-----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, HxOHkvlspgNp5XXyZwYT/XumzNfYmbRqkSDNlepVqr+WbGzxl3ns6yq9PZdD3cWm KS87z4/IknlSVjalPv1Eww== 0000016099-97-000008.txt : 19970702 0000016099-97-000008.hdr.sgml : 19970702 ACCESSION NUMBER: 0000016099-97-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970531 FILED AS OF DATE: 19970701 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: LUBYS CAFETERIAS INC CENTRAL INDEX KEY: 0000016099 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 741335253 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08308 FILM NUMBER: 97634706 BUSINESS ADDRESS: STREET 1: 2211 NE LOOP 410 STREET 2: P O BOX 33069 CITY: SAN ANTONIO STATE: TX ZIP: 78265-3069 BUSINESS PHONE: 2106549000 FORMER COMPANY: FORMER CONFORMED NAME: CAFETERIAS INC DATE OF NAME CHANGE: 19810126 10-Q 1 TEXT OF 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 (Mark One) [x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from____________________to__________________________ Commission file number: 1-8308 LUBY'S CAFETERIAS, INC. ______________________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 74-1335253 _____________________________ _______________________ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2211 Northeast Loop 410, P. O. Box 33069 San Antonio, Texas 78265-3069 ______________________________________________________________________________ (Address of principal executive offices) (Zip Code) 210/654-9000 ______________________________________________________________________________ (Registrant's telephone number, including area code) ______________________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes X No ___ ___ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock: 23,266,374 shares outstanding as of May 31, 1997 (exclusive of 4,136,693 treasury shares) Part I - FINANCIAL INFORMATION Item 1. Financial Statements. LUBY'S CAFETERIAS, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended Nine Months Ended May 31, May 31, 1997 1996 1997 1996 _______ _______ ________ _______ (Amounts in thousands except per share data) Sales $127,630 $117,132 $368,747 $334,304 Costs and expenses: Cost of food 30,978 28,090 90,021 81,303 Payroll and related costs 37,265 31,902 108,544 92,200 Occupancy and other operating expenses 38,317 34,266 111,547 98,609 General and administrative expenses 6,337 5,320 17,517 15,584 _______ _______ _______ _______ 112,897 99,578 327,629 287,696 _______ _______ _______ _______ Income from operations 14,733 17,554 41,118 46,608 Interest expense (1,078) (460) (2,686) (1,659) Other income, net 926 424 1,680 1,147 _______ ______ _______ _______ Income before income taxes 14,581 17,518 40,112 46,096 Provision for income taxes 4,998 6,554 13,959 17,245 _______ _______ _______ _______ Net income $ 9,583 $ 10,964 $ 26,153 $ 28,851 _______ _______ _______ _______ Net income per share $.41 $.46 $1.12 $1.23 _______ _______ _______ _______ Cash dividends per share $.20 $.18 $.60 $.54 _______ _______ _______ _______ Average number of shares outstanding 23,366 23,887 23,453 23,548 See accompanying notes. Part I - FINANCIAL INFORMATION (continued) Item 1. Financial Statements (continued). LUBY'S CAFETERIAS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) May 31, August 31, 1997 1996 _______ _______ (Thousands of dollars) ASSETS Current assets: Cash and cash equivalents $ 6,766 $ 2,687 Trade accounts and other receivables 538 541 Food and supply inventories 4,624 4,517 Prepaid expenses 3,816 3,195 Deferred income taxes 953 418 _______ _______ Total current assets 16,697 11,358 Investments and other assets - at cost 21,050 12,343 Property, plant, and equipment - at cost, net 338,064 311,589 _______ _______ $375,811 $335,290 _______ _______ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable - trade $ 10,448 $ 14,568 Dividends payable 4,653 4,796 Accrued expenses and other liabilities 22,604 24,336 Income taxes payable 3,828 2,754 _______ _______ Total current liabilities 41,533 46,454 Long-term debt 90,000 41,000 Deferred income taxes and other credits 23,079 22,163 Shareholders' equity: Common stock 8,769 8,769 Paid-in capital 26,945 26,945 Retained earnings 278,499 267,374 Less cost of treasury stock (93,014) (77,415) _______ _______ Total shareholders' equity 221,199 225,673 _______ _______ $375,811 $335,290 _______ _______ See accompanying notes. Part I - FINANCIAL INFORMATION (continued) Item 1. Financial Statements (continued). LUBY'S CAFETERIAS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended May 31, 1997 1996 ______ ______ (Thousands of dollars) CASH FLOWS FROM OPERATING ACTIVITIES: Net income $26,153 $28,851 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 14,913 13,207 Decrease in accrued expenses and other liabilities (1,617) (860) Other, net (1,354) 1,368 ______ ______ Net cash provided by operating activities 38,095 42,566 ______ ______ CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from disposal of property, plant, and equipment 2,300 --- Purchases of land held for future use (12,134) (4,925) Purchases of property, plant, and equipment (40,839) (26,558) ______ ______ Net cash used in investing activities (50,673) (31,483) ______ ______ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock under stock option plan 2,878 13,785 Net payments of short-term borrowings --- (57,000) Proceeds from long-term debt 760,000 139,000 Reductions of long-term debt (711,000) (99,000) Purchases of treasury stock (21,077) --- Dividends paid (14,144) (12,648) _______ _______ Net cash provided by (used in) financing activities 16,657 (15,863) _______ ______ Net increase (decrease) in cash and cash equivalents 4,079 (4,780) Cash and cash equivalents at beginning of period 2,687 12,392 ______ ______ Cash and cash equivalents at end of period $ 6,766 $ 7,612 ______ ______ See accompanying notes. Part I - FINANCIAL INFORMATION (continued) Item 1. Financial Statements (continued). LUBY'S CAFETERIAS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY For the Nine Months Ended May 31, 1997 and 1996 (UNAUDITED)
Total Common Stock Paid-in Retained Shareholders' Issued Treasury Capital Earnings Equity ______ ________ _______ ________ _____________ (Thousands of dollars) Balance at August 31, 1995 $8,769 $(91,983) $26,945 $248,973 $192,704 Net income for the period --- --- --- 28,851 28,851 Common stock issued under employee benefit plans, net of shares tendered in partial payment and including tax benefits --- 17,791 --- (2,813) 14,978 Cash dividends --- --- --- (12,791) (12,791) ______ ________ _______ ________ ________ Balance at May 31, 1996 $8,769 $(74,192) $26,945 $262,220 $223,742 ______ ________ _______ ________ ________ Balance at August 31, 1996 $8,769 $(77,415) $26,945 $267,374 $225,673 Net income for the period --- --- --- 26,153 26,153 Common stock issued under employee benefit plans, net of shares tendered in partial payment and including tax benefits --- 4,320 --- (1,027) 3,293 Cash dividends --- --- --- (14,001) (14,001) Purchases of treasury stock --- (19,919) --- --- (19,919) ______ ________ _______ ________ ________ Balance at May 31, 1997 $8,769 $(93,014) $26,945 $278,499 $221,199 ______ ________ _______ ________ ________ See accompanying notes. /TABLE Part I - FINANCIAL INFORMATION (continued) Item 1. Financial Statements (continued). LUBY'S CAFETERIAS, INC. NOTES TO FINANCIAL STATEMENTS May 31, 1997 (UNAUDITED) Note 1: All adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods have been made. All such adjustments are of a normal recurring nature. The results for the interim period are not necessarily indicative of the results to be expected for the full year. Note 2: Effective February 1, 1997, Luby's Cafeterias, Inc. was restructured into a holding company. These consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Note 3: In March 1997 the Board of Directors authorized the purchase in the open market of up to 1,000,000 shares of the Company's outstanding common stock through December 31, 1998. During the quarter ended May 31, 1997, the Company purchased 149,700 shares of its common stock at a cost of $2,816,000, which are being held as treasury stock. Part I - FINANCIAL INFORMATION (continued) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Liquidity and Capital Resources _______________________________ Cash and cash equivalents increased by $4,079,000 from the end of the preceding fiscal year to May 31, 1997. All capital expenditures for fiscal 1997 are being funded from cash flows from operations, cash equivalents, and long-term debt. Capital expenditures for the nine months ended May 31, 1997, were $52,973,000, including approximately $14 million for the purchase of 20 cafeteria locations from Triangle FoodService Corporation, formerly Wyatt Cafeterias, Inc. As of May 31, 1997, the Company owned 15 undeveloped land sites and four land sites on which cafeterias are under construction. During the nine months ended May 31, 1997, the Company purchased 897,500 shares of its common stock at a cost of $19,919,000, which are being held as treasury stock. To complete the treasury stock purchases and fund capital expenditures, the Company required external financing and borrowed funds under a $100,000,000 line-of-credit agreement. As of May 31, 1997, the amount outstanding under this line of credit was $90,000,000. The Company believes that additional financing from external sources can be obtained on terms acceptable to the Company in the event such financing is required. Results of Operations _____________________ Quarter ended May 31, 1997 compared to the quarter ended May 31, 1996. ______________________________________________________________________ Sales increased $10,498,000, or 9.0%, due to the addition of 25 new cafeterias