-----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, FUK1QbDeUDcb7iyWqLNdXRcs+N9eEYxX4/JvXhjkewZprCBVIRRP3dJWsZqVxfzW /LxMFW8jLTNKz/jvV/uNtQ== 0001157523-05-004191.txt : 20050503 0001157523-05-004191.hdr.sgml : 20050503 20050503165230 ACCESSION NUMBER: 0001157523-05-004191 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050503 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050503 DATE AS OF CHANGE: 20050503 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAIN STREET RESTAURANT GROUP, INC. CENTRAL INDEX KEY: 0000847466 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 112948370 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18668 FILM NUMBER: 05795770 BUSINESS ADDRESS: STREET 1: 5050 NORTH 40TH ST STREET 2: STE 200 CITY: PHOENIX STATE: AZ ZIP: 85018 BUSINESS PHONE: 6028529000 MAIL ADDRESS: STREET 1: 5050 NORTH 40TH ST STREET 2: STE 200 CITY: PHOENIX STATE: AZ ZIP: 85018 FORMER COMPANY: FORMER CONFORMED NAME: MAIN STREET & MAIN INC DATE OF NAME CHANGE: 19931115 FORMER COMPANY: FORMER CONFORMED NAME: ASSETRONICS INC DATE OF NAME CHANGE: 19900702 8-K 1 a4879599.txt MAIN STREET RESTAURANT GROUP, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: May 3, 2005 (Date of earliest event reported) MAIN STREET RESTAURANT GROUP, INC. (Exact name of registrant as specified in its charter) Commission File Number: 000-18668 DELAWARE 11-2948370 (State or other jurisdiction of (I.R.S. Employer incorporation) Identification No.) 5050 N. 40TH STREET, SUITE 200, PHOENIX, ARIZONA 85018 (Address of principal executive offices, including zip code) (602) 852-9000 (Registrant's telephone number, including area code) 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 240.13e-4(c)) - -------------------------------------------------------------------------------- Item 2.02 Results of Operations and Financial Condition Main Street Restaurant Group, Inc. (the "Company") issued a news release dated May 3, 2005, entitled "Main Street Restaurant Group, Inc. Announces 2005 First Quarter Results", a copy of which is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information under this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in the Company's expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based. The text included with this Report is available on our website located at www.mainandmain.com, although we reserve the right to discontinue that availability at any time. Item 9.01 Financial Statements and Exhibits (a) Financial Statements of Business Acquired Not Applicable (b) Pro Forma Financial Information Not Applicable (c) Exhibits Exhibit No. Exhibit Description ----------- ------------------- 99.1 Press Release dated May 3, 2005-Announcing 2005 First Quarter Results. 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. Main Street Restaurant Group, Inc. Dated: May 3, 2005 /s/ Michael Garnreiter ------------------------------------------------- Michael Garnreiter Executive Vice President and Chief Financial Officer EX-99.1 2 a4879599ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Main Street Restaurant Group Inc. Announces Its 2005 First Quarter Results PHOENIX--(BUSINESS WIRE)--May 3, 2005--Main Street Restaurant Group Inc. (NASDAQ: MAIN), the world's largest franchisee of T.G.I. Friday's restaurants, the owner and operator of the Bamboo Club - Asian Bistro, the Redfish Seafood Grill and Bar, and Alice Cooper'stown restaurant concepts, today announced its operating results for the first quarter ended March 28, 2005. For the quarter Main Street Restaurant Group generated record revenue of $61.4 million, a 4% increase compared with the revenue of $59.1 million for the comparable quarter in 2004. The sales increase was primarily due to a stronger economy and increased customer traffic. Same-store sales increased by 6.3% for the quarter compared with an increase of 5.0% for the comparable quarter in 2004. For the first quarter, net income increased by 29% to approximately $1.5 million, or $0.10 per fully diluted share as compared to $1.1 million, or $0.08 per fully diluted share in the same quarter last year. Our measure of operating cash flow, known as EBITDA, for the quarter was $5.1 million, also a quarterly record, as compared to $4.4 million in the first quarter last year. The computation of our quarterly EBITDA can be found in Appendix A, attached to this press release. Bill Shrader, president and chief executive officer, stated, "We are pleased with the results of the quarter and credit a strong media strategy for the Friday's brand. These national spots, which ran frequently during the three-month period, featured our new value promotion, as well as our sizzling platters. As a complement to the media effort, we also focused on operations, where our company's supply chain group was able to sustain strong margins." Michael Garnreiter, chief financial officer, added, "The economy was strong during the first quarter, which is a very important component of our financial progress. We are excited by our same store sales momentum and in spite of higher gasoline prices and rising interest rates, we remain optimistic. We are holding our G&A costs in line with our expectations and have seen a decrease in interest expense this quarter reflecting the progress of our plan to lower our debt level. The focus of managing our debt and staying on course with our Friday's development strategy will, we believe, reward our shareholders over the long run." Recent Developments In April 2005, the company completed a $5 million sale of its common stock to a private equity fund. The proceeds from the equity raise will allow for Main Street to continue reducing its debt level, and speed up the new restaurant development and remodel programs of our Friday's restaurants. During the first quarter, Main Street began construction on its newest Friday's located in Surprise, Ariz. Management expects the restaurant to be open early in the third quarter 2005. Main Street currently has three additional Friday's locations identified and expects to begin construction on all three sites later in 2005. Also, the company has scheduled two locations for