-----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, LSxHv2rqUlUXaL3bil347hrTcPn39OPyh4SnITCXj6Pr669HS0ppyf0+7eM7fYuu Cb7wtiuRkKTAdAoREjdlOg== 0001005794-05-000237.txt : 20050329 0001005794-05-000237.hdr.sgml : 20050329 20050329111240 ACCESSION NUMBER: 0001005794-05-000237 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050329 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050329 DATE AS OF CHANGE: 20050329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CBRL GROUP INC CENTRAL INDEX KEY: 0001067294 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 621749513 STATE OF INCORPORATION: TN FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25225 FILM NUMBER: 05708449 BUSINESS ADDRESS: STREET 1: PO BOX 787 CITY: LEBANON STATE: TN ZIP: 370880787 BUSINESS PHONE: 6154439217 MAIL ADDRESS: STREET 1: PO BOX 787 CITY: LEBANON STATE: TN ZIP: 37087 8-K 1 form8k.txt FORM 8-K ================================================================================ 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): March 29, 2005 ---------------- CBRL GROUP, INC. Tennessee 0-25225 62-1749513 --------- ------- ---------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 305 Hartmann Drive, Lebanon, Tennessee 37087 (615) 444-5533 Check the appropriate box 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.13e-4(c)) ================================================================================ Item 7.01. Regulation FD Disclosure. On March 29, 2005, CBRL Group, Inc. (the "Company") issued the press release that is furnished as Exhibit 99 to this Current Report on Form 8-K, which by this reference is incorporated herein as if copied verbatim, reporting comparable store sales for the four-week period ending March 25, 2005 and providing earnings guidance for the third quarter of fiscal 2005 and remainder of fiscal 2005. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements. None (b) Pro Forma Financial Information. None (c) Exhibits. 99 Press Release issued by CBRL Group, Inc. dated March 29, 2005 Reporting March Sales and Providing Earnings Guidance 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. Dated: March 29, 2005 CBRL GROUP, INC. By: /s/ James F. Blackstock ----------------------------------- Name: James F. Blackstock Title: Senior Vice President, General Counsel and Secretary EX-99 2 pressrelease.txt PRESS RELEASE [Logo of CBRL Group, Inc.] POST OFFICE BOX LEBANON, TENNESSEE 37088-0787 PHONE 615.443.9869 - -------------------------------------------------------------------------------- CBRL GROUP, INC. - -------------------------------------------------------------------------------- Contact: Lawrence E. White Senior Vice President/ Finance and Chief Financial Officer (615) 443-9869 CBRL GROUP, INC. REPORTS MARCH SALES AND UPDATES EARNINGS GUIDANCE FOR THE THIRD QUARTER OF FISCAL 2005 LEBANON, Tenn. (March 29, 2005) -- CBRL Group, Inc. (the "Company") (NASDAQ: CBRL) today reported comparable store sales for the four-week period ending March 25, 2005. It also updated its earnings guidance for its third fiscal quarter of 2005 and reaffirmed its guidance for the full fiscal year of 2005. The Company reported that comparable store restaurant sales for the four weeks ending Friday, March 25, 2005 in its Cracker Barrel Old Country Store(R) ("Cracker Barrel") units were up 3.5% from the comparable period last year, with an approximately 3.6% higher average check, including approximately 2.0% higher menu pricing. Cracker Barrel comparable store retail sales in March were up 1.8%. The Easter holiday is two weeks earlier this year than last year, and the pre-Easter period fell in late fiscal March this year, benefiting Cracker Barrel's comparable store restaurant sales by approximately 1-1.5% and retail sales by approximately 2.5-3%. Comparable restaurant sales in the Company's Logan's Roadhouse(R) restaurants in March were up 3.2%, with an approximately 3.7% higher average check, including approximately 3.3% higher menu pricing. Logan's comparable store sales benefited by approximately 0.5% from the pre-Easter period falling in fiscal March this year. The Company urges caution in considering its current trends and the earnings guidance disclosed in this press release. The restaurant industry is highly competitive, and trends and guidance are subject to numerous factors and influences, some of which are discussed in the cautionary language at the end of this press release. The Company disclaims any obligation to update disclosed information on trends or targets other than in its periodic filings on Forms 10-K, 10-Q, and 8-K with the Securities and Exchange Commission. The Company updated its guidance for the third fiscal quarter of 2005. The Company's present guidance is for diluted net income per share for the third quarter of fiscal 2005, which ends April 29, 2005, of $0.54-0.56 compared to the restated $0.49 per share in the third quarter of last year on a total revenue increase of approximately 8-9%. The Company reaffirmed its guidance for the full fiscal year of 2005, reflecting its present expectation of a percentage increase in diluted net income per share in the mid-to-high teens above the restated $2.18 in fiscal 2004 (excluding a settlement charge taken in the fourth quarter of last year). Headquartered in Lebanon, Tennessee, CBRL Group, Inc. presently operates 519 Cracker Barrel Old Country Store restaurants and gift shops located in 41 states and 123 company-operated and 22 franchised Logan's Roadhouse restaurants in 18 states. -MORE- CBRL Reports March Sales and Updates Earnings Guidance Page 2 March 29, 2005 - -------------------------------------------------------------------------------- Except for specific historical information, many of the matters discussed in this press release may express or imply projections of revenues or expenditures, statements of plans and objectives or future operations or statements of future economic performance. These, and similar statements are forward-looking statements concerning matters that involve risks, uncertainties and other factors which may cause the actual performance of CBRL Group, Inc. and its subsidiaries to differ materially from those expressed or implied by this discussion. All forward-looking information is provided by the Company pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these factors. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "assumptions," "target," "guidance," "outlook," "plans," "projection," "may," "will," "would," "expect," "intend," "estimate," "anticipate," "believe," "potential" or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. Factors which could materially affect actual results include, but are not limited to: the effects of uncertain consumer confidence or general or regional economic weakness on sales and customer travel activity; the ability of the Company to identify, acquire and sell successful new lines of retail merchandise; the availability and cost of acceptable sites for development and the Company's ability to identify such sites; commodity, workers' compensation, group health and utility price changes; consumer behavior based on concerns over nutritional or safety aspects of the Company's products or restaurant food in general; competitive marketing and operational initiatives; the effects of plans intended to improve operational execution and performance; changes in or implementation of additional governmental or regulatory rules, regulations and interpretations affecting accounting, tax, wage and hour matters, health and safety, pensions, insurance or other undeterminable areas; practical or psychological effects of terrorist acts or war and military or government responses; the effects of increased competition at Company locations on sales and on labor recruiting, cost, and retention; increases in construction costs; the ability of and cost to the Company to recruit, train, and retain qualified restaurant hourly and management employees; disruptions to the company's restaurant or retail supply chain; changes in foreign exchange rates affecting the Company's future retail inventory purchases; the actual results of pending or threatened litigation or governmental investigations; the costs and effects of negative publicity associated with Company operations or political or charitable activities; changes in accounting principles generally accepted in the United States of America or changes in capital market conditions that could affect valuations of restaurant companies in general or the Company's goodwill in particular; changes in interest rates affecting the Company's financing costs; and other factors described from time to time in the Company's filings with the SEC, press releases, and other communications. ### -----END PRIVACY-ENHANCED MESSAGE-----