10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 28, 2013.

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: 0-19357

MONRO MUFFLER BRAKE, INC.

(Exact name of registrant as specified in its charter)

New York	16-0838627
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification #)
200 Holleder Parkway, Rochester, New York	14615
(Address of principal executive offices)	(Zip code)

585-647-6400

(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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    x  Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    x  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    x  No

As of January 24, 2014, 31,449,326 shares of the registrant’s common stock, par value $ .01 per share, were outstanding.

MONRO MUFFLER BRAKE, INC.

INDEX

	Page No.
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets at December 28, 2013 and March 30, 2013		3
Consolidated Statements of Comprehensive Income for the quarters and nine months ended December  28, 2013 and December 29, 2012		4
Consolidated Statement of Changes in Shareholders’ Equity for the nine months ended December  28, 2013		5
Consolidated Statements of Cash Flows for the nine months ended December 28, 2013 and December  29, 2012		6
Notes to Consolidated Financial Statements		7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		12
Item 3. Quantitative and Qualitative Disclosures About Market Risk		15
Item 4. Controls and Procedures		16
Part II. Other Information
Item 1. Legal Proceedings		17
Item 6. Exhibits		17
Signatures		18
Exhibit Index		19

2

MONRO MUFFLER BRAKE, INC.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

MONRO MUFFLER BRAKE, INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	December 28, 2013			March 30, 2013
	(Dollars in thousands)
Assets
Current assets:
Cash and equivalents	$	4,905		$	1,463
Trade receivables		3,158			2,835
Federal and state income taxes receivable		—			2,336
Inventories		124,067			118,210
Deferred income tax asset		14,994			13,154
Other current assets		25,919			28,412
Total current assets		173,043			166,410
Property, plant and equipment		523,708			504,080
Less - Accumulated depreciation and amortization		(245,051	)		(229,034	)
Net property, plant and equipment		278,657			275,046
Goodwill		266,497			249,803
Intangible assets		31,414			32,396
Other non-current assets		9,567			10,458
Long-term deferred income tax asset		2,221			5,320
Total assets	$	761,399		$	739,433
Liabilities and Shareholders’ Equity
Current liabilities:
Current portion of long-term debt, capital leases and financing obligations	$	7,489		$	6,833
Trade payables		60,144			61,006
Federal and state income taxes payable		642			—
Accrued payroll, payroll taxes and other payroll benefits		17,243			18,302
Accrued insurance		33,140			29,498
Warranty reserves		9,779			9,060
Other current liabilities		14,105			13,431
Total current liabilities		142,542			138,130
Long-term capital leases and financing obligations		80,649			86,962
Long-term debt		112,483			127,847
Accrued rent expense		5,597			6,057
Other long-term liabilities		13,052			11,965
Long-term income taxes payable		2,667			3,430
Total liabilities		356,990			374,391
Commitments
Shareholders’ equity:
Class C Convertible Preferred Stock, $1.50 par value, $.064 conversion value, 150,000 shares authorized; 32,500 shares issued and outstanding		49			49
Common Stock, $.01 par value, 65,000,000 shares authorized; 37,509,042 and 37,327,967 shares issued at December 28, 2013 and March 30, 2013, respectively		375			373
Treasury Stock, 6,073,836 shares at cost		(90,064	)		(90,064	)
Additional paid-in capital		139,149			131,460
Accumulated other comprehensive loss		(4,309	)		(4,043	)
Retained earnings		359,209			327,267
Total shareholders’ equity		404,409			365,042
Total liabilities and shareholders’ equity	$	761,399		$	739,433

The accompanying notes are an integral part of these financial statements.

3

MONRO MUFFLER BRAKE, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

	Quarter Ended Fiscal						Nine Months Ended Fiscal
	December						December
	2013			2012			2013			2012
	(Dollars in thousands, except per share data)
Sales	$	216,695		$	190,437		$	628,188		$	536,088
Cost of sales, including distribution and occupancy costs		134,371			120,827			385,238			328,515
Gross profit		82,324			69,610			242,950			207,573
Operating, selling, general and administrative expenses		55,398			50,782			169,005			149,331
Operating income		26,926			18,828			73,945			58,242
Interest expense, net of interest income		3,216			1,473			7,074			4,141
Other income, net		(352	)		(59	)		(583	)		(250	)
Income before provision for income taxes		24,062			17,414			67,454			54,351
Provision for income taxes		8,733			6,159			24,904			19,911
Net income		15,329			11,255			42,550			34,440
Other comprehensive loss, net of tax:
Changes in pension, net of tax benefit of $54 and $163 for the quarter and nine months ended fiscal December 2013, respectively		(89	)		—			(266	)		—
Comprehensive income	$	15,240		$	11,255		$	42,284		$	34,440
Earnings per share:
Basic	$	.49		$	.36		$	1.35		$	1.10
Diluted	$	.47		$	.35		$	1.31		$	1.07

The accompanying notes are an integral part of these financial statements.

4

MONRO MUFFLER BRAKE, INC.

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

(UNAUDITED)

(Dollars in thousands)

	Preferred Stock		Common Stock		Treasury Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Loss(2)			Retained Earnings			Total
Balance at March 30, 2013	$	49	$	373	$	(90,064	)	$	131,460	$	(4,043	)	$	327,267		$	365,042
Net income														42,550			42,550
Other comprehensive loss:
Pension liability adjustment (($429) pre-tax)											(266	)					(266	)
Cash dividends (1): Preferred														(250	)		(250	)
Common														(10,358	)		(10,358	)
Tax benefit from exercise of stock options									1,297								1,297
Exercise of stock options				2					3,464								3,466
Stock-based compensation									2,928								2,928
Balance at December 28, 2013	$	49	$	375	$	(90,064	)	$	139,149	$	(4,309	)	$	359,209		$	404,409

(1) Represents first, second and third quarter fiscal year 2014 dividend payment of $.11 per common share or common share equivalent paid each quarter on June 11, 2013, August 29, 2013 and December 26, 2013, respectively.

(2) The balance relates to the pension liability.

The accompanying notes are an integral part of these financial statements.

5

MONRO MUFFLER BRAKE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended
	Fiscal December
	2013			2012
	(Dollars in thousands) Increase (Decrease) in Cash
Cash flows from operating activities:
Net income	$	42,550		$	34,440
Adjustments to reconcile net income to net cash provided by operating activities -
Depreciation and amortization		23,755			19,422
Gain on bargain purchase		(261	)		—
Loss on disposal of assets		79			320
Stock-based compensation expense		2,928			2,412
Excess tax benefits from share-based payment arrangements		(133	)		(270	)
Net change in deferred income taxes		1,513			(280	)
Change in operating assets and liabilities:
Trade receivables		(323	)		(252	)
Inventories		(4,300	)		(1,354	)
Other current assets		2,604			(1,383	)
Other non-current assets		2,034			596
Trade payables		(862	)		8,002
Accrued expenses		1,948			(742	)
Federal and state income taxes payable		4,275			2,813
Other long-term liabilities		(11	)		(352	)
Long-term income taxes payable		(763	)		(200	)
Total adjustments		32,483			28,732
Net cash provided by operating activities		75,033			63,172
Cash flows from investing activities:
Capital expenditures		(21,686	)		(21,066	)
Acquisitions, net of cash acquired		(26,334	)		(145,967	)
Proceeds from the disposal of assets		3,898			2,997
Net cash used for investing activities		(44,122	)		(164,036	)
Cash flows from financing activities:
Proceeds from borrowings		234,980			284,675
Principal payments on long-term debt, capital leases and financing obligations		(255,440	)		(169,112	)
Exercise of stock options		3,466			2,075
Excess tax benefits from share-based payment arrangements		133			270
Dividends to shareholders		(10,608	)		(12,739	)
Net cash (used for) provided by financing activities		(27,469	)		105,169
Increase in cash		3,442			4,305
Cash at beginning of period		1,463			3,257
Cash at end of period	$	4,905		$	7,562

The accompanying notes are an integral part of these financial statements.