in fiscal 1997 and 18 in fiscal 1996. The sales increase from new cafeterias was partially offset by a decrease in average sales volume at cafeterias opened over one year. Cost of food increased $2,888,000, or 10.3%, due primarily to the increase in sales. As a percentage of sales, food costs were slightly higher versus the prior year due to couponing in several markets. Payroll and related costs increased $5,363,000, or 16.8%, due primarily to the increase in sales, the higher Federal minimum wage effective October 1, 1996, and higher wage costs associated with the significant increase in expansion over the prior year. Labor costs are typically higher in new units due to the significant amount of training and turnover during the first year of operation. Occupancy and other operating expenses increased $4,051,000, or 11.8%, due primarily to the increase in sales, higher utility costs, and the opening of four new cafeterias. General and administrative expenses increased $1,017,000, or 19.1%, due primarily to a lump sum retirement agreement and higher legal and professional fees. Interest expense increased $618,000 due to higher borrowings under the line-of-credit agreement. The provision for income taxes decreased $1,556,000, or 23.7%, due primarily to state tax savings as a result of the restructuring, higher jobs tax credits, and lower income from operations. The effective income tax rate decreased from 37.4% to 34.3%. Nine months ended May 31, 1997 compared to the nine months ended May 31, 1996. ______________________________________________________________________________ Sales increased $34,443,000, or 10.3%, due primarily to the addition of 25 new cafeterias in fiscal 1997 and 18 in fiscal 1996. The sales increase from new cafeterias was partially offset by a decrease in average sales volume at cafeterias opened over one year. Cost of food increased $8,718,000, or 10.7%, due primarily to the increase in sales. Payroll and related costs increased $16,344,000, or 17.7%, due primarily to the increase in sales, the higher Federal minimum wage effective October 1, 1996, and higher wage costs associated with the significant increase in expansion over the prior year. Labor costs are typically higher in new units due to the significant amount of training and turnover during the first year of operation. Occupancy and other operating expenses increased $12,938,000, or 13.1%, due primarily to the increase in sales, higher utility costs, and the opening of 25 new cafeterias, plus two relocations. All preopening and other start-up costs are expensed as incurred, including costs for the initial shipments of china, silverware, and glassware. The total impact of opening the 25 new locations caused net income for the nine months ended May 31, 1997, to be lower by approximately $.105 per share. The increases in occupancy and other operating expenses were partially offset by lower managers' salaries which are based on the profitablility of the cafeterias. General and administrative expenses increased $1,933,000, or 12.4%, due primarily to a lump sum retirement agreement, higher legal and professional fees, higher manager trainee salaries, and higher moving expenses associated with the increased expansion. Interest expense increased $1,027,000 due to higher borrowings under the line-of-credit agreement. The provision for income taxes decreased $3,286,000, or 19.1%, due primarily to state tax savings as a result of the restructuring, higher jobs tax credits, and lower income from operations. The effective income tax rate decreased from 37.4% to 34.8%. Other Matters _____________ The Company has started a process to evaluate its low-performing units and sites held for future development which it expects to complete during the fourth quarter. While the Company is unable to predict the outcome of this evaluation, it is possible that charges related to asset write-downs, impairments, and other associated matters may result. Forward-Looking Statements __________________________ The Company wishes to caution readers that various factors could cause the actual results of the Company to differ materially from those indicated by forward-looking statements made from time to time in news releases, reports, proxy statements, registration statements, and other written communications (including the preceding sections of this Management's Discussion and Analysis), as well as oral statements made from time to time by representatives of the Company. Except for historical information, matters discussed in such oral and written communications are forward-looking statements that involve risks and uncertainties, including but not limited to general business conditions, the impact of competition, the success of operating initiatives, changes in the cost and supply of food and labor, the seasonality of the Company's business, taxes, inflation, and governmental regulations. Part II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits 2 Agreement and Plan of Merger dated November 1, 1991, between Luby's Cafeterias, Inc., a Texas corporation, and Luby's Cafeterias, Inc., a Delaware corporation (filed as Exhibit 2 to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1991, and incorporated herein by reference). 