-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hll+5UO0Z38kj9UXbvrYTdb376Sf/oCQN+OUg0YOSjrqPXMsEEqNIDX+hjzyctQJ D8ko/c2FQ4hORzIBxwGTXw== 0000950144-05-007949.txt : 20050729 0000950144-05-007949.hdr.sgml : 20050729 20050729171007 ACCESSION NUMBER: 0000950144-05-007949 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050726 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050729 DATE AS OF CHANGE: 20050729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDERS J CORP CENTRAL INDEX KEY: 0000103884 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 620854056 STATE OF INCORPORATION: TN FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08766 FILM NUMBER: 05985744 BUSINESS ADDRESS: STREET 1: 3401 WEST END AVE STREET 2: P O BOX 24300 CITY: NASHVILLE STATE: TN ZIP: 37203 BUSINESS PHONE: 6152691900 MAIL ADDRESS: STREET 1: 3401 WEST END AVE STREET 2: SUITE 260 CITY: NASHVILLE STATE: TN ZIP: 37203 FORMER COMPANY: FORMER CONFORMED NAME: VOLUNTEER CAPITAL CORP / TN / DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WINNERS CORP DATE OF NAME CHANGE: 19890910 FORMER COMPANY: FORMER CONFORMED NAME: VOLUNTEER CAPITAL CORP DATE OF NAME CHANGE: 19820520 8-K 1 g96497e8vk.htm J. ALEXANDER'S CORPORATION J. Alexander's Corporation
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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 29, 2005 (July 26, 2005)

J. ALEXANDER’S CORPORATION

(Exact name of registrant as specified in its charter)
         
Tennessee   1-08766   62-0854056
         
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer
Identification No.)
     

3401 West End Avenue, Suite 260, P.O. Box 24300, Nashville, Tennessee 37202

(Address of principal executive offices) (Zip Code)

(615) 269-1900

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

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Item 1.01 Entry into a Material Definitive Agreement.
Item 2.02. Results of Operations and Financial Condition.
Item 7.01. Regulation FD Disclosure.
Item 9.01. Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
Ex-99.1 Press Release dated July 27, 2005

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Item 1.01 Entry into a Material Definitive Agreement.

     On July 26, 2005, the Board of Directors of J. Alexander’s Corporation (the “Company”) approved the grant of an option to purchase 1,000 shares of the Company’s Common Stock at an exercise price of $9.03 per share, the closing sales price of the Common Stock on the American Stock Exchange on the date of grant, to each of the Company’s non-employee directors, including E. Townes Duncan, Joseph N. Steakley, Garland Fritts, Brenda Rector, and J. Bradbury Reed. The options were granted pursuant to the Company’s 2004 Equity Incentive Plan and become exercisable on the first anniversary of the date of grant, or earlier upon a change in control as defined in the 2004 Equity Incentive Plan.

     Each recipient’s option award agreement contains provisions dealing with, among other things, (i) the effect on the award of the termination of service as a director, (ii) transferability of the option and (iii) the manner in which the recipient can exercise the option. The form of Non-Qualified Stock Option Agreement for these options is filed herewith as Exhibit 10.1.

Item 2.02. Results of Operations and Financial Condition.

     On July 27, 2005, J. Alexander’s Corporation issued a press release announcing its financial results for the second quarter ended July 3, 2005, the text of which is set forth in Exhibit 99.1.

Item 7.01. Regulation FD Disclosure.

     J. Alexander’s Corporation’s press release announcing its financial results for the second quarter and year ended July 3, 2005 is furnished as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits:

          10.1      Form of Directors’ Non-Qualified Stock Option Agreement. Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 10, 2004.

          The following exhibit is furnished herewith:

          99.1      Press Release dated July 27, 2005.

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SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
         
Date: July 29, 2005  J. ALEXANDER’S CORPORATION
 		  
  By:   /s/ R. Gregory Lewis    
    R. Gregory Lewis   
    Chief Financial Officer, Vice President of Finance and Secretary   

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EXHIBIT INDEX

         
Exhibit No.   Description
  10.1    
Form of Directors’ Non-Qualified Stock Option Agreement. Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 10, 2004.
  99.1    
Press Release issued by J. Alexander’s Corporation dated July 27, 2005