6

MONRO MUFFLER BRAKE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 – Condensed Consolidated Financial Statements

The consolidated balance sheets as of December 28, 2013 and March 30, 2013, the consolidated statements of comprehensive income for the quarters and nine months ended December 28, 2013 and December 29, 2012, the consolidated statements of cash flows for the nine months ended December 28, 2013 and December 29, 2012, and the consolidated statement of changes in shareholders’ equity for the nine months ended December 28, 2013, include financial information for Monro Muffler Brake, Inc. and its wholly-owned subsidiary, Monro Service Corporation (collectively, “Monro”, “we”, “us”, “our”). These unaudited, condensed consolidated financial statements have been prepared by Monro. We believe all known adjustments (consisting of normal recurring accruals or adjustments) have been made to fairly state the financial position, results of operations and cash flows for the unaudited periods presented.

Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. The information included in this Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in our annual report on Form 10-K for the year ended March 30, 2013.

We report our results on a 52/53 week fiscal year with the fiscal year ending on the last Saturday in March of each year. The following are the dates represented by each fiscal period reported in these condensed financial statements:

“Quarter Ended Fiscal December 2013”	September 29, 2013 – December 28, 2013 (13 weeks)
“Quarter Ended Fiscal December 2012”	September 30, 2012 – December 29, 2012 (13 weeks)
“Nine Months Ended Fiscal December 2013”	March 31, 2013 – December 28, 2013 (39 weeks)
“Nine Months Ended Fiscal December 2012”	April 1, 2012 – December 29, 2012 (39 weeks)

Fiscal year 2014, ending March 29, 2014, is a 52 week year.

Retrospective Adjustments – Purchase Accounting

During the quarter ended December 2013, we finalized the purchase accounting for several acquisitions that occurred in fiscal year 2013. We retrospectively adjusted the provisional amounts recognized at the acquisition dates to reflect fair value and made adjustments to the March 30, 2013 consolidated balance sheet. See Note 2 – “Acquisitions” for details.

Recent Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued new accounting guidance for the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance requires companies to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income when applicable, or to cross-reference the reclassifications with other disclosures that provide additional detail about the reclassification made when the reclassifications are not made to net income. This guidance is effective for fiscal years and interim periods beginning after December 15, 2012. The adoption of this guidance in the first quarter of fiscal 2014 did not have an impact on Monro’s Consolidated Financial Statements.

In July 2013, the Financial Accounting Standards Board issued new accounting guidance for income tax presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. This guidance requires an entity to net its unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss or similar tax loss carryforwards, or tax credit carryforwards. The guidance is to be applied prospectively (with an option to apply retrospectively) and will apply to all unrecognized tax benefits that exist at the effective date. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013, with early adoption permitted. As we already net our unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss carryforwards, this guidance had no impact on Monro’s Consolidated Financial Statements.

Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification) and the Securities and Exchange Commission did not, or are not expected to have a material effect on Monro’s Consolidated Financial Statements.

7

MONRO MUFFLER BRAKE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 2 – Acquisitions

Acquisitions are strategic moves in our plan to fill in and expand our presence in existing and contiguous markets, and leverage fixed operating costs such as distribution and advertising.

Fiscal 2014

On November 17, 2013, we acquired six retail tire and automotive repair stores located in Delaware and Maryland and four retail tire and automotive repair stores located in Kentucky from two separate sellers.

On August 18, 2013, we acquired 10 retail automotive repair stores located in the Washington D.C. metropolitan area from Curry’s Automotive Group. These retail automotive repair stores operate under the Curry’s/Mr. Tire name.

The fiscal 2014 acquisitions are not material to the Consolidated Financial Statements and supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro. These acquisitions were financed through our existing credit facility.

Fiscal 2013

On April 1, 2012, we acquired 20 retail tire and automotive repair stores located in Virginia from Kramer Tire Co. (“Kramer”). We finalized the purchase accounting for this acquisition in the fourth quarter of fiscal 2013.

As part of the acquisition process, the purchase accounting was finalized during fiscal 2014 for the following fiscal 2013 acquisitions.

On June 3, 2012, we acquired 18 retail tire and automotive repair stores located in North Carolina from Colony Tire Corporation (“Colony”). We finalized the purchase accounting for this acquisition during the first quarter of fiscal 2014.

On August 12, 2012, we acquired 17 retail automotive repair and tire stores located in Wisconsin and South Carolina from Tuffy Associates Corp. (“Tuffy”). We finalized the purchase accounting for this acquisition during the second quarter of fiscal 2014.

On October 7, 2012, we acquired five retail tire and automotive repair stores located in New York from Chesley Co. Inc., a former Midas franchise. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On October 14, 2012, we acquired one retail tire and automotive repair store located in Massachusetts from Brothers Tire, Inc. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On November 18, 2012, we acquired 31 retail tire stores located in Indiana, Tennessee and Illinois from Everybody’s Oil Corporation. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On December 16, 2012, we acquired 27 retail tire and automotive repair stores located in Indiana and Kentucky and a wholesale operation and warehouse in Kentucky from Ken Towery’s Auto Care of Kentucky, Inc. and Ken Towery’s Auto Care of Indiana, Inc. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

As a result of the final purchase price allocations, certain of the fair value amounts previously estimated were adjusted during the measurement period. These measurement period adjustments related to updated valuation reports and appraisals received from our external valuation specialists, as well as revisions to internal estimates. The changes in estimates include an increase in property, plant and equipment of $4.2 million; an increase in intangible assets of $3.9 million; an increase in the long-term deferred income tax asset of $7.4 million; an increase in the current portion of long-term debt, capital leases and financing obligations of $1.9 million; a decrease in warranty reserves of $.2 million; an increase in long-term capital leases and financing obligations of $28.1 million; and an increase in other long-term liabilities of $.2 million. The measurement period adjustments resulted in an increase to goodwill of $14.5 million.

The purchase price allocation (shown below) and the March 30, 2013 consolidated balance sheet have been retrospectively adjusted to reflect the purchase accounting measurement period adjustments described above. Additionally, the adjustments did not have a material impact on the current period or any prior period consolidated statements of comprehensive income, and, therefore, prior period consolidated statements of comprehensive income have not been retrospectively adjusted.

