Delaware
|
001-35373
|
90-0712224
|
||
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification No.)
|
||
|
|
|||
14800 Landmark Boulevard, Suite 500
|
|
|||
Dallas
|
Texas
|
75254
|
||
(Address of principal executive offices)
|
(Zip Code)
|
Title of Each Class
|
|
Trading Symbol
|
|
Name of Each Exchange on Which Registered
|
Common Stock, par value $0.01 per share
|
|
FRGI
|
|
NASDAQ Global Select Market
|
(1)
|
Outstanding revolving credit facility balance plus outstanding letters of credit.
|
(2)
|
We define net revolver debt as outstanding revolving credit facility borrowings plus outstanding letters of credit less unrestricted cash. Net revolver debt is a non-GAAP measure which we believe assists investors in understanding of our management of our overall liquidity and financial flexibility.
|
•
|
Total revenues decreased 28.9% to $121.9 million in the second quarter of 2020 from $171.4 million in the second quarter of 2019;
|
•
|
Comparable restaurant sales at Pollo Tropical decreased 31.6%;
|
•
|
Comparable restaurant sales at Taco Cabana decreased 19.2%;
|
•
|
Net loss of $8.3 million, or $0.33 per diluted share, in the second quarter of 2020 compared to net loss of $43.4 million, or $1.62 per diluted share, in the second quarter of 2019, which included the unfavorable impact of $46.5 million, or $1.73 per diluted share, related to a non-cash impairment of goodwill;
|
•
|
Adjusted net loss (a non-GAAP financial measure) of $2.9 million, or $0.11 per diluted share, in the second quarter of 2020, compared to adjusted net income of $5.7 million, or $0.21 per diluted share, in the second quarter of 2019 (see non-GAAP reconciliation table below);
|
•
|
Adjusted EBITDA for Pollo Tropical of $5.0 million in the second quarter of 2020 compared to $14.6 million in the second quarter of 2019;
|
•
|
Restaurant-level Adjusted EBITDA (a non-GAAP financial measure) for Pollo Tropical of $10.3 million, or 16.3% of Pollo Tropical restaurant sales, in the second quarter of 2020 compared to $21.4 million, or 23.1% of Pollo Tropical restaurant sales, in the second quarter of 2019 (see non-GAAP reconciliation table below);
|
•
|
Adjusted EBITDA for Taco Cabana of $2.7 million in the second quarter of 2020 compared to $4.1 million in the second quarter of 2019;
|
•
|
Restaurant-level Adjusted EBITDA (a non-GAAP financial measure) for Taco Cabana of $7.3 million, or 12.6% of Taco Cabana restaurant sales, in the second quarter of 2020 compared to $9.5 million, or 12.1% of Taco Cabana restaurant sales, in the second quarter of 2019 (see non-GAAP reconciliation table below); and
|
•
|
Consolidated Adjusted EBITDA (a non-GAAP financial measure) of $7.7 million in the second quarter of 2020 compared to Consolidated Adjusted EBITDA of $18.8 million in the second quarter of 2019 (see non-GAAP reconciliation table below).
|
|
Fiscal April
|
Fiscal May
|
Fiscal June
|
Second Quarter 2020
|
Fiscal July
|
Pollo Tropical
|
-49.2%
|
-27.9%
|
-17.8%
|
-31.6%
|
-13.8%
|
Taco Cabana
|
-26.2%
|
-14.5%
|
-18.0%
|
-19.2%
|
-14.4%
|
•
|
Due to ongoing uncertainty and volatility surrounding the COVID-19 pandemic and guidelines, effective July 12, 2020, we closed all of our dining rooms until further notice to ensure team member and guest safety. We continue to operate our restaurants for drive-thru, delivery and pick up, and we are accelerating efforts to better enable our customers to enjoy our brands safely and conveniently across all channels—wherever and whenever they choose.
|
•
|
At the end of the second quarter of 2020, we had $101.4 million in cash and $148.5 million in debt, which includes $146.5 million outstanding under our amended senior credit facility and $2.0 million in capital lease obligations.
|
•
|
As previously announced, we completed the amendment to our senior credit facility on July 10, 2020. Under this amendment, our available revolving credit borrowings under the amended senior credit facility will be reduced from $150 million to $95 million in a phased reduction beginning with a $30 million permanent reduction at the closing of the amendment on July 10, 2020, a $15 million reduction in the fourth quarter of 2020, and a $10 million reduction in the first quarter of 2021. We repaid borrowings under our amended senior credit facility as follows: $30.0 million on July 10, 2020, pursuant to the terms of the amended senior credit facility, and an additional $62.5 million through July 31, 2020. On July 31, 2020, there were $54.0 million in outstanding revolving credit borrowings under our amended senior credit facility. In addition, as of July 31, 2020, we were current on all lease obligations.
