false0001534992 0001534992 2020-07-31 2020-07-31



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________

FORM 8-K
______________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) July 31, 2020
______________________

Fiesta Restaurant Group, Inc.
(Exact name of registrant as specified in its charter)
______________________
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)

Registrant's telephone number, including area code (972) 702-9300

N/A
(Former name or former address, if changed since last report.)
______________________
Securities registered pursuant to Section 12(b) of the Act:
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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))






Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐







ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 5, 2020, Fiesta Restaurant Group, Inc. (the "Company") issued a press release announcing financial results for its second fiscal quarter ended June 28, 2020. The entire text of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On July 31, 2020, Anthony Dinkins, the Company's Senior Vice President and Chief HR Officer, informed the Company that he will depart the Company effective September 1, 2020.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
104    Cover Page Interactive Data File (formatted as Inline XBRL)













Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


FIESTA RESTAURANT GROUP, INC.


Date: August 5, 2020
                      
By: /s/ Dirk Montgomery            
Name: Dirk Montgomery
Title: Senior Vice President, Chief Financial Officer and Treasurer
 





Exhibit 99.1

FOR IMMEDIATE RELEASE
Investor Relations Contact:
Raphael Gross
203-682-8253
investors@frgi.com






Fiesta Restaurant Group, Inc. Reports Second Quarter 2020 Results
Both Brands Generated Positive Adjusted EBITDA during Quarter
Company Generated Net Cash Provided by Operations of $24.5 Million during Quarter
Sequential Improvement in Comparable Restaurant Sales Trend Extended through July



DALLAS, Texas – (Business Wire) – August 5, 2020 - Fiesta Restaurant Group, Inc. ("Fiesta" or the "Company") (NASDAQ: FRGI), parent company of the Pollo Tropical® and Taco Cabana® restaurant brands, today reported results for the 13-week second quarter 2020, which ended on June 28, 2020 and provided a business update related to current operations.
 
Fiesta President and Chief Executive Officer Richard Stockinger said, "We are pleased with our sequential improvement in comparable restaurant sales at both brands, which continued into July. Comp sales run rates at both brands improved from June to July by 350 basis points or more. These encouraging trends have been achieved despite the fact that we operate in Florida and Texas, two of the more challenged states in terms of COVID outbreaks, which drove our decision to again close our dining rooms as of July 12, 2020. As we continue to prioritize the well-being of our team members and guests during this pandemic, we believe we are also evolving to a better business model that is easier and safer for our consumers including expanded delivery options, new curbside and pick-up capabilities, and a much-enhanced online ordering experience. Our new app, developed by BottleRocket, went live for Pollo Tropical in late July and will go live for Taco Cabana in September."

"We also continued to make progress on improving our financial position and liquidity during the quarter. In addition to securing an amendment to our senior credit facility that we believe provides us adequate covenant cushion and liquidity, we generated positive Adjusted EBITDA at both brands for the quarter and also generated net cash provided by operating activities of $24.5 million through better working capital management and positive Adjusted EBITDA from both brands. Since the beginning of the COVID crisis, we have significantly reduced our revolving credit facility(1) and net revolver debt balances(2). At current sales trends, we believe we will continue to improve liquidity."

Mr. Stockinger concluded, "We are proud of our operations team that has continued to keep our restaurants operating safely during this crisis while improving operations efficiency. In the second half of the year, we expect to see the accelerating effects of our off-premise initiatives as they gain traction, including curbside capabilities and our new apps at both brands. We are optimistic about our future and our ability to continue evolving our business model to meet changing market conditions and consumer needs in order to allow our customers to enjoy our brands safely and conveniently across all channels—however the guest chooses."








________
(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.

1



Second Quarter 2020 Financial Summary

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).

Second Quarter 2020 and Fiscal July Comparable Restaurant Sales Summary

 
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.