remodeling in 2005. During the first quarter the company closed a Bamboo Club location in Aventura, Miami, Fla., and expects to close an additional Bamboo Club in Newport, Ky., in the second quarter. The costs to close and terminate the lease were accrued in a prior quarter. Expectations Based on management's current outlook for the full year 2005, same stores sales are expected to increase between 3% and 4%. Accordingly, fully diluted net income per share guidance (before any one-time writeoffs or other non-cash charges) is expected to range from $0.16 to $0.18, with EBITDA of $15 to $17 million. Earnings Conference call As a reminder, our earnings conference call is scheduled for today, Tuesday, May 3, 2005 at 5 p.m. EDT. The toll-free dial-in number is 800-561-2813 (or 617-614-3529 for international calls), and the participant passcode is 30794986. You can visit our Web site at http://www.mainandmain.com for a replay. --Appendix A and Two Tables to Follow-- Main Street Restaurant Group Inc. is the world's largest franchisee of T.G.I. Friday's restaurants, operating 52 T.G.I. Friday's, 12 Bamboo Club - Asian Bistros, four Redfish Seafood Grill and Bar, and one Cooper'stown restaurants. This press release contains forward-looking statements regarding the company's business strategies, business outlook, anticipated new store openings, and revenue and earnings expectations. These forward-looking statements are based primarily on the company's expectations and are subject to a number of risks and uncertainties, some of which are beyond the company's control. Actual results could differ materially from the forward-looking statements as a result of numerous factors, including those set forth in the company's Form 10-K and 10-Q Reports as filed with the Securities and Exchange Commission. Appendix A I. Computation of quarterly Earnings before Interest, Taxes, Depreciation and Amortization EBITDA (in millions): Quarter ended Quarter ended March 29, 2004 March 28, 2005 ============== =============== Net Income $1.1 $1.5 Add - Income taxes --- .1 - Interest expense 1.0 .9 - Depreciation/Amortization 2.2 2.3 - Loss on disposable assets --- .3 ============== =============== EBITDA $4.3 $5.1 II. Supplemental brand-level data (in millions): Restaurant level operating profit (ROP) includes all restaurant-specific revenues and direct costs of operations, including royalties and marketing costs paid to Carlson Restaurants Worldwide on behalf of the T.G.I. Friday's brand. Restaurant level EBITDA represents restaurant level cash flow, adding depreciation and amortization to ROP (Dollars in millions): T.G.I. Friday's 2005 2004 - --------------- ----- ----- Sales $52.0 $49.0 ROP 5.7 4.7 EBITDA 7.3 6.2 First Quarter 2005 Average # Bamboo Club ROP EBITDA of Locations - ----------- --- ------ ------------ -- Underperforming $(.2) $(.2) 1.6 -- Under 2 years (.5) (.3) 4.0 -- Over 2 years .1 .5 7.0 MAIN STREET RESTAURANT GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In Thousands, Except Par Value and Share Data) March 28, Dec. 27, 2005 2004 ----------- --------- (unaudited) ASSETS Current assets: Cash and cash equivalents $11,307 $5,593 Accounts receivable, net 1,799 1,208 Inventories 2,831 2,758 Prepaid expenses 661 477 ----------- --------- Total current assets 16,598 10,036 Property and equipment, net 64,650 66,444 Other assets, net 1,743 1,804 Notes receivable, net 975 1,212 Goodwill 21,255 21,255 Franchise fees, net 1,783 1,815 Purchased franchise territories, net 604 606 ----------- --------- Total assets $107,608 $103,172 =========== ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Current portion of long-term debt $3,875 $3,851 Accounts payable 9,452 6,626 Other accrued liabilities 20,158 19,260 ----------- --------- Total current liabilities 33,485 29,737 Long-term debt, net of current portion 41,149 42,232 Other liabilities and deferred credits 1,678 1,918 ----------- --------- Total liabilities 76,312 73,887 ----------- --------- Commitments and contingencies Stockholders' equity: Preferred stock, $.001 par value, 2,000,000 shares authorized; no shares issued and outstanding in 2005 and 2004 -- -- Common stock, $.001 par value, 25,000,000 shares authorized; 14,652,000 and 14,642,000 shares issued and outstanding in 2005 and 2004, respectively 15 15 Additional paid-in capital 55,059 54,927 Accumulated deficit (22,351) (23,812) Unearned compensation-restricted stock (116) -- Accumulated other comprehensive loss (1,311) (1,845) ----------- --------- Total stockholders' equity 31,296 29,285 ----------- --------- Total liabilities and stockholders' equity $107,608 $103,172 =========== ========= MAIN STREET RESTAURANT GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In Thousands, Except Per Share Amounts) Three Months Ended -------------------------------- (unaudited) March 28, March 29, 2005 2004 As Restated --------- ----------- Revenue $61,432 $59,079 --------- ----------- Restaurant operating expenses Cost of sales 16,274 15,646 Payroll and benefits 18,582 18,419 Depreciation and amortization 2,101 2,075 Loss on Sale of Assets 259 - Other operating expenses 19,086 18,179 --------- ----------- Total restaurant operating expenses 56,302 54,319 --------- ----------- Depreciation and amortization of intangible assets 218 162 Loss on Sale of Assets 16 - General and administrative expenses 2,403 2,472 Preopening expenses 1 22 New manager training expenses 7 - --------- ----------- Operating income 2,485 2,104 Interest expense and other, net 914 974 --------- ----------- Net income before income tax 1,571 1,130 Income tax expense 110 - --------- ----------- Net income $1,461 $1,130 ========= =========== Basic earnings per share $0.10 $0.08 ========= =========== Diluted earnings per share $0.10 $0.08 ========= =========== Weighted average number of shares outstanding -- Basic 14,652 14,642 ========= =========== Weighted average number of shares outstanding -- Diluted 14,856 14,914 ========= =========== CONTACT: Main Street Restaurant Group Inc., Phoenix Michael Garnreiter, 602-852-9000 E-mail: Michaelg@mstreetinc.com -----END PRIVACY-ENHANCED MESSAGE-----