|
•
|
We have aggressively cut our capital expenditure budget for 2020. Capital expenditures in the first half of 2020 totaled $8.7 million compared to $21.7 million in the first half of 2019. 2020 full year capital expenditures will not exceed $22.0 million.
|
•
|
From the beginning of the COVID-19 pandemic in mid-March through late July, we significantly reduced our total debt, revolving credit facility and net revolver debt(3) balances. On March 18, 2020, we had a total debt balance of $148.4 million, an outstanding revolving credit facility balance (including letters of credit) of $149.9 million and net revolver
|
•
|
Working capital efficiency has been significantly improved as a result of vendor payment term extensions and pricing renegotiations, which contributed to cash flows from operations of $24.5 million during the second quarter of 2020. We believe that a significant portion of the improvement in working capital efficiency represent sustainable improvements in cash flow. We are also marketing 16 owned properties for sale or sale-leaseback, which are expected to result in cash flow increases, although there can be no assurance that any such sales or sale-leaseback transactions will be consummated.
|
(3)
|
Total debt is comprised of capital lease obligations of $2.0 million as of March 18, 2020 and July 31, 2020 and outstanding revolving credit facility borrowings. We define net revolver debt as outstanding revolving credit facility borrowings plus outstanding letters of credit less unrestricted cash balance, which were $146.4 million, $3.5 million and $75.5 million, respectively, as of March 18, 2020 and $54.0 million, $3.5 million and $9.1 million, respectively, as of July 31, 2020. Net revolver debt is a non-GAAP measure which we believe assists investors in understanding of our management of our overall liquidity and financial flexibility.
|
|
Three Months Ended (a)
|
|
Six Months Ended (a)
|
||||||||||||
|
June 28, 2020
|
|
June 30, 2019
|
|
June 28, 2020
|
|
June 30, 2019
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Restaurant sales
|
$
|
121,547
|
|
|
$
|
170,713
|
|
|
$
|
267,633
|
|
|
$
|
335,894
|
|
Franchise royalty revenues and fees
|
321
|
|
|
668
|
|
|
934
|
|
|
1,339
|
|
||||
Total revenues
|
121,868
|
|
|
171,381
|
|
|
268,567
|
|
|
337,233
|
|
||||
Costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of sales
|
37,807
|
|
|
53,758
|
|
|
84,083
|
|
|
104,268
|
|
||||
Restaurant wages and related expenses (b)
|
33,747
|
|
|
45,766
|
|
|
74,242
|
|
|
90,802
|
|
||||
Restaurant rent expense
|
11,279
|
|
|
11,898
|
|
|
22,618
|
|
|
23,643
|
|
||||
Other restaurant operating expenses
|
18,989
|
|
|
22,513
|
|
|
40,500
|
|
|
44,276
|
|
||||
Advertising expense
|
2,143
|
|
|
5,883
|
|
|
7,926
|
|
|
11,404
|
|
||||
General and administrative expenses (b)(c)
|
12,288
|
|
|
13,496
|
|
|
26,672
|
|
|
28,567
|
|
||||
Depreciation and amortization
|
9,565
|
|
|
9,807
|
|
|
18,995
|
|
|
19,355
|
|
||||
Pre-opening costs
|
—
|
|
|
385
|
|
|
69
|
|
|
786
|
|
||||
Impairment and other lease charges (d)
|
2,285
|
|
|
1,751
|
|
|
6,518
|
|
|
1,413
|
|
||||
Goodwill impairment (e)
|
—
|
|
|
46,485
|
|
|
—
|
|
|
46,485
|
|
||||
Closed restaurant rent, net of sublease income (f)
|
1,830
|
|
|
1,335
|
|
|
3,462
|
|
|
2,759
|
|
||||
Other expense (income), net (g)
|
784
|
|
|
154
|
|
|
1,692
|
|
|
856
|
|
||||
Total operating expenses
|
130,717
|
|
|
213,231
|
|
|
286,777
|
|
|
374,614
|
|
||||
Loss from operations
|
(8,849
|
)
|
|
(41,850
|
)
|
|
(18,210
|
)
|
|
(37,381
|
)
|
||||
Interest expense
|
1,237
|
|
|
967
|
|
|
2,198
|
|
|
2,201
|
|
||||
Loss before income taxes
|
(10,086
|
)
|
|
(42,817
|
)
|
|
(20,408
|
)
|
|
(39,582
|
)
|
||||
Provision for (benefit from) income taxes (h)
|
(1,743
|
)
|
|
623
|
|
|
(4,748
|
)
|
|
1,569
|
|
||||
Net loss
|
$
|
(8,343
|
)
|
|
$
|
(43,440
|
)
|
|
$
|
(15,660
|
)
|
|
$
|
(41,151
|
)
|
Earnings (loss) per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.33
|
)
|
|
$
|
(1.62
|
)
|
|
$
|
(0.62
|
)
|
|
$
|
(1.53
|
)
|
Diluted
|
(0.33
|
)
|
|
(1.62
|
)
|
|
(0.62
|
)
|
|
(1.53
|
)
|
||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
25,267,404
|
|
|
26,807,068
|
|
|
25,393,325
|
|
|
26,825,286
|
|
||||
Diluted
|
25,267,404
|
|
|
26,807,068
|
|
|
25,393,325
|
|
|
26,825,286
|
|
(a)
|
The Company uses a 52- or 53-week fiscal year that ends on the Sunday closest to December 31. The three- and six-month periods ended June 28, 2020 and June 30, 2019 each included 13 and 26 weeks, respectively.