3(a) Certificate of Incorporation of Luby's Cafeterias, Inc., a Delaware corporation, as in effect February 28, 1994 (filed as Exhibit 3(a) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1994, and incorporated herein by reference). 3(b) Bylaws of Luby's Cafeterias, Inc., as currently in effect (filed as Exhibit 3(c) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 4(a) Description of Common Stock Purchase Rights of Luby's Cafeterias, Inc. in Form 8-A (filed April 17, 1991, effective April 26, 1991, File No. 1-8308, and incorporated herein by reference). 4(b) Amendment No. 1 dated December 19, 1991, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1991, and incorporated herein by reference). 4(c) Amendment No. 2 dated February 7, 1995, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1995, and incorporated herein by reference). 4(d) Amendment No. 3 dated May 29, 1995, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended May 31, 1995, and incorporated herein by reference). 4(e) Credit Agreement dated February 27, 1996, among Luby's Cafeterias, Inc., Certain Lenders, and NationsBank of Texas, N.A. (filed as Exhibit 4(e) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 29, 1996, and incorporated herein by reference). 4(f) First Amendment to Credit Agreement dated January 24, 1997, among Luby's Cafeterias, Inc., Certain Lenders, and NationsBank of Texas, N.A. (filed as Exhibit 4(f) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(a) Form of Deferred Compensation Agreement entered into between Luby's Cafeterias, Inc. and various officers (filed as Exhibit 10(b) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1981, and incorporated herein by reference). 10(b) Form of Amendment to Deferred Compensation Agreement between Luby's Cafeterias, Inc. and various officers and former officers adopted January 14, 1997 (filed as Exhibit 10(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(c) Annual Incentive Plan for Area Vice Presidents of Luby's Cafeterias, Inc. adopted October 19, 1983 (filed as Exhibit 10(d) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1983, and incorporated herein by reference). 10(d) Amendment to Annual Incentive Plan for Area Vice Presidents of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(e) Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted October 19, 1983 (filed as Exhibit 10(e) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1983, and incorporated herein by reference). 10(f) Amendment to Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(f) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(g) Performance Unit Plan of Luby's Cafeterias, Inc. approved by the shareholders on January 12, 1984 (filed as Exhibit 10(f) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1984, and incorporated herein by reference). 10(h) Amendment to Performance Unit Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(h) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(i) Employment Contract dated January 8, 1988, between Luby's Cafeterias, Inc. and George H. Wenglein (filed as Exhibit 10(h) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1988, and incorporated herein by reference). 10(j) Management Incentive Stock Plan of Luby's Cafeterias, Inc. (filed as Exhibit 10(i) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1989, and incorporated herein by reference). 10(k) Amendment to Management Incentive Stock Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(k) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(l) Nonemployee Director Deferred Compensation Plan of Luby's Cafeterias, Inc. adopted October 27, 1994 (filed as Exhibit 10(g) to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1994, and incorporated herein by reference). 10(m) Amendment to Nonemployee Director Deferred Compensation Plan of Luby' Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(m) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(n) Nonemployee Director Stock Option Plan of Luby's Cafeterias, Inc. approved by the shareholders on January 13, 1995 (filed as Exhibit 10(h) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1995, and incorporated herein by reference). 10(o) Amendment to Nonemployee Director Stock Option Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(o) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(p) Employment Contract dated January 12, 1996, between Luby's Cafeterias, Inc. and John B. Lahourcade (filed as Exhibit 10(i) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 29, 1996, and incorporated herein by reference). 