4

EX-99.1 2 g96497exv99w1.txt EX-99.1 PRESS RELEASE DATED JULY 27, 2005 EXHIBIT 99.1 (J. ALEXANDER'S CORPORATION(R) LOGO) NEWS RELEASE AMEX:JAX FOR IMMEDIATE RELEASE CONTACT: R. Gregory Lewis - --------------------- (615) 269-1900 J. ALEXANDER'S CORPORATION ANNOUNCES RESULTS FOR SECOND QUARTER AND FIRST HALF OF 2005 SECOND QUARTER NET INCOME RISES 71% ON NET SALES INCREASE OF 3.7% NASHVILLE, TN., July 27, 2005 - J. Alexander's Corporation (AMEX: JAX) today announced operating results for the second quarter and first half of 2005. Lonnie J. Stout II, chairman, president and chief executive officer, said income before income taxes for the second period ended July 3, 2005 reached $1,296,000, up 55% from income before income taxes of $837,000 in the same period a year earlier. Net income for the second quarter of 2005 rose 71% to $984,000, or $ .14 per diluted share, on net sales of $30,953,000. In the year earlier reporting period, the Company's net income was $576,000, or $ .09 per diluted share, and net sales were $29,847,000. "We recorded solid gains in net income during the quarter and were able to maintain same store sales growth, although at a slightly lower pace than during the first period of 2005," Stout said. "By raising our menu prices and changing to a modified a la carte pricing format in early April, we were able to significantly lower our cost of sales percentage," he explained. Stout noted that while the Company's guest check average rose by over 7% and same store sales increased by 3.6%, guest count losses of approximately 4% were somewhat greater than expected and were of some concern, particularly in restaurants located in smaller markets. ---------------------------- 3401 West End Avenue, Suite 260 - P.O. Box 24300 Nashville, Tennessee 37202 - Phone (615) 269-1900 - Fax (615) 269-1999 J. Alexander's Corporation - Second Quarter 2005 - Page 2 "We believe that our price increase and modified a la carte pricing have resulted in positive benefits to the Company," Stout observed. "During the recent quarter, these changes not only reduced our cost of sales to an acceptable level of 32.6% of net sales, but also helped offset increases in state minimum wages as well as increases in other operating expenses. Our restaurant margins climbed to 12.9% of net sales in the second quarter of 2005 from 11.8% of net sales in the reporting period a year ago." J. Alexander's Corporation had average weekly same store sales per restaurant of $89,000 in the quarter just ended, up 3.6% from $85,900 posted in the corresponding quarter of 2004. These same store sales results are based on 27 restaurants open for more than 18 months. The Company's average weekly sales per restaurant were $88,000 for the second quarter of 2005, up 3.8% from $84,800 recorded in the comparable quarter of the previous year. For the first six months of 2005, J. Alexander's Corporation recorded income before income taxes of $2,546,000, up from income before income taxes of $2,244,000 achieved in the first two periods of 2004. The Company's net income for the first half of 2005 reached $1,933,000, or $.28 per diluted share, an increase of 27% from net income of $1,524,000, or $.22 per diluted share, achieved in the same two quarters of 2004. J. Alexander's Corporation had average weekly same store sales per restaurant of $91,200 for the first six months of 2005. This represents a gain of 3.8% over average weekly same store sales per restaurant of $87,900 in the corresponding six months of 2004. These same store sales results are based on 27 restaurants open for more than 18 months. The Company's average weekly sales per restaurant for the first half of 2005 rose 4.2% to $89,700 from average weekly sales per restaurant of $86,100 recorded in the same two quarters of the previous year. J. Alexander's Corporation - Second Quarter 2005 - Page 3 "We do not expect our same store sales growth rate to increase appreciably for the next several months, and we could see further slowing," Stout said. "We expect that guest count decreases will remain in the 2% to 4% range. "Some of the restaurants in our smaller markets have experienced greater resistance to our pricing changes," he explained. "We are continuing to seek to increase the value perception of J. Alexander's products and service in these markets and will make additional menu modifications if we believe they would be helpful in improving our performance. "While we expect further pressure on operating costs, we believe that the steps we have taken will continue to have a positive impact on our sales and operating margins for the third and fourth quarters of 2005," he said. Stout added that the Company expects to open its 28th restaurant, now under construction, in the fourth quarter of the current year. J. Alexander's Corporation presently owns 27 J. Alexander's contemporary, upscale, American casual dining restaurants which place a special emphasis on food quality and professional service. The Company's restaurants are located in Alabama, Colorado, Florida, Georgia, Illinois, Kansas, Kentucky, Louisiana, Michigan, Ohio, Tennessee and Texas. The Company is based in Nashville, Tennessee. This press release contains forward-looking statements that involve risks and uncertainties. Actual results, performance or developments could differ materially from those expressed or implied by those forward-looking statements as a result of known or unknown risks, uncertainties and other factors. These risks, uncertainties and factors include the Company's ability to increase sales in certain of its restaurants, especially two of the newer restaurants that are not performing at satisfactory levels; changes in business or economic conditions, including rising food costs and product shortages; the number and timing of new restaurant openings and its ability to operate them profitably; competition within the casual