|
(b)
|
Restaurant wages and related expenses include stock-based compensation of $69 and $16 for the three months ended June 28, 2020 and June 30, 2019, respectively, and $105 and $43 for the six months ended June 28, 2020 and June 30, 2019, respectively. General and administrative expenses include stock-based compensation expense of $959 and $719 for the three months ended June 28, 2020 and June 30, 2019, respectively, and $1,735 and $1,484 for the six months ended June 28, 2020 and June 30, 2019, respectively.
|
(c)
|
See notes (g) and (h) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
(d)
|
See note (c) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
(e)
|
See note (d) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
(f)
|
See note (e) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
(g)
|
See note (f) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
(h)
|
See notes (a) and (b) to the reconciliation of net income (loss) to adjusted net income (loss) in the tables titled "Supplemental Non-GAAP Information."
|
|
June 28, 2020
|
|
December 29, 2019
|
||||
|
|
|
|
||||
Assets
|
|
|
|
||||
Cash
|
$
|
101,375
|
|
|
$
|
13,413
|
|
Other current assets
|
38,986
|
|
|
25,870
|
|
||
Property and equipment, net
|
187,928
|
|
|
211,944
|
|
||
Operating lease right-of-use assets
|
257,654
|
|
|
251,272
|
|
||
Goodwill
|
56,307
|
|
|
56,307
|
|
||
Other assets
|
8,134
|
|
|
9,835
|
|
||
Total assets
|
$
|
650,384
|
|
|
$
|
568,641
|
|
|
|
|
|
||||
Liabilities and Stockholders' Equity
|
|
|
|
||||
Current liabilities
|
$
|
79,097
|
|
|
$
|
63,620
|
|
Long-term debt, net of current portion
|
148,233
|
|
|
76,823
|
|
||
Operating lease liabilities
|
264,157
|
|
|
256,798
|
|
||
Deferred tax liabilities
|
7,866
|
|
|
4,759
|
|
||
Other non-current liabilities
|
10,343
|
|
|
8,405
|
|
||
Total liabilities
|
509,696
|
|
|
410,405
|
|
||
Stockholders' equity
|
140,688
|
|
|
158,236
|
|
||
Total liabilities and stockholders' equity
|
$
|
650,384
|
|
|
$
|
568,641
|
|
|
(Unaudited)
|
|
(Unaudited)
|
||||||||||||
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2020
|
|
June 30, 2019
|
|
June 28, 2020
|
|
June 30, 2019
|
||||||||
Segment revenues:
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
$
|
63,438
|
|
|
$
|
93,058
|
|
|
$
|
149,563
|
|
|
$
|
184,539
|
|
Taco Cabana
|
58,430
|
|
|
78,323
|
|
|
119,004
|
|
|
152,694
|
|
||||
Total revenues
|
$
|
121,868
|
|
|
$
|
171,381
|
|
|
$
|
268,567
|
|
|
$
|
337,233
|
|
|
|
|
|
|
|
|
|
||||||||
Change in comparable restaurant sales (a):
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
(31.6
|
)%
|
|
(1.3
|
)%
|
|
(19.5
|
)%
|
|
(1.9
|
)%
|
||||
Taco Cabana
|
(19.2
|
)%
|
|
(3.0
|
)%
|
|
(16.4
|
)%
|
|
(1.8
|
)%
|
||||
|
|
|
|
|
|
|
|
||||||||
Average sales per Company-owned restaurant:
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
|
|
|
|
|
|
|
||||||||
Comparable restaurants (b)
|
$
|
461
|
|
|
$
|
677
|
|
|
$
|
1,076
|
|
|
$
|
1,347
|
|
New restaurants (c)
|
369
|
|
|
452
|
|
|
857
|
|
|
887
|
|
||||
Total Company-owned (d)
|
458
|
|
|
662
|
|
|
1,067
|
|
|
1,316
|
|
||||
Taco Cabana
|
|
|
|
|
|
|
|
||||||||
Comparable restaurants (b)
|
$
|
399
|
|
|
$
|
476
|
|
|
$
|
809
|
|
|
$
|
935
|
|
New restaurants (c)
|
435
|
|
|
482
|
|
|
740
|
|
|
920
|
|
||||
Total Company-owned (d)
|
399
|
|
|
476
|
|
|
806
|
|
|
933
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income (loss) before income taxes:
