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 21, 2015
CHIPOTLE MEXICAN GRILL, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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1-32731 |
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84-1219301 |
1401 Wynkoop Street, Suite 500
Denver, CO 80202
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (303) 595-4000
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):
☐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 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On July 21, 2015 Chipotle Mexican Grill, Inc. issued a press release announcing earnings and other financial results for its fiscal quarter ended June 30, 2015, and that management would review these results in a conference call at 4:30 pm Eastern time on July 21, 2015.
Item 8.01 Other Events
On July 21, 2015 Chipotle Mexican Grill, Inc. announced that its Board of Directors has authorized repurchases of Chipotle common stock with a total aggregate purchase price of $100 million, exclusive of commissions. This repurchase is in addition to previously announced repurchase authorizations totaling $900 million. The Board’s authorization of the repurchase program may be modified, suspended or discontinued at any time.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit 99.1 |
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Chipotle Mexican Grill, Inc. Press Release, dated July 21, 2015 |
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.
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Chipotle Mexican Grill, Inc. |
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July 21, 2015 |
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By: |
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/s/ John R. Hartung |
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Name: John R. Hartung |
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Title: Chief Financial Officer |
Exhibit Index
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Exhibit 99.1 |
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Chipotle Mexican Grill, Inc. Press Release, dated July 21, 2015 |
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PRESS RELEASE
Investor Relations:
303-605-1042
Chipotle Mexican Grill, Inc. Announces Second Quarter 2015 Results
Denver, Colorado – (Business Wire) – July 21, 2015 – Chipotle Mexican Grill, Inc. (NYSE: CMG) today reported financial results for its second quarter ended June 30, 2015.
Highlights for the second quarter of 2015 as compared to the second quarter of 2014 include:
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Revenue increased 14.1% to $1.2 billion |
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Comparable restaurant sales increased 4.3% |
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Restaurant level operating margin was 28.0%, an increase of 70 basis points |
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Net income was $140.2 million, an increase of 27.1% |
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Diluted earnings per share was $4.45, an increase of 27.1% |
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Opened 48 new restaurants |
Highlights for the six months ended June 30, 2015 as compared to the prior year include:
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Revenue increased 17.0% to $2.3 billion |
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Comparable restaurant sales increased 7.1% |
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Restaurant level operating margin was 27.7%, an increase of 100 basis points |
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Net income was $262.8 million, an increase of 36.0% |
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Diluted earnings per share was $8.34, an increase of 35.8% |
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Opened 97 new restaurants |
“We feel good about our second quarter results, as our revenue, average restaurant sales, and comparable restaurant sales have continued to grow even comparing to a very strong 2014. The strength of our business is the product of our unique food culture and unique people culture, and we constantly find ways to improve, and overcome challenges we encounter – whether that means non-GMO ingredients, adding new pork suppliers to ensure food with integrity, or reinventing the way tortillas are made at scale. Our relentless focus on the key drivers of our business allows us to continue to change the way people think about and eat fast food,” said Steve Ells, founder, chairman and co-CEO of Chipotle.
Second quarter 2015 results
Revenue for the quarter was $1.2 billion, up 14.1% from the second quarter of 2014. The growth in revenue was driven by new restaurants not in the comparable base and a 4.3% increase in comparable restaurant sales. Comparable restaurant sales growth was driven primarily by an increase in average check, which includes the benefit of a nationwide menu price increase that was fully rolled out during the second quarter of 2014.
We opened 48 new restaurants during the quarter, bringing the total restaurant count to 1,878.
Food costs were 33.1% of revenue, a decrease of 150 basis points, as a result of the impact of our menu price increase, as well as relief
in dairy and avocado prices, partially offset by increased beef and packaging costs as compared to the second quarter of 2014.
Restaurant level operating margin was 28.0% in the quarter, an increase of 70 basis points from the second quarter of 2014. The increase was primarily driven by favorable sales leverage, offset by increased labor costs as a percent of revenue.
General and administrative expenses were 5.9% of revenue, a decrease of 120 basis points due to lower non-cash stock based compensation expense, and lower bonus costs, partially offset by higher wages as we grew.