8

MONRO MUFFLER BRAKE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The acquisitions resulted in goodwill related to, among other things, growth opportunities and unidentifiable intangible assets. All of the goodwill is expected to be deductible for tax purposes. We have recorded finite-lived intangible assets at their estimated fair value related to customer relationships, trade names and favorable leases.

In accordance with accounting guidance on business combinations, we expensed all costs related to the acquisitions in the nine months ended December 29, 2012. The total costs related to the acquisitions were $.6 million and $1.3 million for the three and nine months ended December 29, 2012, respectively. These costs are included in the consolidated statements of comprehensive income primarily under operating, selling, general and administrative expenses.

The purchase price of the acquisitions has been allocated to the net tangible and intangible assets acquired, with the remainder recorded as goodwill on the basis of estimated fair values, as follows:

	(Dollars in thousands)
Inventories	$	16,645
Other current assets		1,214
Property, plant and equipment		38,531
Intangible assets		19,920
Long-term deferred income tax asset		13,030
Total assets acquired		89,340
Warranty reserves		3,166
Other current liabilities		4,338
Long-term capital leases and financing obligations		43,218
Other long-term liabilities		4,096
Total liabilities assumed		54,818
Total net identifiable assets acquired	$	34,522
Total consideration transferred	$	144,715
Less: total net identifiable assets acquired		34,522
Goodwill	$	110,193

Intangible assets consist of customer relationships ($8.3 million), trade names ($6.6 million) and favorable leases ($5.0 million). Customer relationships, trade names and favorable leases are being amortized over their estimated useful lives. The weighted average useful lives are approximately six, 17 and 12 years, respectively. The weighted average useful life of all intangible assets is 11 years.

Sales for the fiscal 2013 acquired entities for the three and nine months ended December 29, 2012 totaled $21.7 million and $42.8 million, respectively for the period from acquisition date through December 29, 2012.

Supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro.

We continue to refine the valuation data and estimates related to road hazard warranty, intangible assets, real estate and real property leases for all other fiscal 2013 acquisitions and the fiscal 2014 acquisitions, and expect to complete the valuations no later than the first anniversary date of the respective acquisition. We anticipate that adjustments will continue to be made to the fair values of identifiable assets acquired and liabilities assumed and those adjustments may or may not be material.

9

MONRO MUFFLER BRAKE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 3 – Earnings Per Share

Basic earnings per common share (EPS) amounts are computed by dividing income available to common shareholders, after deducting preferred stock dividends, by the average number of common shares outstanding. Diluted EPS amounts assume the issuance of common stock for all potentially dilutive equivalent securities outstanding.

The following is a reconciliation of basic and diluted EPS for the respective periods:

	Quarter Ended Fiscal December						Nine Months Ended Fiscal December
	2013			2012			2013			2012
	(Dollars in thousands, except per share data)
Numerator for earnings per common share calculation:
Net Income	$	15,329		$	11,255		$	42,550		$	34,440
Preferred stock dividends		(83	)		(152	)		(250	)		(304	)
Income available to common stockholders	$	15,246		$	11,103		$	42,300		$	34,136
Denominator for earnings per common share calculation:
Weighted average common shares, basic		31,417			31,116			31,369			31,020
Effect of dilutive securities:
Preferred stock		760			760			760			760
Stock options		456			364			438			507
Weighted average common shares, diluted		32,633			32,240			32,567			32,287
Basic Earnings per common share:	$	.49		$	.36		$	1.35		$	1.10
Diluted Earnings per common share:	$	.47		$	.35		$	1.31		$	1.07

The computation of diluted EPS excludes the effect of the assumed exercise of approximately 86,000 and 98,000 stock options for the three and nine months ended fiscal December 28, 2013, respectively, and 1,034,000 and 967,000 stock options for the three and nine months ended December 29, 2012, respectively. Such amounts were excluded as the exercise prices of these stock options were greater than the average market value of our Common Stock for those periods, resulting in an anti-dilutive effect on diluted EPS.

Note 4 – Income Taxes

In the normal course of business, we provide for uncertain tax positions and the related interest and penalties, and adjust our unrecognized tax benefits and accrued interest and penalties accordingly. The total amounts of unrecognized tax benefits were $5.3 million and $5.7 million at December 28, 2013 and March 30, 2013, respectively, the majority of which, if recognized, would affect the effective tax rate. As of December 28, 2013, we had approximately $.3 million of interest and penalties accrued related to unrecognized tax benefits.

We file U.S. federal income tax returns and income tax returns in various state jurisdictions. Our fiscal 2011 through fiscal 2013 U.S. federal tax years and various state tax years remain subject to income tax examinations by tax authorities.

Note 5 – Fair Value

Long-term debt had a carrying amount and a fair value of $112.5 million as of December 28, 2013, as compared to a carrying amount and a fair value of $127.8 million as of March 30, 2013. The fair value of long-term debt was estimated based on discounted cash flow analyses using either quoted market prices for the same or similar issues, or the current interest rates offered to Monro for debt with similar maturities.

10

MONRO MUFFLER BRAKE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 6 – Supplemental Disclosure of Cash Flow Information

The following represents non-cash investing and financing activities during the periods indicated:

Nine Months Ended December 28, 2013:

In connection with the fiscal 2014 acquisitions, liabilities were assumed as follows:

Fair value of assets acquired	$	12,184,000
Goodwill acquired		16,714,000
Gain on bargain purchase		(261,000	)
Cash paid, net of cash acquired		(26,334,000	)
Liabilities assumed	$	2,303,000

Nine Months Ended December 29, 2012:

In connection with the fiscal 2013 acquisitions, liabilities were assumed as follows:

Fair value of assets acquired	$	89,340,000
Goodwill acquired		110,193,000
Cash paid, net of cash acquired		(144,715,000	)
Liabilities assumed	$	54,818,000

These amounts reflect final purchase accounting adjustments for the fiscal 2013 acquisitions. (See Note 2).

Note 7 – Cash Dividend

In May 2013, our Board of Directors declared its intention to pay a regular quarterly cash dividend during fiscal 2014 of $.11 per common share or common share equivalent to be paid beginning with the first quarter of fiscal 2014. However, the declaration of and any determination as to the payment of future dividends will be at the discretion of the Board of Directors and will depend on our financial condition, results of operations, capital requirements, compliance with charter and credit facility restrictions, and such other factors as the Board of Directors deems relevant.

11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The statements contained in this Quarterly Report on Form 10-Q that are not historical facts, including (without limitation) statements made in the Management’s Discussion and Analysis of Financial Condition and Results of Operations, may contain statements of future expectations and other forward-looking statements made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. When used in this Quarterly Report on Form 10-Q, the words “anticipates”, “believes”, “contemplates”, “see”, “could”, “estimate”, “appear”, “intend”, “plans” and variations thereof and similar expressions, are intended to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed. These factors include, but are not necessarily limited to, product demand, dependence on and competition within the primary markets in which Monro’s stores are located, the need for and costs associated with store renovations and other capital expenditures, the effect of economic conditions, seasonality, the impact of competitive services and pricing, parts supply restraints or difficulties, advances in automotive technologies, industry regulation, risks relating to leverage and debt service (including sensitivity to fluctuations in interest rates), continued availability of capital resources and financing, disruption or unauthorized access to our computer systems, risks relating to protection of customer and employee personal data, risks relating to litigation, risks relating to integration of acquired businesses, including goodwill impairment and the risks set forth in our Annual Report on Form 10-K for the fiscal year ended March 30, 2013 and subsequently filed quarterly reports on Form 10-Q. Except as required by law, we do not undertake to update any forward-looking statement that may be made from time to time by us or on our behalf.