Cash and Liquidity

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

2



debt(3) of $74.4 million. As of July 31, 2020, our total debt balance was $56.0 million, our outstanding revolving credit facility balance (including letters of credit) was $57.5 million and our net revolver debt (3) was $48.4 million.
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.

Second Quarter 2020 Brand Results

Total Pollo Tropical restaurant sales decreased 31.7% to $63.3 million in the second quarter of 2020 compared to $92.6 million in the second quarter of 2019 primarily due to a comparable restaurant sales decrease of 31.6%. Comparable restaurant sales for Pollo Tropical accelerated significantly through the second quarter, from a decrease of 49.2% in April to a decrease of 17.8% in June. Off premise sales consisting of online, catering, and delivery orders comprised 11.5% of total restaurant sales in the second quarter of 2020 compared to 4.0% of total restaurant sales in the second quarter of 2019.

Sales cannibalization from new restaurants on existing restaurants negatively impacted comparable restaurant sales by approximately 20 basis points. The decrease in comparable restaurant sales resulted from a 38.2% decrease in comparable restaurant transactions and a 6.6% increase in the net impact of pricing and product/channel mix. The increase in pricing and product/channel mix was driven primarily by increases in delivery and drive-thru average check and sales channel penetration, and menu price increases of 0.2%.

Adjusted EBITDA for Pollo Tropical decreased to $5.0 million in the second quarter of 2020 from $14.6 million in the second quarter of 2019. The decrease was primarily due to the impact of lower comparable restaurant sales. Cost of sales, restaurant wages, rent expense, and other restaurant operating expenses increased as a percentage of restaurant sales—driven in large part by the impact of lower comparable restaurant sales. This was partially offset by lower advertising expense. Pollo Tropical incurred incremental costs related to COVID-19 of $1.6 million for the quarter including special incentive pay, quarantine pay, and costs related to masks and sanitizer. In order to support the community, Pollo Tropical also offered additional discounts to first responders and healthcare workers and free kids meals due to school cancellations during the second quarter. Restaurant wages and related expenses increased as a percentage of restaurant sales as a result of COVID-19 incentives and quarantine pay. Driven by efficiency initiatives, management and hourly wage costs as a percentage of sales improved compared to last year by 0.9% (excluding COVID-19 incentives and quarantine pay).

Taco Cabana restaurant sales decreased 25.4% to $58.3 million in the second quarter of 2020 from $78.1 million in the second quarter of 2019 due primarily to a comparable restaurant sales decrease of 19.2% along with a decrease in sales related to closed restaurants. Comparable restaurant sales for Taco Cabana improved through the second quarter, from a decrease of 26.2% in April to a decrease of 18.0% in June. Off premise sales consisting of online, catering, and delivery orders comprised 8.0% of total restaurant sales in the second quarter of 2020 compared to 3.7% of total restaurant sales in the second quarter of 2019. The decrease in comparable restaurant sales resulted from a 29.0% decrease in comparable restaurant transactions and a 9.8% increase in the net impact of product/channel mix. The increase in product/channel mix was driven primarily by increases in drive-thru and delivery sales channel penetration and growth in average check for drive-thru versus last year due in part to an increase in transactions that include alcohol.

Adjusted EBITDA for Taco Cabana decreased to $2.7 million from $4.1 million in the second quarter of 2019. The decrease was primarily due to the impact of lower comparable restaurant sales. Restaurant wages, rent expense and other operating expenses increased as a percentage of Taco Cabana restaurant sales—driven in large part by the impact of lower comparable restaurant sales. This was partially offset by lower cost of sales as a percentage of restaurant sales and advertising expense. Taco Cabana incurred incremental costs related to COVID-19 of $1.8 million for the quarter including special incentive pay, quarantine pay, and costs related to masks and sanitizer. In order to support the community, Taco Cabana also offered additional discounts to first responders and healthcare workers and free kids meals due to school cancellations during the second quarter. Restaurant wages and related expenses increased as a percentage of restaurant sales as a result of COVID-19 incentives and quarantine pay. Driven by efficiency initiatives, management and hourly wage costs as a percentage of sales improved compared to last year by 2.1% (excluding COVID-19 incentives and quarantine pay).
________
(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.

