|
8.0
|
%
|
|
8.2
|
%
|
|
(0.2
|
)%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Depreciation and amortization
|
|
$
|
21,173
|
|
|
$
|
19,159
|
|
|
10.5
|
%
|
|
$
|
49,217
|
|
|
$
|
43,110
|
|
|
14.2
|
%
|
As a percent of total revenues
|
|
6.7
|
%
|
|
6.3
|
%
|
|
0.4
|
%
|
|
6.7
|
%
|
|
6.1
|
%
|
|
0.6
|
%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Selling, general, and administrative
|
|
$
|
32,094
|
|
|
$
|
31,019
|
|
|
3.5
|
%
|
|
$
|
75,369
|
|
|
$
|
74,407
|
|
|
1.3
|
%
|
As a percent of total revenues
|
|
10.1
|
%
|
|
10.1
|
%
|
|
—
|
%
|
|
10.3
|
%
|
|
10.5
|
%
|
|
(0.2
|
)%
|
|
|
Twelve Weeks Ended
|
|
Twenty-eight Weeks Ended
|
||||||||||||||||||
(In thousands, except percentages)
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
|
July 9, 2017
|
|
July 10, 2016
|
|
Percent Change
|
||||||||||
Pre-opening and acquisition costs
|
|
$
|
1,377
|
|
|
$
|
2,238
|
|
|
(38.5
|
)%
|
|
$
|
3,232
|
|
|
$
|
4,610
|
|
|
(29.9
|
)%
|
As a percent of total revenues
|
|
0.4
|
%
|
|
0.7
|
%
|
|
(0.3
|
)%
|
|
0.4
|
%
|
|
0.7
|
%
|
|
(0.3
|
)%
|
|
|
Twenty-eight Weeks Ended
|
||||||
|
|
July 9, 2017
|
|
July 10, 2016
|
||||
Net cash provided by operating activities
|
|
$
|
104,725
|
|
|
$
|
67,055
|
|
Net cash used in investing activities
|
|
(41,734
|
)
|
|
(134,208
|
)
|
||
Net cash (used by) provided by financing activities
|
|
(54,652
|
)
|
|
70,209
|
|
||
Effect of exchange rate changes on cash
|
|
108
|
|
|
181
|
|
||
Net change in cash and cash equivalents
|
|
$
|
8,447
|
|
|
$
|
3,237
|
|
|
Twenty-eight Weeks Ended July 9, 2017
|
||
New restaurants
|
$
|
23,250
|
|
Restaurant maintenance capital
|
9,276
|
|
|
Investment in technology infrastructure and other
|
7,065
|
|
|
Restaurant remodels
|
2,256
|
|
|
Total capital expenditures
|
$
|
41,847
|
|
Exhibit
Number
|
|
Description
|
10.1
|
|
Amendment to Amended & Restated Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Denny Marie Post, dated July 25, 2017.
|
|
|
|
10.2
|
|
Amendment to Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Guy J. Constant, dated July 25, 2017.
|
|
|
|
10.3
|
|
Amendment to Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Carin L. Stutz, dated July 25, 2017.
|
|
|
|
10.4
|
|
Amendment to Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Michael L. Kaplan, dated July 25, 2017.
|
|
|
|
10.5
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Second Amendment to Amended Employment Agreement by and between Red Robin Gourmet Burgers, Inc. and Jonathan A. Muhtar, dated July 25, 2017.
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31.1
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Rule 13a-14(a) Certification of Chief Executive Officer
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31.2
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Rule 13a-14(a) Certification of Chief Financial Officer
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32.1
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Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer
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101
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The following financial information from the Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc. for the quarter ended July 9, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at July 9, 2017 and December 25, 2016; (ii) Condensed Consolidated Statements of Operations for the twelve and twenty-eight weeks ended July 9, 2017 and July 10, 2016; (iii) Condensed Consolidated Statements of Comprehensive Income for the twelve and twenty-eight weeks ended July 9, 2017 and July 10, 2016; (iv) Condensed Consolidated Statements of Cash Flows for the twenty-eight weeks ended July 9, 2017 and July 10, 2016; and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.
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RED ROBIN GOURMET BURGERS, INC.
(Registrant)
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August 9, 2017
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By:
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/s/ Guy J. Constant
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(Date)
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Guy J. Constant
(Chief Financial Officer)
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc.;
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2.
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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;
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3.
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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;
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4.
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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:
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(a)
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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;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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August 9, 2017
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/s/ Denny Marie Post
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(Date)
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Denny Marie Post
Chief Executive Officer
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Red Robin Gourmet Burgers, Inc.;
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2.
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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;
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3.
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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;
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4.
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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:
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(a)
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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;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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August 9, 2017
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/s/ Guy J. Constant
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(Date)
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Guy J. Constant
Chief Financial Officer
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(a)
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the Quarterly Report on Form 10-Q for the period ended
July 9, 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
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(b)
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the information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Dated:
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August 9, 2017
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/s/ Denny Marie Post
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Denny Marie Post
Chief Executive Officer
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Dated:
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August 9, 2017
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/s/ Guy J. Constant
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Guy J. Constant
Chief Financial Officer
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