Results of Operations

The following table sets forth income statement data of Monro Muffler Brake, Inc. expressed as a percentage of sales for the fiscal periods indicated:

	Quarter Ended Fiscal December						Nine Months Ended Fiscal December
	2013			2012			2013			2012
Sales		100.0	%		100.0	%		100.0	%		100.0	%
Cost of sales, including distribution and occupancy costs		62.0			63.4			61.3			61.3
Gross profit		38.0			36.6			38.7			38.7
Operating, selling, general and administrative expenses		25.6			26.7			26.9			27.9
Operating income		12.4			9.9			11.8			10.9
Interest expense - net		1.5			0.8			1.1			0.8
Other income - net		(0.2	)		0.0			(0.1	)		0.0
Income before provision for income taxes		11.1			9.1			10.7			10.1
Provision for income taxes		4.0			3.2			4.0			3.7
Net income		7.1	%		5.9	%		6.8	%		6.4	%

Third Quarter and Nine Months Ended December 28, 2013 Compared to Third Quarter and Nine Months Ended December 29, 2012

Sales were $216.7 million for the quarter ended December 28, 2013 as compared with $190.4 million in the quarter ended December 29, 2012. The sales increase of $26.3 million or 13.8%, was due primarily to an increase of $29.6 million related to new stores, excluding the former Kramer Tire stores. (The Kramer stores are considered comparable stores in fiscal 2014 as they were acquired on April 1, 2012 and in operation for a full fiscal year.) Comparable store sales also increased by .3%. Partially offsetting this was a decrease in sales from closed stores amounting to $1.5 million. There were 89 selling days in both the quarters ended December 28, 2013 and December 29, 2012.

12

Additionally, during the quarter ended December 29, 2012, we completed the bulk sale of approximately $2.4 million of slower moving inventory to a barter company in exchange for barter credits. There was no similar transaction in the third quarter of fiscal 2014. The barter transactions for the quarter ended December 29, 2012 decreased gross profit and operating expenses by .2% and .3%, of sales, respectively.

Sales were $628.2 million for the nine months ended December 28, 2013 as compared with $536.1 million in the nine months ended December 29, 2012. The sales increase of $92.1 million or 17.2%, was due to an increase of $99.5 million related to new stores, excluding Kramer. This was partially offset by a decrease in comparable store sales of .2% and a decrease in sales from closed stores amounting to $3.9 million. There were 270 selling days in the first nine months of fiscal 2014 and fiscal 2013.

For the nine months ended December 29, 2012, we sold a total of $2.4 million of slow moving inventory in exchange for barter credits.

At December 28, 2013, we had 951 company-operated stores and three franchised locations as compared with 918 company-operated stores and three franchised locations at December 29, 2012. (At March 30, 2013, we had 937 company-operated stores.) During the quarter ended December 28, 2013, we added 13 stores and closed two stores. Year-to-date, we have added 26 stores and closed 12 stores.

We believe that the increase in comparable store sales for the quarter ended December 28, 2013 resulted primarily from increased comparable store tire and brake sales related to harsher winter weather conditions than in the quarter ended December 29, 2012. Consumer purchasing decisions appear to have been based on safety concerns due to the harsher winter weather. However, due to continued weak economic conditions, we believe that consumers continue to defer service repairs, as evidenced by comparable store sales declines in other service categories.

Gross profit for the quarter ended December 28, 2013 was $82.3 million or 38.0% of sales as compared with $69.6 million or 36.6% of sales for the quarter ended December 29, 2012. The increase in gross profit for the quarter ended December 28, 2013, as a percentage of sales, is due to several factors, as discussed below.

Distribution and occupancy costs decreased as a percentage of sales from the prior year as we gained leverage on these largely fixed costs with higher overall sales. Additionally, occupancy costs decreased this quarter due in part to opening balance sheet lease accounting adjustments related to recent acquisitions. Labor costs decreased as a percentage of sales as compared to the prior year through focused payroll control. Labor productivity, as measured by sales per man hour, improved over the prior year quarter.

Total material costs, including outside purchases, were relatively flat with the prior year. We saw a meaningful decline in product costs, which were offset by a shift in sales mix to the lower margin tire category, due primarily to the fiscal year 2013 and 2014 acquisitions of tire stores with high tire sales mix. Additionally, excluding the fiscal year 2013 and 2014 acquisition stores, total material costs declined almost a full percentage point as compared to the third quarter of last year.

Gross profit for the nine months ended December 28, 2013 was $242.9 million as compared with $207.6 million for the nine months ended December 29, 2012, and remained flat at 38.7% of sales.

Operating expenses for the quarter ended December 28, 2013 were $55.4 million or 25.6% of sales as compared with $50.8 million or 26.7% of sales for the quarter ended December 29, 2012. Due to increased sales from the fiscal 2013 and fiscal 2014 acquisitions and the increase in comparable store sales, as well as continued cost control, we gained leverage on these largely fixed costs.

Within operating expenses, approximately $5 million in expenses were directly attributable to increased expenses such as manager pay, advertising and supplies related to the fiscal 2013 and fiscal 2014 acquisition stores. On a comparable store basis, operating expenses decreased, demonstrating some leverage in this line through focused cost control.

For the nine months ended December 28, 2013, operating expenses increased by $19.7 million to $169.0 million from the comparable period of the prior year and were 26.9% of sales as compared to 27.9% for the nine months ended December 29, 2012.

Operating income for the quarter ended December 28, 2013 of approximately $26.9 million increased by 43.0% as compared to operating income of approximately $18.8 million for the quarter ended December 29, 2012, and increased as a percentage of sales from 9.9% to 12.4% for the reasons described above.

Operating income for the nine months ended December 28, 2013 of approximately $73.9 million increased by 27.0% as compared to operating income of approximately $58.2 million for the nine months ended December 29, 2012, and increased as a percentage of sales from 10.9% to 11.8% for the reasons described above.

13

Net interest expense for the quarter ended December 28, 2013 increased by approximately $1.7 million as compared to the same period in the prior year, and increased from .8% to 1.5% as a percentage of sales for the same periods, due primarily to the true up of opening balance sheet lease accounting related to recent acquisitions. There was a corresponding decrease in occupancy costs (primarily rent) included in cost of sales during the quarter. There was an increase in the weighted average interest rate of approximately 180 basis points from the prior year related entirely to these opening balance sheet adjustments. The weighted average debt outstanding for the quarter ended December 28, 2013 increased by approximately $72 million as compared to the quarter ended December 29, 2012. This increase is primarily related to an increase in capital leases recorded in connection with the purchase of our fiscal 2013 acquisitions. This increase was partially offset by repayments made on our Revolving Credit Facility agreement (long-term debt).