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
$
|
(5,186
|
)
|
|
$
|
6,918
|
|
|
$
|
(7,013
|
)
|
|
$
|
12,874
|
|
Taco Cabana
|
(4,900
|
)
|
|
(49,735
|
)
|
|
(13,395
|
)
|
|
(52,456
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
$
|
4,993
|
|
|
$
|
14,646
|
|
|
$
|
13,773
|
|
|
$
|
28,963
|
|
Taco Cabana
|
2,672
|
|
|
4,120
|
|
|
1,765
|
|
|
7,015
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Restaurant-level Adjusted EBITDA (e):
|
|
|
|
|
|
|
|
||||||||
Pollo Tropical
|
$
|
10,338
|
|
|
$
|
21,432
|
|
|
$
|
25,772
|
|
|
$
|
42,601
|
|
Taco Cabana
|
7,313
|
|
|
9,479
|
|
|
12,597
|
|
|
18,943
|
|
(a)
|
Restaurants are included in comparable restaurant sales after they have been open for 18 months or longer.
|
(b)
|
Comparable restaurants are restaurants that have been open for 18 months or longer. Average sales for comparable Company-owned restaurants are derived by dividing comparable restaurant sales for such period for the applicable segment by the average number of comparable restaurants for the applicable segment for such period.
|
(c)
|
New restaurants are restaurants that have been open for less than 18 months. Average sales for new Company-owned restaurants are derived by dividing new restaurant sales for such period for the applicable segment by the average number of new restaurants for the applicable segment for such period.
|
(d)
|
Average sales for total Company-owned restaurants are derived by dividing restaurant sales for such period for the applicable segment by the average number of open restaurants for the applicable segment for such period.
|
(e)
|
Restaurant-level Adjusted EBITDA is a non-GAAP financial measure. Please see the reconciliation from net income (loss) to Restaurant-level Adjusted EBITDA in the table titled "Supplemental Non-GAAP Information."
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
June 28, 2020
|
|
June 30, 2019
|
|
June 28, 2020
|
|
June 30, 2019
|
||||
|
|
|
|
|
|
|
|
||||
Company-owned restaurant openings:
|
|
|
|
|
|
|
|
||||
Pollo Tropical
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Taco Cabana
|
—
|
|
|
1
|
|
|
1
|
|
|
3
|
|
Total new restaurant openings
|
—
|
|
|
2
|
|
|
1
|
|
|
4
|
|
|
|
|
|
|
|
|
|
||||
Company-owned restaurant closings:
|
|
|
|
|
|
|
|
||||
Pollo Tropical
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
Taco Cabana
|
—
|
|
|
—
|
|
|
(19
|
)
|
|
—
|
|
Net change in restaurants
|
—
|
|
|
2
|
|
|
(19
|
)
|
|
4
|
|
|
|
|
|
|
|
|
|
||||
Number of Company-owned restaurants:
|
|
|
|
|
|
|
|
||||
Pollo Tropical
|
141
|
|
|
140
|
|
|
141
|
|
|
140
|
|
Taco Cabana
|
146
|
|
|
165
|
|
|
146
|
|
|
165
|
|
Total Company-owned restaurants
|
287
|
|
|
305
|
|
|
287
|
|
|
305
|
|
|
|
|
|
|
|
|
|
||||
Number of franchised restaurants:
|
|
|
|
|
|
|
|
||||
Pollo Tropical
|
33
|
|
|
31
|
|
|
33
|
|
|
31
|
|
Taco Cabana
|
7
|
|
|
8
|
|
|
7
|
|
|
8
|
|
Total franchised restaurants
|
40
|
|
|
39
|
|
|
40
|
|
|
39
|
|
|
|
|
|
|
|
|
|
||||
Total number of restaurants:
|
|
|
|
|
|
|
|
||||
Pollo Tropical
|
174
|
|
|
171
|
|
|
174
|
|
|
171
|
|
Taco Cabana
|
153
|
|
|
173
|
|
|
153
|
|
|
173
|
|
Total restaurants
|
327
|
|
|
344
|
|
|
327
|
|
|
344
|
|
|
Three Months Ended
|
||||||||||
|
June 28, 2020
|
|
June 30, 2019
|
||||||||
Pollo Tropical:
|
|
(a)
|
|
|
(a)
|
||||||
Restaurant sales
|
$
|
63,292
|