Net income for the second quarter of 2015 was $140.2 million, or $4.45 per diluted share, compared to $110.3 million, or $3.50 per diluted share, in the second quarter of 2014.
Results for the six months ended June 30, 2015
Revenue for the first six months of 2015 was $2.3 billion, up 17.0% from the first six months of 2014. The growth in revenue was driven by new restaurants not in the comparable base and a 7.1% increase in comparable restaurant sales. Comparable restaurant sales growth was driven primarily by an increase in average check, which includes the benefit of a nationwide menu price increase that was fully rolled out during the second quarter of 2014, and to a lesser extent increased traffic.
We opened 97 new restaurants during the first six months of 2015, bringing the total restaurant count to 1,878.
Food costs were 33.5% of revenue, a decrease of 100 basis points, which was lower as a result of the benefit of our menu price increase and relief in dairy and avocado prices, partially offset by increased beef and packaging costs as compared to the first half of 2014.
Restaurant level operating margin was 27.7% for the first six months of 2015, an increase of 100 basis points from the prior year. The increase was primarily driven by favorable sales leverage, partially offset by higher labor costs as a percent of revenue.
General and administrative expenses were 5.8% of revenue, a decrease of 150 basis points due to lower non-cash stock based compensation expense, and lower bonus costs, partially offset by higher wages as we grew.
Net income for the first half of 2015 was $262.8 million, or $8.34 per diluted share, compared to $193.3 million, or $6.14 per diluted share, in the first half of 2014.
“We consistently deliver this strong performance because of our amazing people culture, consisting of teams of top-performing employees who are empowered to achieve high standards. We are completely focused on strengthening this culture, by teaching people how to empower those around them to be at their best and developing leadership internally, and by making further investments in our teams, most recently by adding benefits for our hourly employees, including increased paid vacation and sick days and tuition reimbursement. Today, we have developed more top performing managers and crews than ever before, and our field leadership knows that their success arises only when they completely devote themselves to the betterment of the people around them,” said Monty Moran, co-CEO of Chipotle.
Outlook
For 2015, management expects the following:
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New restaurant openings at or above the high end of the previously announced range of 190-205 |
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Low-to-mid single digit comparable restaurant sales increases |
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An effective full year tax rate of approximately 38.7% |
Definitions
The following definitions apply to these terms as used throughout this release:
Comparable restaurant sales represent the change in period-over-period sales for restaurants in operation for at least 13 full calendar months.
Average restaurant sales refers to the average trailing 12-month sales for restaurants in operation for at least 12 full calendar months.
Restaurant level operating margin represents total revenue less restaurant operating costs, expressed as a percent of total revenue.
Conference Call
Chipotle will host a conference call to discuss the second quarter 2015 financial results on Tuesday, July 21, 2015 at 4:30 PM Eastern time.
The conference call can be accessed live over the phone by dialing 1-888-378-4413 or for international callers by dialing 1-719-325-2444. A replay will be available one hour after the call and can be accessed by dialing 1-877-870-5176 or 1-858-384-5517 for international callers; the password is 3789022. The replay will be available until July 28, 2015. The call will be webcast live from the company's website at chipotle.com under the investor relations section. An archived webcast will be available one hour after the end of the call.
About Chipotle
Steve Ells, founder, chairman and co-CEO, started Chipotle with the idea that food served fast did not have to be a typical fast food experience. Today, Chipotle continues to offer a focused menu of burritos, tacos, burrito bowls (a burrito without the tortilla) and salads made from fresh, high-quality raw ingredients, prepared using classic cooking methods and served in a distinctive atmosphere. Through our vision of Food With Integrity, Chipotle is seeking better food from using ingredients that are not only fresh, but that—where possible—are sustainably grown and raised responsibly with respect for the animals, the land, and the farmers who produce the food. In order to achieve this vision, we focus on building a special people culture that is centered on creating teams of top performers empowered to achieve high standards. This people culture not only leads to a better dining experience for our customers, it also allows us to develop future leaders from within. Chipotle opened with a single restaurant in 1993 and operates more than 1,800 restaurants, including 19 Chipotle restaurants outside the US, 10 ShopHouse Southeast Asian Kitchen restaurants, and is an investor in a consolidated entity that owns and operates two Pizzeria Locale restaurants. For more information, visit Chipotle.com.