Net interest expense for the nine months ended December 28, 2013 increased by approximately $2.9 million as compared to the same period in the prior year, and increased from .8% to 1.1% as a percentage of sales for the same periods. Weighted average debt increased by approximately $92 million and the weighted average interest rate decreased by approximately 35 basis points as compared to the same period of the prior year.

Other income, net, for the quarter ended December 28, 2013 of $.4 million increased $.3 million from $.1 million for the quarter ended December 29, 2012. The increase is primarily related to a gain on a bargain purchase from a store acquisition during fiscal 2014.

Other income, net, for the nine months ended December 28, 2013 was $.6 million as compared with $.3 million for the same period of the prior year.

The effective tax rate for the quarter ended December 28, 2013 and December 29, 2012 was 36.3% and 35.4%, respectively, of pre-tax income.

The effective tax rate for the nine months ended December 28, 2013 and December 29, 2012 was 36.9% and 36.6%, respectively, of pre-tax income.

Net income for the quarter ended December 28, 2013 of $15.3 million increased 36.2% from net income for the quarter ended December 29, 2012. Earnings per share on a diluted basis for the quarter ended December 28, 2013 of $.47 increased 34.3%.

For the nine months ended December 28, 2013, net income of $42.6 million increased 23.5% and diluted earnings per share of $1.31 increased 22.4%.

Capital Resources and Liquidity

Capital Resources

Our primary capital requirements in fiscal 2014 are the upgrading of facilities and systems and the funding of our store expansion program, including potential acquisitions of existing store chains. For the nine months ended December 28, 2013, we spent approximately $48.0 million on these items. Capital requirements were met primarily by cash flow from operations and from our revolving credit facility.

In May 2013, our Board of Directors declared its intention to pay a regular quarterly cash dividend of $.11 per common share or common share equivalent beginning with the first quarter of fiscal year 2014. We paid dividends of $10.6 million during the nine months ended December 28, 2013. However, the declaration of and any determination as to the payment of future dividends will be at the discretion of the Board of Directors and will depend on Monro’s financial condition, results of operations, capital requirements, compliance with charter and credit facility restrictions, and such other factors as the Board of Directors deems relevant.

We plan to continue to seek suitable acquisition candidates. We believe we have sufficient resources available (including cash flow from operations and bank financing) to expand our business as currently planned for the next twelve months.

Liquidity

In June 2011, we entered into a five-year, $175 million Revolving Credit Facility agreement with seven banks (the “Credit Facility”). The Credit Facility amended and restated, in its entirety, the Credit Facility previously entered into by Monro as of July 2005 and amended from time to time. The Credit Facility also provided an accordion feature permitting us to request an increase in availability of up to an additional $75 million.

14

In December 2012, the Credit Facility was amended to include the following: the committed sum was increased by $75 million to $250 million; the term was extended for another one and a half years, such that the Facility now expires in December 2017; and the $75 million accordion feature was maintained. There were no other changes in terms including those related to covenants or interest rates. There are now six banks participating in the syndication. There was $112.5 million outstanding under the Credit Facility at December 28, 2013.

Within the Credit Facility, we have a sub-facility of $40 million available for the purpose of issuing standby letters of credit. There was an outstanding letter of credit for $22.7 million at December 28, 2013.

The net availability under the Credit Facility at December 28, 2013 was $114.8 million.

Specific terms of the Credit Facility permit the payment of cash dividends not to exceed 50% of the prior year’s net income, and permit mortgages and specific lease financing arrangements with other parties with certain limitations. Additionally, the Credit Facility is not secured by our real property, although we have agreed not to encumber our real property, with certain permissible exceptions. The agreement also requires the maintenance of specified interest and rent coverage ratios. We were in compliance with all debt covenants at December 28, 2013.

We have financed certain store properties and equipment with capital leases/financing obligations, which amounted to $87.5 million at December 28, 2013 and are due in installments through 2042.

Recent Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board issued new accounting guidance for the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance requires companies to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income when applicable, or to cross-reference the reclassifications with other disclosures that provide additional detail about the reclassification made when the reclassifications are not made to net income. This guidance is effective for fiscal years and interim periods beginning after December 15, 2012. The adoption of this guidance in the first quarter of fiscal 2014 did not have an impact on Monro’s Consolidated Financial Statements.

In July 2013, the Financial Accounting Standards Board issued new accounting guidance for income tax presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. This guidance requires an entity to net its unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss or similar tax loss carryforwards, or tax credit carryforwards. The guidance is to be applied prospectively (with an option to apply retrospectively) and will apply to all unrecognized tax benefits that exist at the effective date. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013, with early adoption permitted. As we already net our unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss carryforwards, this guidance had no impact on Monro’s Consolidated Financial Statements.

Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification) and the Securities and Exchange Commission did not, or are not expected to have a material effect on Monro’s Consolidated Financial Statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risk from potential changes in interest rates. At December 28, 2013 and March 30, 2013, approximately .6% and .5%, respectively, of our debt financing, excluding capital leases and financing obligations, was at fixed interest rates and therefore, the fair value is affected by changes in market interest rates. Our cash flow exposure on floating rate debt would result in annual interest expense fluctuations of approximately $1.1 million based upon our debt position at December 28, 2013 and $1.3 million for the fiscal year ended March 30, 2013, given a 1% change in LIBOR.

Long-term debt had a carrying amount and a fair value of $112.5 million as of December 28, 2013, as compared to a carrying amount and a fair value of $127.8 million as of March 30, 2013.

15

Item 4. Controls and Procedures

Disclosure controls and procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports that we file or submit to the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

In conjunction with the close of each fiscal quarter and under the supervision of our Chief Executive Officer and Chief Financial Officer, we conduct an update, a review and an evaluation of the effectiveness of our disclosure controls and procedures. It is the conclusion of our Chief Executive Officer and Chief Financial Officer, based upon an evaluation completed as of the end of the most recent fiscal quarter reported on herein, that our disclosure controls and procedures were effective.

Changes in internal controls over financial reporting

There were no changes in our internal control over financial reporting during the quarter ended December 28, 2013 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

16

MONRO MUFFLER BRAKE, INC.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are not a party or subject to any legal proceedings other than certain claims and lawsuits that arise in the normal course of our business. We do not believe that such claims or lawsuits, individually or in the aggregate, will have a material adverse effect on our financial condition or results of operations.

Item 6. Exhibits

Exhibits

31.1 – Certification of John W. Van Heel pursuant to Section 302 of the Sarbanes – Oxley Act of 2002

31.2 – Certification of Catherine D’Amico pursuant to Section 302 of the Sarbanes – Oxley Act of 2002

32.1 – Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes – Oxley Act of 2002

101.CAL - XBRL Taxonomy Extension Calculation Linkbase

101.INS - XBRL Instance Document

101.LAB - XBRL Taxonomy Extension Label Linkbase

101.PRE - XBRL Taxonomy Extension Presentation Linkbase

101.SCH - XBRL Taxonomy Extension Schema Linkbase

101.DEF - XBRL Taxonomy Extension Definition Linkbase

17

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.