|
|
|
$
|
92,620
|
|
|
||
Cost of sales
|
20,321
|
|
32.1
|
%
|
|
29,318
|
|
31.7
|
%
|
||
Restaurant wages and related expenses
|
15,108
|
|
23.9
|
%
|
|
21,290
|
|
23.0
|
%
|
||
Restaurant rent expense
|
5,660
|
|
8.9
|
%
|
|
5,495
|
|
5.9
|
%
|
||
Other restaurant operating expenses
|
10,714
|
|
16.9
|
%
|
|
11,900
|
|
12.8
|
%
|
||
Advertising expense
|
1,178
|
|
1.9
|
%
|
|
3,189
|
|
3.4
|
%
|
||
Depreciation and amortization
|
5,233
|
|
8.3
|
%
|
|
5,376
|
|
5.8
|
%
|
||
Pre-opening costs
|
—
|
|
—
|
%
|
|
153
|
|
0.2
|
%
|
||
Impairment and other lease charges
|
1,932
|
|
3.1
|
%
|
|
52
|
|
0.1
|
%
|
||
Closed restaurant rent expense, net of sublease income
|
671
|
|
1.1
|
%
|
|
1,039
|
|
1.1
|
%
|
||
|
|
|
|
|
|
||||||
Taco Cabana:
|
|
|
|
|
|
||||||
Restaurant sales
|
$
|
58,255
|
|
|
|
$
|
78,093
|
|
|
||
Cost of sales
|
17,486
|
|
30.0
|
%
|
|
24,440
|
|
31.3
|
%
|
||
Restaurant wages and related expenses
|
18,639
|
|
32.0
|
%
|
|
24,476
|
|
31.3
|
%
|
||
Restaurant rent expense
|
5,619
|
|
9.6
|
%
|
|
6,403
|
|
8.2
|
%
|
||
Other restaurant operating expenses
|
8,275
|
|
14.2
|
%
|
|
10,613
|
|
13.6
|
%
|
||
Advertising expense
|
965
|
|
1.7
|
%
|
|
2,694
|
|
3.4
|
%
|
||
Depreciation and amortization
|
4,332
|
|
7.4
|
%
|
|
4,431
|
|
5.7
|
%
|
||
Pre-opening costs
|
—
|
|
—
|
%
|
|
232
|
|
0.3
|
%
|
||
Impairment and other lease charges
|
353
|
|
0.6
|
%
|
|
1,699
|
|
2.2
|
%
|
||
Goodwill impairment
|
—
|
|
—
|
%
|
|
46,485
|
|
59.5
|
%
|
||
Closed restaurant rent expense, net of sublease income
|
1,159
|
|
2.0
|
%
|
|
296
|
|
0.4
|
%
|
||
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
|
Six Months Ended
|
||||||||||
|
June 28, 2020
|
|
June 30, 2019
|
||||||||
Pollo Tropical:
|
|
(a)
|
|
|
(a)
|
||||||
Restaurant sales
|
$
|
149,013
|
|
|
|
$
|
183,646
|
|
|
||
Cost of sales
|
48,052
|
|
32.2
|
%
|
|
57,616
|
|
31.4
|
%
|
||
Restaurant wages and related expenses
|
36,145
|
|
24.3
|
%
|
|
42,443
|
|
23.1
|
%
|
||
Restaurant rent expense
|
11,300
|
|
7.6
|
%
|
|
10,916
|
|
5.9
|
%
|
||
Other restaurant operating expenses
|
23,100
|
|
15.5
|
%
|
|
23,858
|
|
13.0
|
%
|
||
Advertising expense
|
4,682
|
|
3.1
|
%
|
|
6,221
|
|
3.4
|
%
|
||
Depreciation and amortization
|
10,511
|
|
7.1
|
%
|
|
10,589
|
|
5.8
|
%
|
||
Pre-opening costs
|
—
|
|
—
|
%
|
|
239
|
|
0.1
|
%
|
||
Impairment and other lease charges
|
5,628
|
|
3.8
|
%
|
|
(327
|
)
|
(0.2
|
)%
|
||
Closed restaurant rent expense, net of sublease income
|
1,273
|
|
0.9
|
%
|
|
2,183
|
|
1.2
|
%
|
||
|
|
|
|
|
|
||||||
Taco Cabana:
|
|
|
|
|
|
||||||
Restaurant sales
|
$
|
118,620
|
|
|
|
$
|
152,248
|
|
|
||
Cost of sales
|
36,031
|
|
30.4
|
%
|
|
46,652
|
|
30.6
|
%
|
||
Restaurant wages and related expenses
|
38,097
|
|
32.1
|
%
|
|
48,359
|
|
31.8
|
%
|
||
Restaurant rent expense
|
11,318
|
|
9.5
|
%
|
|
12,727
|
|
8.4
|
%
|
||
Other restaurant operating expenses
|
17,400
|
|
14.7
|
%
|
|
20,418
|
|
13.4
|
%
|
||
Advertising expense
|
3,244
|
|
2.7
|
%
|
|
5,183
|
|
3.4
|
%
|
||
Depreciation and amortization
|
8,484
|
|
7.2
|
%
|
|
8,766
|
|
5.8
|
%
|
||
Pre-opening costs
|
69
|
|
0.1
|
%
|
|
547
|
|
0.4
|
%
|
||
Impairment and other lease charges
|
890
|
|
0.8
|
%
|
|
1,740
|
|
1.1
|
%
|
||
Goodwill impairment
|
—
|
|
—
|
%
|
|
46,485
|
|
30.5
|
%
|
||
Closed restaurant rent expense, net of sublease income
|
2,189
|
|
1.8
|
%
|
|
576
|
|
0.4
|
%
|