Forward-Looking Statements
Certain statements in this press release, including statements under the heading “Outlook” of our expected number of new restaurant openings, comparable restaurant sales trends, and effective tax rates in 2015, as well as statements about our ability to achieve future business results, are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. We use words such as “anticipate”, “believe”, “could”, “should”, “estimate”, “expect”, “intend”, “may”, “predict”, “project”, “target”, and similar terms and phrases, including references to assumptions, to identify forward-looking statements. The forward-looking statements in this press release are based on information available to us as of the date any such statements are made and we assume no obligation to update these forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the statements. These risks and uncertainties include, but are not limited to, the following: the uncertainty of our ability to achieve expected levels of comparable restaurant sales increases due to factors such as changes in consumer preferences or decreased consumer spending, our possible inability to increase menu prices or realize the benefits of menu price increases, or the impact of competition; factors that could affect our ability to achieve and manage our planned expansion, such as the availability of a sufficient number of suitable new restaurant sites and the availability of qualified employees; the performance of new restaurants and their impact on existing restaurant sales; increases in the cost of food ingredients and other key supplies; the potential for increased labor costs or difficulty retaining qualified employees, including as a result of market pressures or new regulatory requirements; the risk of food-borne illnesses and other health concerns about our food or dining out generally; risks relating to our expansion into new markets; the impact of federal, state or local government regulations relating to our employees, our restaurant design, or the sale of food or alcoholic beverages; risks associated with our Food With Integrity strategy, including supply shortages and potential liabilities related to advertising claims and other marketing activities related to Food With Integrity; security risks associated with the acceptance of electronic payment cards or electronic storage and processing of confidential customer or employee information; risks relating to litigation; risks relating to our insurance coverage and self-insurance; our dependence on key personnel; risks related to our marketing and advertising strategies and ability to protect our brand and reputation; risks associated with our ability to effectively manage our growth; and other risk factors described from time to time in our SEC reports, including our most recent annual report on Form 10-K and subsequent quarterly reports on Form 10-Q, all of which are available on our Web site at chipotle.com.
Chipotle Mexican Grill, Inc.
Condensed Consolidated Statement of Income and Comprehensive Income
(in thousands, except per share data)
(unaudited)
Three months ended June 30, |
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2015 |
2014 |
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Revenue |
$ |
1,197,783 | 100.0 |
% |
$ |
1,050,073 | 100.0 |
% |
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Restaurant operating costs (Exclusive of depreciation and amortization shown separately below): |
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Food, beverage and packaging |
396,693 | 33.1 | 363,148 | 34.6 | |||||||
Labor |
270,914 | 22.6 | 228,529 | 21.8 | |||||||
Occupancy |
64,693 | 5.4 | 56,254 | 5.4 | |||||||
Other operating costs |
130,359 | 10.9 | 115,418 | 11.0 | |||||||
General and administrative expenses |
70,212 | 5.9 | 74,879 | 7.1 | |||||||
Depreciation and amortization |
32,440 | 2.7 | 27,009 | 2.6 | |||||||
Pre-opening costs |
3,668 | 0.3 | 3,392 | 0.3 | |||||||
Loss on disposal of assets |
1,388 | 0.1 | 1,602 | 0.2 | |||||||
Total operating expenses |
970,367 | 81.0 | 870,231 | 82.9 | |||||||
Income from operations |
227,416 | 19.0 | 179,842 | 17.1 | |||||||
Interest and other income (expense), net |
1,742 | 0.1 | 1,144 | 0.1 | |||||||
Income before income taxes |
229,158 | 19.1 | 180,986 | 17.2 | |||||||
Provision for income taxes |
(88,954) | (7.4) | (70,716) | (6.7) | |||||||
Net income |
$ |
140,204 | 11.7 |
% |
$ |
110,270 | 10.5 |
% |
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Earnings per share: |
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Basic |
$ |
4.51 |
$ |
3.55 | |||||||
Diluted |
$ |
4.45 |
$ |
3.50 | |||||||
Weighted average common shares outstanding: |
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Basic |
31,120 | 31,049 | |||||||||
Diluted |
31,526 | 31,474 | |||||||||
Comprehensive income |
$ |
141,935 |
$ |
110,139 |
Chipotle Mexican Grill, Inc.