	MONRO MUFFLER BRAKE, INC.
DATE: February 4, 2014	By:	/s/ John W. Van Heel
		John W. Van Heel
		Chief Executive Officer and President
DATE: February 4, 2014	By:	/s/ Catherine D’Amico
		Catherine D’Amico
		Executive Vice President-Finance, Treasurer,
		Chief Financial Officer (Principal Financial Officer
		and Principal Accounting Officer)

18

EXHIBIT INDEX

Exhibit No.	Description	Page No.
31.1	Certification of John W. Van Heel pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		20
31.2	Certification of Catherine D’Amico pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		21
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		22
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.INS	XBRL Instance Document
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase
101.SCH	XBRL Taxonomy Extension Schema Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase

19

EX-31.1

Exhibit 31.1

CERTIFICATION

I, John W. Van Heel, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Monro Muffler Brake, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 4, 2014

/s/ John W. Van Heel

John W. Van Heel

Chief Executive Officer and President

20

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Catherine D’Amico, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Monro Muffler Brake, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 4, 2014

/s/ Catherine D’Amico

Catherine D’Amico

Executive Vice President – Finance and

Chief Financial Officer

21

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

(SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002)

Pursuant to, and solely for purposes of, 18 U.S.C. Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002), each of the undersigned hereby certifies in the capacity and on the date indicated below that:

1. The Quarterly Report of Monro Muffler Brake, Inc. (“Monro”) on Form 10-Q for the period ended December 28, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Monro.

/s/ John W. Van Heel	Dated: February 4, 2014
John W. Van Heel
Chief Executive Officer and President
/s/ Catherine D’Amico	Dated: February 4, 2014
Catherine D’Amico
Executive Vice President – Finance and
Chief Financial Officer

22

XML

Supplemental Disclosure of Cash Flow Information (Details) (USD $)	9 Months Ended
	Dec. 28, 2013	Dec. 29, 2012
Supplemental Cash Flow [Line Items]
Fair value of assets acquired	$ 12,184,000	$ 89,340,000
Goodwill acquired	16,714,000	110,193,000
Gain on bargain purchase	(261,000)	0
Cash paid, net of cash acquired	(26,334,000)	(144,715,000)
Liabilities assumed	$ 2,303,000	$ 54,818,000

XML

Condensed Consolidated Financial Statements

9 Months Ended

Dec. 28, 2013

Organization Consolidation And Presentation Of Financial Statements Disclosure [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1 –Condensed Consolidated Financial Statements

The consolidated balance sheets as of December 28, 2013 and March 30, 2013, the consolidated statements of comprehensive income for the quarters and nine months ended December 28, 2013 and December 29, 2012, the consolidated statements of cash flows for the nine months ended December 28, 2013 and December 29, 2012,and the consolidated statement of changes in shareholders' equity for thenine months ended December 28, 2013, include financial information for Monro Muffler Brake, Inc. and its wholly-owned subsidiary, Monro Service Corporation (collectively, “Monro”, “we”, “us”, “our”). These unaudited,condensed consolidated financial statements have been prepared by Monro. We believe all known adjustments (consisting of normal recurring accruals or adjustments) have been made to fairly state the financial position, results of operations and cash flows for the unaudited periods presented.

Interim results are not necessarily indicative of results for a full year. The year-endconsolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. The information included in this Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in our annual report on Form 10-K for the year ended March 30, 2013.

We report our results on a 52/53 week fiscal year with the fiscal year ending on the last Saturday in March of each year. The following are the dates represented by each fiscal period reported in these condensed financial statements:

       “Quarter Ended Fiscal December 2013”September 29, 2013 – December 28, 2013 (13 weeks)
“Quarter Ended Fiscal December 2012”September 30, 2012 – December 29, 2012 (13 weeks)

       “Nine Months Ended FiscalDecember 2013”       March 31, 2013– December 28, 2013 (39 weeks)

       “Nine Months Ended Fiscal December 2012”       April 1, 2012– December 29, 2012 (39 weeks)

       Fiscal year 2014, ending March 29, 2014, is a 52 week year.

Retrospective Adjustments – Purchase Accounting

During the quarter ended December 2013, we finalized the purchase accounting for several acquisitions that occurred in fiscal year 2013. We retrospectively adjusted the provisional amounts recognized at the acquisition dates to reflect fair value and made adjustments to the March 30, 2013 consolidated balance sheet. See Note 2 – “Acquisitions” for details.

Recent Accounting Pronouncements

       In February 2013, the Financial Accounting Standards Board issued new accounting guidance for the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance requires companies to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income when applicable, or to cross-reference the reclassifications with other disclosures that provide additional detail about the reclassification made when the reclassifications are not made to net income. This guidance is effective for fiscal years and interim periods beginning after December 15, 2012. The adoption of this guidance in the first quarter of fiscal 2014 did not have an impact on Monro's Consolidated Financial Statements.

In July 2013, the Financial Accounting Standards Board issued new accounting guidance for income tax presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists.This guidance requires an entity to net its unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss or similar tax loss carryforwards, or tax credit carryforwards. The guidance is to be applied prospectively (with an option to apply retrospectively) and will apply to all unrecognized tax benefits that exist at the effective date. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013, with early adoption permitted. As we already net our unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss carryforwards, this guidance had no impact on Monro's Consolidated Financial Statements.

       Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification) and the Securities and Exchange Commission did not, or are not expected to have a material effect on Monro's Consolidated Financial Statements.

XML

Consolidated Statements of Cash Flows (Unaudited) (USD $)	9 Months Ended
	Dec. 28, 2013	Dec. 29, 2012
Cash flows from operating activities
Net income	$ 42,550,000	$ 34,440,000
Adjustments to reconcile net income to net cash provided by operating activities -
Depreciation and amortization	23,755,000	19,422,000
Gain on bargain purchase	(261,000)	0
Loss on disposal of assets	79,000	320,000
Stock-based compensation expense	2,928,000	2,412,000
Excess tax benefits from share-based payment arrangements	(133,000)	(270,000)
Net change in deferred income taxes	1,513,000	(280,000)
Change in operating assets and liabilities:
Trade receivables	(323,000)	(252,000)
Inventories	(4,300,000)	(1,354,000)
Other current assets	2,604,000	(1,383,000)
Other non-current assets	2,034,000	596,000
Trade payables	(862,000)	8,002,000
Accrued expenses	1,948,000	(742,000)
Federal and state income taxes payable	4,275,000	2,813,000
Other long-term liabilities	(11,000)	(352,000)
Long-term income taxes payable	(763,000)	(200,000)
Total adjustments	32,483,000	28,732,000
Net cash provided by operating activities	75,033,000	63,172,000
Cash flows from investing activiites:
Capital expenditures	(21,686,000)	(21,066,000)
Acquisitions, net of cash acquired	(26,334,000)	(145,967,000)
Proceeds from the disposal of assets	3,898,000	2,997,000
Net cash used for investing activities	(44,122,000)	(164,036,000)
Cash flows from financing activities:
Proceeds from borrowings	234,980,000	284,675,000
Principal payments on long-term debt, capital leases and financing obligations	(255,440,000)	(169,112,000)
Exercise of stock options	3,466,000	2,075,000
Excess tax benefits from share-based payment arrangements	133,000	270,000
Dividends to shareholders	(10,608,000)	(12,739,000)
Net cash (used for) provided by financing activities	(27,469,000)	105,169,000
Increase in cash	3,442,000	4,305,000
Cash at beginning of period	1,463,000	3,257,000
Cash at end of period	$ 4,905,000	$ 7,562,000