Three Months Ended
|
|
Pollo Tropical
|
|
Taco Cabana
|
|
Consolidated
|
||||||
June 28, 2020:
|
|
|
|
|
|
|
||||||
Net loss
|
|
|
|
|
|
$
|
(8,343
|
)
|
||||
Benefit from income taxes
|
|
|
|
|
|
(1,743
|
)
|
|||||
Loss before taxes
|
|
$
|
(5,186
|
)
|
|
$
|
(4,900
|
)
|
|
$
|
(10,086
|
)
|
Add:
|
|
|
|
|
|
|
||||||
Non-general and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
5,233
|
|
|
4,332
|
|
|
9,565
|
|
|||
Impairment and other lease charges
|
|
1,932
|
|
|
353
|
|
|
2,285
|
|
|||
Interest expense
|
|
625
|
|
|
612
|
|
|
1,237
|
|
|||
Closed restaurant rent expense, net of sublease income
|
|
671
|
|
|
1,159
|
|
|
1,830
|
|
|||
Other expense (income), net
|
|
644
|
|
|
140
|
|
|
784
|
|
|||
Stock-based compensation expense in restaurant wages
|
|
27
|
|
|
42
|
|
|
69
|
|
|||
Total non-general and administrative expense adjustments
|
|
9,132
|
|
|
6,638
|
|
|
15,770
|
|
|||
General and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Stock-based compensation expense
|
|
523
|
|
|
436
|
|
|
959
|
|
|||
Restructuring costs and retention bonuses
|
|
452
|
|
|
439
|
|
|
891
|
|
|||
Digital and brand repositioning costs
|
|
72
|
|
|
59
|
|
|
131
|
|
|||
Total general and administrative expense adjustments
|
|
1,047
|
|
|
934
|
|
|
1,981
|
|
|||
Adjusted EBITDA
|
|
$
|
4,993
|
|
|
$
|
2,672
|
|
|
$
|
7,665
|
|
Restaurant-level adjustments:
|
|
|
|
|
|
|
||||||
Add: Other general and administrative expense(1)
|
|
5,491
|
|
|
4,816
|
|
|
10,307
|
|
|||
Less: Franchise royalty revenue and fees
|
|
146
|
|
|
175
|
|
|
321
|
|
|||
Restaurant-level Adjusted EBITDA
|
|
$
|
10,338
|
|
|
$
|
7,313
|
|
|
$
|
17,651
|
|
|
|
|
|
|
|
|
||||||
June 30, 2019:
|
|
|
|
|
|
|
||||||
Net loss
|
|
|
|
|
|
$
|
(43,440
|
)
|
||||
Provision for income taxes
|
|
|
|
|
|
623
|
|
|||||
Income (loss) before taxes
|
|
$
|
6,918
|
|
|
$
|
(49,735
|
)
|
|
$
|
(42,817
|
)
|
Add:
|
|
|
|
|
|
|
||||||
Non-general and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
5,376
|
|
|
4,431
|
|
|
9,807
|
|
|||
Impairment and other lease charges
|
|
52
|
|
|
1,699
|
|
|
1,751
|
|
|||
Goodwill impairment
|
|
—
|
|
|
46,485
|
|
|
46,485
|
|
|||
Interest expense
|
|
480
|
|
|
487
|
|
|
967
|
|
|||
Closed restaurant rent expense, net of sublease income
|
|
1,039
|
|
|
296
|
|
|
1,335
|
|
|||
Other expense (income), net
|
|
148
|
|
|
6
|
|
|
154
|
|
|||
Stock-based compensation expense in restaurant wages
|
|
4
|
|
|
12
|
|
|
16
|
|
|||
Total non-general and administrative expense adjustments
|
|
7,099
|
|
|
53,416
|
|
|
60,515
|
|
|||
General and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Stock-based compensation expense
|
|
351
|
|
|
368
|
|
|
719
|
|
|||
Restructuring costs and retention bonuses
|
|
278
|
|
|
71
|
|
|
349
|
|
|||
Total general and administrative expense adjustments
|
|
629
|
|
|
439
|
|
|
1,068
|
|
|||
Adjusted EBITDA
|
|
$
|
14,646
|
|
|
$
|
4,120
|
|
|
$
|
18,766
|
|
Restaurant-level adjustments:
|
|
|
|
|
|
|
||||||
Add: Pre-opening costs
|
|
153
|
|
|
232
|
|
|
385
|
|
|||
Add: Other general and administrative expense(1)
|
|
7,071
|
|
|
5,357
|
|
|
12,428
|
|
|||
Less: Franchise royalty revenue and fees
|
|
438
|
|
|
230
|
|
|
668
|
|
|||
Restaurant-level Adjusted EBITDA
|
|
$
|
21,432
|
|
|
$
|
9,479
|
|
|
$
|
30,911
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
Six Months Ended
|
|
Pollo Tropical
|
|
Taco Cabana
|
|
Consolidated