Condensed Consolidated Statement of Income and Comprehensive Income
(in thousands, except per share data)
(unaudited)
Six months ended June 30, |
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2015 |
2014 |
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Revenue |
$ |
2,286,826 | 100.0 |
% |
$ |
1,954,236 | 100.0 |
% |
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Restaurant operating costs (Exclusive of depreciation and amortization shown separately below): |
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Food, beverage and packaging |
765,719 | 33.5 | 674,940 | 34.5 | |||||||
Labor |
515,065 | 22.5 | 436,737 | 22.3 | |||||||
Occupancy |
127,878 | 5.6 | 111,100 | 5.7 | |||||||
Other operating costs |
243,900 | 10.7 | 210,555 | 10.8 | |||||||
General and administrative expenses |
133,273 | 5.8 | 141,796 | 7.3 | |||||||
Depreciation and amortization |
63,083 | 2.8 | 52,763 | 2.7 | |||||||
Pre-opening costs |
7,103 | 0.3 | 7,692 | 0.4 | |||||||
Loss on disposal of assets |
5,588 | 0.2 | 3,161 | 0.2 | |||||||
Total operating expenses |
1,861,609 | 81.4 | 1,638,744 | 83.9 | |||||||
Income from operations |
425,217 | 18.6 | 315,492 | 16.1 | |||||||
Interest and other income (expense), net |
2,965 | 0.1 | 1,833 | 0.1 | |||||||
Income before income taxes |
428,182 | 18.7 | 317,325 | 16.2 | |||||||
Provision for income taxes |
(165,337) | (7.2) | (123,986) | (6.3) | |||||||
Net income |
$ |
262,845 | 11.5 |
% |
$ |
193,339 | 9.9 |
% |
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Earnings per share: |
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Basic |
$ |
8.47 |
$ |
6.23 | |||||||
Diluted |
$ |
8.34 |
$ |
6.14 | |||||||
Weighted average common shares outstanding: |
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Basic |
31,044 | 31,055 | |||||||||
Diluted |
31,525 | 31,480 | |||||||||
Comprehensive income |
$ |
259,864 |
$ |
193,687 |
Chipotle Mexican Grill, Inc.
Condensed Consolidated Balance Sheet
(in thousands, except per share data)
June 30, |
December 31, |
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2015 |
2014 |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
$ |
587,685 |
$ |
419,465 | |
Accounts receivable, net of allowance for doubtful accounts of $1,172 and $1,199 as of June 30, 2015 and December 31, 2014, respectively |
25,711 | 34,839 | |||
Inventory |
16,529 | 15,332 | |||
Current deferred tax asset |
20,224 | 18,968 | |||
Prepaid expenses and other current assets |
39,686 | 34,795 | |||
Income tax receivable |
7,851 | 16,488 | |||
Investments |
291,545 | 338,592 | |||
Total current assets |
989,231 | 878,479 | |||
Leasehold improvements, property and equipment, net |
1,147,059 | 1,106,984 | |||
Long term investments |
600,767 | 496,106 | |||
Other assets |
47,228 | 42,777 | |||
Goodwill |
21,939 | 21,939 | |||
Total assets |
$ |
2,806,224 |
$ |
2,546,285 | |
Liabilities and shareholders' equity |
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Current liabilities: |
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Accounts payable |
$ |
81,453 |
$ |
69,613 | |
Accrued payroll and benefits |
93,396 | 73,894 | |||
Accrued liabilities |
86,167 | 102,203 | |||
Total current liabilities |
261,016 | 245,710 | |||
Deferred rent |
232,690 | 219,414 | |||
Deferred income tax liability |
28,761 | 40,529 | |||
Other liabilities |
32,047 | 28,263 | |||
Total liabilities |
554,514 | 533,916 | |||
Shareholders' equity: |
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Preferred stock, $0.01 par value, 600,000 shares authorized, no shares issued as of June 30, 2015 and December 31, 2014, respectively |
- |
- |
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Common stock $0.01 par value, 230,000 shares authorized, and 35,704 and 35,394 shares issued as of June 30, 2015 and December 31, 2014, respectively |
357 | 354 | |||
Additional paid-in capital |
1,134,728 | 1,038,932 | |||
Treasury stock, at cost, 4,550 and 4,367 common shares at June 30, 2015 and December 31, 2014, respectively |
(865,081) | (748,759) | |||
Accumulated other comprehensive income (loss) |
(3,410) | (429) | |||
Retained earnings |
1,985,116 | 1,722,271 | |||
Total shareholders' equity |
2,251,710 | 2,012,369 | |||
Total liabilities and shareholders' equity |
$ |
2,806,224 |
$ |
2,546,285 |
Chipotle Mexican Grill, Inc.