XML

Consolidated Balance Sheets (Unaudited) (USD $) In Thousands, unless otherwise specified	Dec. 28, 2013	Mar. 30, 2013
Current assets
Cash and equivalents	$ 4,905	$ 1,463
Trade receivables	3,158	2,835
Federal and state income taxes receivable	0	2,336
Inventories	124,067	118,210
Deferred income tax asset	14,994	13,154
Other current assets	25,919	28,412
Total current assets	173,043	166,410
Property, plant and equipment	523,708	504,080
Less - Accumulated depreciation and amortization	(245,051)	(229,034)
Net property, plant and equipment	278,657	275,046
Goodwill	266,497	249,803
Intangible assets	31,414	32,396
Other non-current assets	9,567	10,458
Long-term deferred income tax asset	2,221	5,320
Total assets	761,399	739,433
Current liabilities
Current portion of long-term debt, capital leases and financing obligations	7,489	6,833
Trade payables	60,144	61,006
Federal and state income taxes payable	642	0
Accrued payroll, payroll taxes and other payroll benefits	17,243	18,302
Accrued insurance	33,140	29,498
Warranty reserves	9,779	9,060
Other current liabilities	14,105	13,431
Total current liabilities	142,542	138,130
Long-term capital leases and financing obligations	80,649	86,962
Long-term debt	112,483	127,847
Accrued rent expense	5,597	6,057
Other long-term liabilities	13,052	11,965
Long-term income taxes payable	2,667	3,430
Total liabilities	356,990	374,391
Commitments
Shareholders' equity
Class C Convertible Preferred Stock, $1.50 par value, $.064 conversion value, 150,000 shares authorized; 32,500 shares issued and outstanding	49	49
Common Stock, $.01 par value, 65,000,000 shares authorized; 37,509,042 and 37,327,967 shares issued at December 28, 2013 and March 30, 2013, respectively	375	373
Treasury Stock, 6,073,836 shares at cost	(90,064)	(90,064)
Additional paid-in capital	139,149	131,460
Accumulated other comprehensive loss	(4,309)	(4,043)
Retained earnings	359,209	327,267
Total shareholders' equity	404,409	365,042
Total liabilities and shareholders' equity	$ 761,399	$ 739,433

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Consolidated Statement of Changes in Shareholders' Equity (Unaudited) (USD $) In Thousands	Total	Preferred Stock	Common Stock Member	Treasury Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Retained Earnings
Balance beginning at Mar. 30, 2013	$ 365,042	$ 49	$ 373	$ (90,064)	$ 131,460	$ (4,043)	$ 327,267
Net income	42,550						42,550
Pension liability adjustment (($429) pre-tax)	(266)					(266)
Preferred stock cash dividends	(250)						(250)
Common stock cash dividends	(10,358)						(10,358)
Tax benefit from exercise of stock options	1,297				1,297
Exercise of stock options	3,466		2		3,464
Stock-based compensation	2,928				2,928
Balance ending at Dec. 28, 2013	$ 404,409	$ 49	$ 375	$ (90,064)	$ 139,149	$ (4,309)	$ 359,209

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Earnings Per Share (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Dec. 28, 2013	Dec. 29, 2012	Dec. 28, 2013	Dec. 29, 2012
Numerator For Earnings Per Share Calculation [Abstract]
Net income	$ 15,329	$ 11,255	$ 42,550	$ 34,440
Preferred stock dividends	(83)	(152)	(250)	(304)
Income available to common shareholders	$ 15,246	$ 11,103	$ 42,300	$ 34,136
Denominator for earnings per common share calculation:
Weighted average common shares, basic	31,417	31,116	31,369	31,020
Effect of dilutive securities:
Preferred stock	760	760	760	760
Stock options	456	364	438	507
Weighted average number of common shares, diluted	32,633	32,240	32,567	32,287
Basic Earnings per common share:	$ 0.49	$ 0.36	$ 1.35	$ 1.10
Diluted Earnings per common share:	$ 0.47	$ 0.35	$ 1.31	$ 1.07
Antidilutive securities excluded from computation of earnings per share	86,000	98,000	1,034,000	967,000

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Fair Value (Details) (USD $) In Millions, unless otherwise specified	Dec. 28, 2013	Mar. 30, 2013
Fair Value Disclosures [Abstract]
Carrying amount of long-term debt ( including current portion)	$ 112.5	$ 127.8
Fair value of long-term debt (including current portion)	$ 112.5	$ 127.8

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Consolidated Statement of Changes in Shareholders' Equity (Parentheticals) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended			9 Months Ended
	Dec. 28, 2013	Sep. 28, 2013	Jun. 29, 2013	Dec. 28, 2013
DividendsCashAbstract
Preferred stock cash dividends per common stock equivalent	$ 0.11	$ 0.11	$ 0.11
Common stock cash dividends per share	$ 0.11	$ 0.11	$ 0.11
Pension liability adjustment - pre-tax
Pension liability adjustment - pre-tax				$ 429

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Consolidated Balance Sheets (Parentheticals) (Unaudited) (USD $)	Dec. 28, 2013	Mar. 30, 2013
Common stock par value	$ 0.01	$ 0.01
Common stock authorized	65,000,000	65,000,000
Common shares issued	37,509,042	37,327,967
Treasury stock	6,073,836	6,073,836
Preferred Class C [Member]
Preferred stock par value	$ 1.50	$ 1.50
Preferred stock conversion value	$ 0.064	$ 0.064
Preferred stock shares authorized	150,000	150,000
Preferred stock shares issued	32,500	32,500
Preferred stock shares outstanding	32,500	32,500

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Earnings Per Share (Tables)

9 Months Ended

Dec. 29, 2012

Earnings Per Share Basic And Diluted [Abstract]

Schedule Of Earnings Per Share Basic And Diluted Table Text Block

		Quarter Ended				Nine Months Ended
		Fiscal December				Fiscal December
			2013		2012		2013		2012
		(Dollars in thousands,
		except per share data)
Numerator for earnings per common share calculation:
Net Income		$	15,329	$	11,255	$	42,550	$	34,440
Preferred stock dividends			(83)		(152)		(250)		(304)
Income available to common stockholders		$	15,246	$	11,103	$	42,300	$	34,136
Denominator for earnings per common share calculation:
Weighted average common shares, basic			31,417		31,116		31,369		31,020
Effect of dilutive securities:
	Preferred stock		760		760		760		760
	Stock options		456		364		438		507
Weighted average common shares, diluted			32,633		32,240		32,567		32,287
Basic Earnings per common share:		$	.49	$	.36	$	1.35	$	1.10
Diluted Earnings per common share:		$	.47	$	.35	$	1.31	$	1.07

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Document and Entity Information (USD $)	3 Months Ended
	Dec. 28, 2013	Jan. 24, 2014	Sep. 29, 2012
Document And Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Dec. 28, 2013
Amendment Flag	false
Entity Registrant Name	MONRO MUFFLER BRAKE INC
Entity Central Index Key	0000876427
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Current Fiscal Year End Date	--03-29
Entity Filer Category	Large Accelerated Filer
Entity Well Known Seasoned Issuer	Yes
Entity Common Stock Shares Outstanding		31,449,326
Entity Public Float			$ 1,021,500,000
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3