|
||||||
June 28, 2020:
|
|
|
|
|
|
|
||||||
Net loss
|
|
|
|
|
|
$
|
(15,660
|
)
|
||||
Benefit from income taxes
|
|
|
|
|
|
(4,748
|
)
|
|||||
Loss before taxes
|
|
$
|
(7,013
|
)
|
|
$
|
(13,395
|
)
|
|
$
|
(20,408
|
)
|
Add:
|
|
|
|
|
|
|
||||||
Non-general and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
10,511
|
|
|
8,484
|
|
|
18,995
|
|
|||
Impairment and other lease charges
|
|
5,628
|
|
|
890
|
|
|
6,518
|
|
|||
Interest expense
|
|
1,108
|
|
|
1,090
|
|
|
2,198
|
|
|||
Closed restaurant rent expense, net of sublease income
|
|
1,273
|
|
|
2,189
|
|
|
3,462
|
|
|||
Other expense (income), net
|
|
751
|
|
|
941
|
|
|
1,692
|
|
|||
Stock-based compensation expense in restaurant wages
|
|
38
|
|
|
67
|
|
|
105
|
|
|||
Total non-general and administrative expense adjustments
|
|
19,309
|
|
|
13,661
|
|
|
32,970
|
|
|||
General and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Stock-based compensation expense
|
|
833
|
|
|
902
|
|
|
1,735
|
|
|||
Restructuring costs and retention bonuses
|
|
452
|
|
|
439
|
|
|
891
|
|
|||
Digital and brand repositioning costs
|
|
192
|
|
|
158
|
|
|
350
|
|
|||
Total general and administrative expense adjustments
|
|
1,477
|
|
|
1,499
|
|
|
2,976
|
|
|||
Adjusted EBITDA
|
|
$
|
13,773
|
|
|
$
|
1,765
|
|
|
$
|
15,538
|
|
Restaurant-level adjustments:
|
|
|
|
|
|
|
||||||
Add: Pre-opening costs
|
|
—
|
|
|
69
|
|
|
69
|
|
|||
Add: Other general and administrative expense(1)
|
|
12,549
|
|
|
11,147
|
|
|
23,696
|
|
|||
Less: Franchise royalty revenue and fees
|
|
550
|
|
|
384
|
|
|
934
|
|
|||
Restaurant-level Adjusted EBITDA
|
|
$
|
25,772
|
|
|
$
|
12,597
|
|
|
$
|
38,369
|
|
|
|
|
|
|
|
|
||||||
June 30, 2019:
|
|
|
|
|
|
|
||||||
Net loss
|
|
|
|
|
|
$
|
(41,151
|
)
|
||||
Provision for income taxes
|
|
|
|
|
|
1,569
|
|
|||||
Income (loss) before taxes
|
|
$
|
12,874
|
|
|
$
|
(52,456
|
)
|
|
$
|
(39,582
|
)
|
Add:
|
|
|
|
|
|
|
||||||
Non-general and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
10,589
|
|
|
8,766
|
|
|
19,355
|
|
|||
Impairment and other lease charges
|
|
(327
|
)
|
|
1,740
|
|
|
1,413
|
|
|||
Goodwill impairment
|
|
—
|
|
|
46,485
|
|
|
46,485
|
|
|||
Interest expense
|
|
1,136
|
|
|
1,065
|
|
|
2,201
|
|
|||
Closed restaurant rent expense, net of sublease income
|
|
2,183
|
|
|
576
|
|
|
2,759
|
|
|||
Other expense (income), net
|
|
744
|
|
|
112
|
|
|
856
|
|
|||
Stock-based compensation expense in restaurant wages
|
|
9
|
|
|
34
|
|
|
43
|
|
|||
Total non-general and administrative expense adjustments
|
|
14,334
|
|
|
58,778
|
|
|
73,112
|
|
|||
General and administrative expense adjustments:
|
|
|
|
|
|
|
||||||
Stock-based compensation expense
|
|
928
|
|
|
556
|
|
|
1,484
|
|
|||
Restructuring costs and retention bonuses
|
|
827
|
|
|
137
|
|
|
964
|
|
|||
Total general and administrative expense adjustments
|
|
1,755
|
|
|
693
|
|
|
2,448
|
|
|||
Adjusted EBITDA
|
|
$
|
28,963
|
|
|
$
|
7,015
|
|
|
$
|
35,978
|
|
Restaurant-level adjustments:
|
|
|
|
|
|
|
||||||
Add: Pre-opening costs
|
|
239
|
|
|
547
|
|
|
786
|
|
|||
Add: Other general and administrative expense(1)
|
|
14,292
|
|
|
11,827
|
|
|
26,119
|
|
|||
Less: Franchise royalty revenue and fees
|
|
893
|
|
|
446
|
|
|
1,339
|
|
|||
Restaurant-level Adjusted EBITDA
|
|
$
|
42,601
|
|
|
$
|
18,943
|
|
|
$
|
61,544
|
|
(a)
|