Condensed Consolidated Statement of Cash Flows
(unaudited)
(in thousands)
Six months ended June 30, |
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2015 |
2014 |
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Operating activities |
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Net income |
$ |
262,845 |
$ |
193,339 | |
Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
63,083 | 52,763 | |||
Deferred income tax (benefit) provision |
(13,032) | (6,124) | |||
Loss on disposal of assets |
5,588 | 3,161 | |||
Bad debt allowance |
(27) | (18) | |||
Stock-based compensation expense |
38,729 | 61,401 | |||
Excess tax benefit on stock-based compensation |
(58,058) | (9,516) | |||
Other |
229 | 3 | |||
Changes in operating assets and liabilities: |
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Accounts receivable |
9,093 | 3,754 | |||
Inventory |
(1,205) | (2,476) | |||
Prepaid expenses and other current assets |
(4,915) | (2,744) | |||
Other assets |
(4,483) | (3,574) | |||
Accounts payable |
14,111 | 17,696 | |||
Accrued liabilities |
5,083 | 15,781 | |||
Income tax payable/receivable |
66,694 | 21,041 | |||
Deferred rent |
13,512 | 12,584 | |||
Other long-term liabilities |
3,883 | 3,360 | |||
Net cash provided by operating activities |
401,130 | 360,431 | |||
Investing activities |
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Purchases of leasehold improvements, property and equipment |
(114,395) | (102,840) | |||
Purchases of investments |
(273,907) | (191,281) | |||
Maturities of investments |
216,000 | 121,250 | |||
Net cash used in investing activities |
(172,302) | (172,871) | |||
Financing activities |
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Acquisition of treasury stock |
(116,322) | (50,292) | |||
Excess tax benefit on stock-based compensation |
58,058 | 9,516 | |||
Stock plan transactions and other financing activities |
(175) | (55) | |||
Net cash used in financing activities |
(58,439) | (40,831) | |||
Effect of exchange rate changes on cash and cash equivalents |
(2,169) | 118 | |||
Net change in cash and cash equivalents |
168,220 | 146,847 | |||
Cash and cash equivalents at beginning of year |
419,465 | 323,203 | |||
Cash and cash equivalents at end of period |
$ |
587,685 |
$ |
470,050 | |
Supplemental disclosures of cash flow information |
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Increase (decrease) in purchases of leasehold improvements, property and equipment accrued in accounts payable and accrued liabilities |
$ |
(3,879) |
$ |
917 |
Chipotle Mexican Grill, Inc.
Supplemental Financial and Other Data
(dollars in thousands)
For the three months ended |
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Jun. 30, |
Mar. 31, |
Dec. 31, |
Sep. 30, |
Jun. 30, |
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2015 |
2015 |
2014 |
2014 |
2014 |
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Number of restaurants opened |
48 | 49 | 60 | 43 | 45 | ||||||||||
Restaurant relocations |
(1) | (1) | (1) |
- |
(1) | ||||||||||
Number of restaurants at end of period |
1,878 | 1,831 | 1,783 | 1,724 | 1,681 | ||||||||||
Average restaurant sales |
$ |
2,530 |
$ |
2,516 |
$ |
2,472 |
$ |
2,403 |
$ |
2,307 | |||||
Comparable restaurant sales increases |
4.3% | 10.4% | 16.1% | 19.8% | 17.3% |
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