10(q) Luby's Cafeterias, Inc. Supplemental Executive Retirement Plan dated May 30, 1996 (filed as Exhibit 10(j) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 10(r) Amendment to Luby's Cafeterias, Inc. Supplemental Executive Retirement Plan adopted January 14, 1997 (filed as Exhibit 10(r) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(s) Luby's Cafeterias, Inc. Welfare Benefit Plan Trust dated July 18, 1996 (filed as Exhibit 10(k) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 10(t) Retirement Agreement dated March 17, 1997, between Luby's Cafeterias, Inc. and Ralph Erben (filed as Exhibit 10(t) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 11 Statement re computation of per share earnings. (b) Reports on Form 8-K No reports on Form 8-K have been filed during the quarter for which this report is filed. 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 thereunto duly authorized. LUBY'S CAFETERIAS, INC. (Registrant) By: DAVID B. DAVISS ______________________________ David B. Daviss Acting Chief Executive Officer By: LAURA M. BISHOP ______________________________ Laura M. Bishop Senior Vice President and Chief Financial Officer Dated: July 1, 1997 EXHIBIT INDEX Number Document 2 Agreement and Plan of Merger dated November 1, 1991, between Luby's Cafeterias, Inc., a Texas corporation, and Luby's Cafeterias, Inc., a Delaware corporation (filed as Exhibit 2 to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1991, and incorporated herein by reference). 3(a) Certificate of Incorporation of Luby's Cafeterias, Inc., a Delaware corporation, as in effect February 28, 1994 (filed as Exhibit 3(a) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1994, and incorporated herein by reference). 3(b) Bylaws of Luby's Cafeterias, Inc., as currently in effect (filed as Exhibit 3(c) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 4(a) Description of Common Stock Purchase Rights of Luby's Cafeterias, Inc. in Form 8-A (filed April 17, 1991, effective April 26, 1991, File No. 1-8308, and incorporated herein by reference). 4(b) Amendment No. 1 dated December 19, 1991, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1991, and incorporated herein by reference). 4(c) Amendment No. 2 dated February 7, 1995, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1995, and incorporated herein by reference). 4(d) Amendment No. 3 dated May 29, 1995, to Rights Agreement dated April 16, 1991 (filed as Exhibit 4(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended May 31, 1995, and incorporated herein by reference). 4(e) Credit Agreement dated February 27, 1996, among Luby's Cafeterias, Inc., Certain Lenders, and NationsBank of Texas, N.A. (filed as Exhibit 4(e) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 29, 1996, and incorporated herein by reference). 4(f) First Amendment to Credit Agreement dated January 24, 1997, among Luby's Cafeterias, Inc., Certain Lenders, and NationsBank of Texas, N.A. (filed as Exhibit 4(f) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(a) Form of Deferred Compensation Agreement entered into between Luby's Cafeterias, Inc. and various officers (filed as Exhibit 10(b) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1981, and incorporated herein by reference). 10(b) Form of Amendment to Deferred Compensation Agreement between Luby's Cafeterias, Inc. and various officers and former officers adopted January 14, 1997 (filed as Exhibit 10(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(c) Annual Incentive Plan for Area Vice Presidents of Luby's Cafeterias, Inc. adopted October 19, 1983 (filed as Exhibit 10(d) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1983, and incorporated herein by reference). 10(d) Amendment to Annual Incentive Plan for Area Vice Presidents of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(e) Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted October 19, 1983 (filed as Exhibit 10(e) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1983, and incorporated herein by reference). 10(f) Amendment to Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(f) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(g) Performance Unit Plan of Luby's Cafeterias, Inc. approved by the shareholders on January 12, 1984 (filed as Exhibit 10(f) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1984, and incorporated herein by reference). 10(h) Amendment to Performance Unit Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(h) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(i) Employment Contract dated January 8, 1988, between Luby's Cafeterias, Inc. and George H. Wenglein (filed as Exhibit 10(h) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1988, and incorporated herein by reference). 10(j) Management Incentive Stock Plan of Luby's Cafeterias, Inc. (filed as Exhibit 10(i) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1989, and incorporated herein by reference). 