The provision for (benefit from) income taxes related to the adjustments was calculated using the Company's combined federal statutory and estimated state rate of 23.9% and 24.9% for the periods ending June 28, 2020, and June 30, 2019, respectively. For fiscal years beginning January 1, 2018, our federal statutory tax rate is 21% as a result of the enactment of the Tax Cuts and Jobs Act (the "Act") in December 2017. For the six months ended June 28, 2020, we recorded a $1.8 million tax benefit related to prior year net operating losses as a result of a provision in the CARES Act that allows net operating losses from 2018–2020 to be carried back for five years.
|
(b)
|
We recorded an additional valuation allowance of $1.0 million and $1.7 million for the three and six months ended June 28, 2020, respectively, against deferred income tax assets where it was determined to be more likely than not that the deferred income tax assets will not be realized through the reversal of existing deferred tax liabilities.
|
(c)
|
Impairment and other lease charges for the three and six months ended June 28, 2020, consist of impairment charges of $1.6 million and $5.9 million, respectively, and other lease charges of $0.6 million. The impairment charges primarily relate to the write-down of assets held for sale to their fair value for the three and six months ended June 28, 2020 and two underperforming Taco Cabana restaurants and three underperforming Pollo Tropical restaurants that we continue to operate for the six months ended June 28, 2020. The other lease charges
|
(d)
|
Goodwill impairment for the three and six months ended June 30, 2019 consists of a non-cash impairment charge to write down the value of goodwill for the Taco Cabana reporting unit.
|
(e)
|
Closed restaurant rent expense, net of sublease income for the three and six months ended June 28, 2020, primarily consists of closed restaurant lease costs of $3.0 million and $5.9 million, respectively, partially offset by sublease income of $(1.2) million and $(2.4) million, respectively. Closed restaurant rent expense, net of sublease income for the three and six months ended June 30, 2019, primarily consists of closed restaurant lease costs of $2.2 million and $4.4 million, respectively, partially offset by sublease income of $(0.9) million and $(1.6) million, respectively.
|
(f)
|
Other expense (income), net for the three and six months ended June 28, 2020, primarily consists of the write-off of site development costs of $0.6 million and costs for the removal, transfer, and storage of equipment from closed restaurants and other closure related costs of $0.2 million and $1.1 million, respectively. Other expense (income), net for the three and six months ended June 30, 2019, primarily consists of costs for the removal, transfer, and storage of equipment from closed restaurants of $0.2 million and $0.6 million, respectively.
|
(g)
|
Restructuring costs and retention bonuses for the three and six months ended June 28, 2020, include severance costs related to terminations in response to the COVID-19 pandemic. Restructuring costs and retention bonuses for the three and six months ended June 30, 2019, include severance costs related to eliminated positions.
|
(h)
|
Digital and brand repositioning costs for the three and six months ended June 28, 2020, include consulting costs related to repositioning the digital experience for our customers.
|