3



Restaurant Portfolio

As of June 28, 2020, there were 141 Company-owned Pollo Tropical restaurants, 146 Company-owned Taco Cabana restaurants, 33 franchised Pollo Tropical restaurants in the U.S., Puerto Rico, Panama, Guyana, Ecuador and the Bahamas, and seven franchised Taco Cabana restaurants in the U.S.

Investor Conference Call Today

We will host a conference call at 4:30 p.m. ET today. The conference call can be accessed live over the phone by dialing 631-891-4304. A replay will be available after the call until Wednesday, August 12, 2020 and can be accessed by dialing 412-317-6671. The passcode is 10010440. The conference call will also be webcast live from the corporate website at www.frgi.com, under the Investor Relations section. A replay of the webcast will be available through the corporate website shortly after the call has concluded.

About Fiesta Restaurant Group, Inc.

Fiesta Restaurant Group, Inc., owns, operates and franchises the Pollo Tropical® and Taco Cabana® restaurant brands. The brands specialize in the operation of fast casual/quick service restaurants that offer distinct and unique flavors with broad appeal at a compelling value. The brands feature fresh-made cooking, drive-thru service and catering. For more information about Fiesta Restaurant Group, Inc., visit the corporate website at www.frgi.com.

Forward Looking Statements

Certain statements contained in this news release and in our public disclosures, whether written, oral or otherwise made, relating to future events or future performance, including any discussion, express or implied regarding our anticipated growth, plans, objectives and the impact of our initiatives designed to strengthen our liquidity and cash position, including those related to working capital efficiency initiatives and sales of real property, our investments in strategic and sales building initiatives, including those relating to advertising and marketing, operations improvements, menu development and simplification, digital ordering and online sales, catering and third-party delivery and the impact of the recent COVID-19 outbreak and our initiatives designed to respond to the COVID-19 outbreak on future sales, margins, earnings and liquidity, contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are often identified by the words "may," "might," "believes," "thinks," "anticipates," "plans," "positioned," "target," "continue," "expects," "look to," "intends" and other similar expressions, whether in the negative or the affirmative, that are not statements of historical fact. These forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict, and you should not place undue reliance on our forward-looking statements. Our actual results and timing of certain events could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those discussed from time to time in our reports filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended December 29, 2019 and our quarterly reports on Form 10-Q. All forward-looking statements and the internal projections and beliefs upon which we base our expectations included in this release are made only as of the date of this release and may change. While we may elect to update forward-looking statements at some point in the future, we expressly disclaim any obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.



4



FIESTA RESTAURANT GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND SIX MONTHS ENDED JUNE 28, 2020 AND JUNE 30, 2019
(In thousands, except share and per share data)
(Unaudited)
 
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."

5



FIESTA RESTAURANT GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

 
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



6



FIESTA RESTAURANT GROUP, INC.
Supplemental Information
The following table sets forth certain unaudited supplemental financial and other data for the periods indicated
(In thousands, except percentages):
 
(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."

7



FIESTA RESTAURANT GROUP, INC.
Supplemental Information
The following table sets forth certain unaudited supplemental data for the periods indicated:

 
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











8



FIESTA RESTAURANT GROUP, INC.
Supplemental Information
The following table sets forth certain unaudited supplemental financial and other data for the periods indicated
(In thousands, except percentages):
 
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
 %
(a) Percent of restaurant sales for the applicable segment.