dining industry, which is very intense; competition by our new restaurants with our existing restaurants in the same vicinity; changes in consumer spending, consumer tastes, and consumer attitudes toward nutrition and health; expenses incurred if the Company is the subject of claims or litigation or increased governmental regulation; changes in accounting standards, which may affect the Company's reported results of operations; and expenses the Company may incur in order to comply with changing corporate governance and public disclosure requirements of the Securities and Exchange Commission and the American Stock Exchange. These as well as other factors are discussed in detail in the Company's filings made with the Securities and Exchange Commission and other communications. J. Alexander's Corporation - Second Quarter 2005 - Page 4 J. ALEXANDER'S CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
Quarters Ended Six Months Ended ---------------------- ---------------------- JULY 3 June 27 JULY 3 June 27 2005 2004 2005 2004 -------- -------- -------- -------- Net sales .................................... $ 30,953 $ 29,847 $ 63,107 $ 60,636 Costs and expenses: Cost of sales ............................. 10,104 10,194 20,868 20,395 Restaurant labor and related costs ........ 9,791 9,318 19,781 18,986 Depreciation and amortization of restaurant property and equipment .................. 1,198 1,161 2,386 2,314 Other operating expenses .................. 5,866 5,647 12,087 11,307 -------- -------- -------- -------- Total restaurant operating expenses ..... 26,959 26,320 55,122 53,002 General and administrative expenses .......... 2,326 2,177 4,616 4,366 -------- -------- -------- -------- Operating income ............................. 1,668 1,350 3,369 3,268 Other income (expense): Interest expense, net ..................... (447) (527) (909) (1,056) Other, net ................................ 75 14 86 32 -------- -------- -------- -------- Total other expense ..................... (372) (513) (823) (1,024) -------- -------- -------- -------- Income before income taxes ................... 1,296 837 2,546 2,244 Income tax provision ......................... (312) (261) (613) (720) -------- -------- -------- -------- Net income ................................... $ 984 $ 576 $ 1,933 $ 1,524 -------- ======== -------- ======== Earnings per share: Basic earnings per share .................. $ .15 $ .09 $ .30 $ .24 ======== ======== ======== ======== Diluted earnings per share ................ $ .14 $ .09 $ .28 $ .22 ======== ======== ======== ======== Weighted average number of shares: Basic earnings per share .................. 6,469 6,443 6,465 6,440 Diluted earnings per share ................ 6,792 6,776 6,788 6,789
J. Alexander's Corporation - Second Quarter 2005 - Page 5 J. ALEXANDER'S CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME PERCENTAGES OF SALES
Quarters Ended Six Months Ended -------------- ---------------- JULY 3 June 27 JULY 3 June 27 2005 2004 2005 2004 ---- ---- ---- ---- Net sales.............................................. 100.0% 100.0% 100.0% 100.0% Costs and expenses: Cost of sales..................................... 32.6 34.2 33.1 33.6 Restaurant labor and related costs................ 31.6 31.2 31.3 31.3 Depreciation and amortization of restaurant property and equipment.......................... 3.9 3.9 3.8 3.8 Other operating expenses.......................... 19.0 18.9 19.2 18.6 ---- ---- ---- ---- Total restaurant operating expenses............. 87.1 88.2 87.3 87.4 General and administrative expenses.................. 7.5 7.3 7.3 7.2 --- --- --- --- Operating income..................................... 5.4 4.5 5.4 5.4 Other income (expense): Interest expense, net............................ (1.4) (1.8) (1.4) (1.7) Other, net........................................ 0.2 -- 0.1 0.1 ---- ---- ---- ---- Total other expense............................. (1.2) (1.7) (1.3) (1.7) ---- ---- ---- ---- Income before income taxes........................... 4.2 2.8 4.0 3.7 Income tax provision................................. (1.0) (0.9) (1.0) (1.2) ---- ---- ---- ---- Net income........................................... 3.2% 1.9% 3.1% 2.5% ==== ==== ===== =====
Note: Certain percentage totals do not sum due to rounding. AVERAGE WEEKLY SALES INFORMATION: Average weekly sales per restaurant.................. $88,000 $84,800 $89,700 $86,100 Percent increase..................................... +3.8% +4.2% Same store weekly sales per restaurant (1)........... $89,000 $85,900 $91,200 $87,900 Percent increase..................................... +3.6% +3.8
(1) Includes the twenty-seven restaurants open for more than eighteen months. J. Alexander's Corporation - Second Quarter 2005 - Page 6 J. ALEXANDER'S CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (DOLLARS IN THOUSANDS)
JULY 3 January 2 2005 2005 ------- ------- ASSETS Current Assets Cash and cash equivalents ...................... $ 4,795 $ 5,494 Deferred income taxes .......................... 1,327 1,327 Other current assets ........................... 4,271 4,501 ------- ------- Total current assets ........................ 10,393 11,322 Other assets ......................................... 1,192 1,122 Property and equipment, net .......................... 72,679 72,425 Deferred income taxes ................................ 3,236 3,236 Deferred charges, net ................................ 775 814 ------- ------- $88,275 $88,919 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities .................................. $ 8,121 $10,757 Long-term debt and capital lease obligations ......... 23,610 24,017 Other long-term liabilities .......................... 4,914 4,543 Stockholders' equity ................................. 51,630 49,602 ------- ------- $88,275 $88,919 ======= =======
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