10(k) Amendment to Management Incentive Stock Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(k) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(l) Nonemployee Director Deferred Compensation Plan of Luby's Cafeterias, Inc. adopted October 27, 1994 (filed as Exhibit 10(g) to the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 1994, and incorporated herein by reference). 10(m) Amendment to Nonemployee Director Deferred Compensation Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(m) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(n) Nonemployee Director Stock Option Plan of Luby's Cafeterias, Inc. approved by the shareholders on January 13, 1995 (filed as Exhibit 10(h) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1995, and incorporated herein by reference). 10(o) Amendment to Nonemployee Director Stock Option Plan of Luby's Cafeterias, Inc. adopted January 14, 1997 (filed as Exhibit 10(o) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(p) Employment Contract dated January 12, 1996, between Luby's Cafeterias, Inc. and John B. Lahourcade (filed as Exhibit 10(i) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 29, 1996, and incorporated herein by reference). 10(q) Luby's Cafeterias, Inc. Supplemental Executive Retirement Plan dated May 30, 1996 (filed as Exhibit 10(j) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 10(r) Amendment to Luby's Cafeterias, Inc. Supplemental Executive Retirement Plan adopted January 14, 1997 (filed as Exhibit 10(r) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 10(s) Luby's Cafeterias, Inc. Welfare Benefit Plan Trust dated July 18, 1996 (filed as Exhibit 10(k) to the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 1996, and incorporated herein by reference). 10(t) Retirement Agreement dated March 17, 1997, between Luby's Cafeterias, Inc. and Ralph Erben (filed as Exhibit 10(t) to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 1997, and incorporated herein by reference). 11 Statement re computation of per share earnings. EX-11 2 COMPUTATION OF PER SHARE EARNINGS Exhibit 11 COMPUTATION OF PER SHARE EARNINGS The following is a computation of the weighted average number of shares outstanding which is used in the computation of per share earnings for Luby's Cafeterias, Inc. for the three and nine months ended May 31, 1997 and 1996. Three months ended May 31, 1997: 23,410,574 x shares outstanding for 31 days 725,727,794 23,406,574 x shares outstanding for 30 days 702,197,220 23,280,909 x shares outstanding for 31 days 721,708,179 ______________ 2,149,633,193 Divided by number of days in the period 92 ______________ 23,365,578 Nine months ended May 31, 1997: 23,892,819 x shares outstanding for 30 days 716,784,570 23,666,720 x shares outstanding for 31 days 733,668,320 23,281,927 x shares outstanding for 30 days 698,457,810 23,329,990 x shares outstanding for 31 days 723,229,690 23,404,092 x shares outstanding for 31 days 725,526,852 23,409,028 x shares outstanding for 28 days 655,452,784 23,410,574 x shares outstanding for 31 days 725,727,794 23,406,574 x shares outstanding for 30 days 702,197,220 23,280,909 x shares outstanding for 31 days 721,708,179 ______________ 6,402,753,219 Divided by number of days in the period 273 ______________ 23,453,308 Three months ended May 31, 1996: 23,693,381 x shares outstanding for 31 days 734,494,811 23,925,105 x shares outstanding for 30 days 717,753,150 24,043,597 x shares outstanding for 31 days 745,351,507 ______________ 2,197,599,468 Divided by number of days in the period 92 ______________ 23,886,951 Nine months ended May 31, 1996: 23,313,132 x shares outstanding for 21 days 489,575,772 23,315,089 x shares outstanding for 21 days 489,616,869 23,320,721 x shares outstanding for 18 days 419,772,978 23,331,311 x shares outstanding for 8 days 186,650,488 23,334,503 x shares outstanding for 23 days 536,693,569 23,340,118 x shares outstanding for 11 days 256,741,298 23,345,163 x shares outstanding for 21 days 490,248,423 23,398,704 x shares outstanding for 30 days 701,961,120 23,529,859 x shares outstanding for 13 days 305,888,167 23,590,511 x shares outstanding for 16 days 377,448,176 23,693,381 x shares outstanding for 31 days 734,494,811 23,925,105 x shares outstanding for 30 days 717,753,150 24,043,597 x shares outstanding for 31 days 745,351,507 ______________ 6,452,196,328 Divided by number of days in the period 274 ______________ 23,548,162 EX-27 3 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS AUG-31-1997 MAY-31-1997 6,766 0 538 0 4,624 16,697 496,778 158,714 375,811 41,533 0 0 0 8,769 212,430 375,811 368,747 368,747 198,565 198,565 111,547 0 2,686 40,112 13,959 26,153 0 0 0 26,153 1.12 1.12 Other stockholders' equity amount is less cost of treasury stock of $93,014.
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