9



FIESTA RESTAURANT GROUP, INC.
Supplemental Non-GAAP Information
The following table sets forth certain unaudited supplemental financial data for the periods indicated
(In thousands):

Consolidated Adjusted EBITDA and Restaurant-level Adjusted EBITDA are non-GAAP financial measures. Adjusted EBITDA is defined as earnings (loss) attributable to the applicable operating segments before interest expense, income taxes, depreciation and amortization, impairment and other lease charges, goodwill impairment, closed restaurant rent expense, net of sublease income, stock-based compensation expense, other expense (income), net, and certain significant items for each segment that are related to strategic changes and/or are not related to the ongoing operation of our restaurants as set forth in the reconciliation table below. Adjusted EBITDA for each of our segments includes an allocation of general and administrative expenses associated with administrative support for executive management, information systems and certain finance, legal, supply chain, human resources, construction and other administrative functions. Restaurant-level Adjusted EBITDA is defined as Adjusted EBITDA excluding franchise royalty revenues and fees, pre-opening costs and general and administrative expenses (including corporate-level general and administrative expenses).

Adjusted EBITDA for each of our segments is the primary measure of segment profit or loss used by our chief operating decision maker for purposes of allocating resources to our segments and assessing their performance. In addition, management believes that Consolidated Adjusted EBITDA and Restaurant-level Adjusted EBITDA, when viewed with our results of operations calculated in accordance with GAAP and our reconciliation of net income (loss) to Consolidated Adjusted EBITDA and Restaurant-level Adjusted EBITDA (i) provide useful information about our operating performance and period-over-period changes, (ii) provide additional information that is useful for evaluating the operating performance of our business, and (iii) permit investors to gain an understanding of the factors and trends affecting our ongoing earnings, from which capital investments are made and debt is serviced. However, such measures are not measures of financial performance or liquidity under GAAP and, accordingly, should not be considered as alternatives to net income or cash flow from operating activities as indicators of operating performance or liquidity. Also, these measures may not be comparable to similarly titled captions of other companies.


10



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

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

11



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

(1) Excludes general and administrative adjustments above.

12



FIESTA RESTAURANT GROUP, INC.
Supplemental Non-GAAP Information
The following table sets forth certain unaudited supplemental financial data for the periods indicated
(In thousands of dollars, except per share amounts):

Adjusted net income and related adjusted diluted earnings per share are non-GAAP financial measures. Adjusted net income is defined as net income (loss) before impairment and other lease charges, goodwill impairment, closed restaurant rent expense, net of sublease income, other expense (income), net, board and shareholder matter costs, restructuring costs and retention bonuses, certain legal settlements and related costs and other significant items that are related to strategic changes and/or are not related to the ongoing operation of our restaurants. Management believes that adjusted net income and related adjusted earnings per diluted share, when viewed with our results of operations calculated in accordance with GAAP (i) provide useful information about our operating performance and period-over-period growth, (ii) provide additional information that is useful for evaluating the operating performance of our business, and (iii) permit investors to gain an understanding of the factors and trends affecting our ongoing earnings, from which capital investments are made and debt is serviced. However, such measures are not measures of financial performance or liquidity under GAAP and, accordingly should not be considered as alternatives to net income or net income per share as indicators of operating performance or liquidity. Also, these measures may not be comparable to similarly titled captions of other companies.

13



 
 
(Unaudited)
 
 
Three Months Ended
 
 
June 28, 2020
 
June 30, 2019
 
 
Loss Before Income Taxes
 
Benefit From Income Taxes (a)
 
Net Loss
 
Diluted EPS
 
Income (Loss) Before Income Taxes
 
Provision For Income Taxes (a)
 
Net Income (Loss)
 
Diluted EPS
Reported - GAAP
 
$
(10,086
)
 
$
(1,743
)
 
$
(8,343
)
 
$
(0.33
)
 
$
(42,817
)
 
$
623

 
$
(43,440
)
 
$
(1.62
)
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    Non-general and administrative expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          Deferred tax asset valuation allowance (b)
 

 
(971
)
 
971

 
0.04

 

 

 

 

          Impairment and other lease charges (c)
 
2,285

 
546

 
1,739

 
0.07

 
1,751

 
436

 
1,315

 
0.05

          Goodwill impairment (d)
 

 

 

 

 
46,485

 

 
46,485

 
1.73

Closed restaurant rent expense, net of sublease income (e)
 
1,830

 
437

 
1,393

 
0.06

 
1,335

 
333

 
1,002

 
0.04

          Other expense (income), net (f)
 
784

 
187

 
597

 
0.02

 
154

 
38

 
116

 

               Total non-general and administrative expense
 
4,899

 
199

 
4,700

 
0.19

 
49,725

 
807

 
48,918

 
1.82

     General and administrative expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Restructuring costs and retention bonuses (g)
 
891

 
213

 
678

 
0.03

 
349

 
87

 
262

 
0.01

         Digital and brand repositioning costs (h)
 
131

 
31

 
100

 

 

 

 

 

               Total general and administrative expense
 
1,022

 
244

 
778

 
0.03

 
349

 
87

 
262

 
0.01

               Adjusted - Non-GAAP
 
$
(4,165
)
 
$
(1,300
)
 
$
(2,865
)
 
$
(0.11
)
 
$
7,257

 
$
1,517

 
$
5,740

 
$
0.21

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Unaudited)
 
 
Six Months Ended
 
 
June 28, 2020
 
June 30, 2019
 
 
Loss Before Income Taxes
 
Benefit From Income Taxes (a)
 
Net Loss
 
Diluted EPS
 
Income (Loss) Before Income Taxes
 
Provision For Income Taxes (a)
 
Net Income (Loss)
 
Diluted EPS
Reported - GAAP
 
$
(20,408
)
 
$
(4,748
)
 
$
(15,660
)
 
$
(0.62
)
 
$
(39,582
)
 
$
1,569

 
$
(41,151
)
 
$
(1.53
)
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
    Non-general and administrative expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
          Income tax due to tax law change (a)
 

 
1,603

 
(1,603
)
 
(0.06
)
 

 

 

 

          Deferred tax asset valuation allowance (b)
 

 
(1,674
)
 
1,674

 
0.07

 

 

 

 

          Impairment and other lease charges (c)
 
6,518

 
1,558

 
4,960

 
0.20

 
1,413

 
352

 
1,061

 
0.04

          Goodwill impairment (d)
 

 

 

 

 
46,485

 

 
46,485

 
1.73

Closed restaurant rent expense, net of sublease income (e)
 
3,462

 
827

 
2,635

 
0.10

 
2,759

 
687

 
2,072

 
0.08

           Other expense (income), net (f)
 
1,692

 
404

 
1,288

 
0.05

 
856

 
213

 
643

 
0.02

               Total non-general and administrative expense
 
11,672

 
2,718

 
8,954

 
0.35

 
51,513

 
1,252

 
50,261

 
1.87

     General and administrative expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Restructuring costs and retention bonuses (g)
 
891

 
213

 
678

 
0.03

 
964

 
240

 
724

 
0.03

         Digital and brand repositioning costs (h)
 
350

 
84

 
266

 
0.01

 

 

 

 

               Total general and administrative expense
 
1,241

 
297

 
944

 
0.04

 
964

 
240

 
724

 
0.03

               Adjusted - Non-GAAP
 
$
(7,495
)
 
$
(1,733
)
 
$
(5,762
)
 
$
(0.23
)
 
$
12,895

 
$
3,061

 
$
9,834

 
$
0.37

(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

14



primarily relate to lease termination charges of $0.9 million for restaurant locations we decided not to develop, net of a gain from a lease termination of $(0.2) million.
Impairment and other lease charges for the three and six months ended June 30, 2019, primarily consist of impairment charges of $1.8 million and $2.2 million, respectively, and a lease charge recoveries benefit related to closed restaurant lease terminations of $(0.7) million for the six months ended June 30, 2019. The impairment charges primarily related to assets for three underperforming Taco Cabana restaurants that we continue to operate and equipment from previously impaired restaurants.
(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.


15