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Supplemental Disclosure of Cash Flow Information (Tables)

9 Months Ended

Dec. 28, 2013

Supplemental Cash Flow Information Abstract

ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock

Fair value of assets acquired	$	12,184,000
Goodwill acquired		16,714,000
Gain on bargain purchase		(261,000)
Cash paid, net of cash acquired		(26,334,000)
Liabilities assumed	$	2,303,000

Fair value of assets acquired	$	89,340,000
Goodwill acquired		110,193,000
Cash paid, net of cash acquired		(144,715,000)
Liabilities assumed	$	54,818,000

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Consolidated Statements of Comprehensive Income (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Dec. 28, 2013	Dec. 29, 2012	Dec. 28, 2013	Dec. 29, 2012
Statement of Comprehensive Income
Sales	$ 216,695	$ 190,437	$ 628,188	$ 536,088
Cost of sales, including distribution and occupancy costs	134,371	120,827	385,238	328,515
Gross profit	82,324	69,610	242,950	207,573
Operating, selling, general and administrative expenses	55,398	50,782	169,005	149,331
Operating income	26,926	18,828	73,945	58,242
Interest expense, net of interest income	3,216	1,473	7,074	4,141
Other income, net	(352)	(59)	(583)	(250)
Income before provision for income taxes	24,062	17,414	67,454	54,351
Provision for income taxes	8,733	6,159	24,904	19,911
Net income	15,329	11,255	42,550	34,440
Changes in pension, net of tax benefit of $54 and $163 for the quarter and nine months ended fiscal December 2013, respectively	(89)	0	(266)	0
Comprehensive income	$ 15,240	$ 11,255	$ 42,284	$ 34,440
Earnings per share
Basic	$ 0.49	$ 0.36	$ 1.35	$ 1.10
Diluted	$ 0.47	$ 0.35	$ 1.31	$ 1.07

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Income Taxes

9 Months Ended

Dec. 28, 2013

Income Tax Disclosure [Abstract]

Income Tax Disclosure Text Block

Note 4 – Income Taxes

       In the normal course of business, we provide for uncertain tax positions and the related interest and penalties, and adjustour unrecognized tax benefits and accrued interest and penalties accordingly. The total amounts of unrecognized tax benefits were $5.3 million and $5.7million at December 28, 2013and March 30, 2013, respectively, the majority of which, if recognized, would affect the effective tax rate. As of December 28, 2013, we had approximately $.3million of interest and penalties accrued related to unrecognized tax benefits.

We file U.S. federal income tax returns and income tax returns in various state jurisdictions. Our fiscal 2011 through fiscal 2013U.S. federal tax years and various state tax years remain subject to income tax examinations by tax authorities.

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Earnings Per Share

9 Months Ended

Dec. 28, 2013

Earnings Per Share Basic And Diluted [Abstract]

Earnings Per Share Text Block

Note 3 – Earnings Per Share

       Basic earnings per common share (EPS) amounts are computed by dividing income available to common shareholders, after deducting preferred stock dividends, by the average number of common shares outstanding. Diluted EPS amounts assume the issuance of common stock for all potentially dilutive equivalent securities outstanding.

The following is a reconciliation of basic and diluted EPS for the respective periods:

		Quarter Ended				Nine Months Ended
		Fiscal December				Fiscal December
			2013		2012		2013		2012
		(Dollars in thousands,
		except per share data)
Numerator for earnings per common share calculation:
Net Income		$	15,329	$	11,255	$	42,550	$	34,440
Preferred stock dividends			(83)		(152)		(250)		(304)
Income available to common stockholders		$	15,246	$	11,103	$	42,300	$	34,136
Denominator for earnings per common share calculation:
Weighted average common shares, basic			31,417		31,116		31,369		31,020
Effect of dilutive securities:
	Preferred stock		760		760		760		760
	Stock options		456		364		438		507
Weighted average common shares, diluted			32,633		32,240		32,567		32,287
Basic Earnings per common share:		$	.49	$	.36	$	1.35	$	1.10
Diluted Earnings per common share:		$	.47	$	.35	$	1.31	$	1.07

The computation of diluted EPS excludes the effect of the assumed exercise of approximately 86,000 and 98,000 stock options for the three andninemonths ended fiscal December 28, 2013,respectively, and 1,034,000 and 967,000 stock options for the three and nine months ended December 29, 2012, respectively. Such amounts were excluded as the exercise prices of these stock options were greater than the average market value of ourCommon Stock for those periods, resulting in an anti-dilutive effect on diluted EPS.

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	Dec. 28, 2013	Mar. 30, 2013
Income Tax Uncertainties
Unrecognized tax benefits	$ 5.3	$ 5.7
Interest and penalties accrued related to unrecognized tax benefits	$ 0.3

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Condensed Consolidated Financial Statements (Details)	9 Months Ended
	Dec. 28, 2013
Organization Consolidation And Presentation Of Financial Statements Disclosure [Abstract]
Company reported results maximum	53 weeks
Company reported results minimum	52 weeks
Company reported results current year fiscal quarter	13 weeks
Company reported results prior year fiscal quarter	13 weeks
Company reported results current fiscal year to date	39 weeks
Company reported results prior fiscal year to date	39 weeks
Company reported results current fiscal year	52 weeks

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Cash Dividend

9 Months Ended

Dec. 28, 2013

DividendsCashAbstract

Cash Dividends [Text Block]

Note 7 – Cash Dividend

       In May 2013, our Board of Directors declared its intention to pay a regular quarterly cash dividend during fiscal 2014 of $.11 per common share or common share equivalent to be paid beginning with the first quarter of fiscal 2014. However, the declaration of and any determination as to the payment of future dividends will be at the discretion of the Board of Directors and will depend on our financial condition, results of operations, capital requirements, compliance with charter and credit facility restrictions, and such other factors as the Board of Directors deems relevant.

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Fair Value

9 Months Ended

Dec. 28, 2013

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]

Note 5 – Fair Value

Long-term debt had a carrying amount and a fair value of $112.5million as of December 28, 2013, as compared to a carrying amount and a fair value of $127.8 million as of March 30, 2013. The fair value of long-term debt was estimated based on discounted cash flow analyses using either quoted market prices for the same or similar issues, or the current interest rates offered to Monro for debt with similar maturities.

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Supplemental Disclosure of Cash Flow Information

9 Months Ended

Dec. 28, 2013

Supplemental Cash Flow Information Abstract

Cash Flow Supplemental Disclosures Text Block

Note 6 – Supplemental Disclosure of Cash Flow Information

The following represents non-cash investing and financing activities during the periods indicated:

Nine Months Ended December 28, 2013:

In connection with the fiscal 2014 acquisitions, liabilities were assumed as follows:

Fair value of assets acquired	$	12,184,000
Goodwill acquired		16,714,000
Gain on bargain purchase		(261,000)
Cash paid, net of cash acquired		(26,334,000)
Liabilities assumed	$	2,303,000

Nine Months Ended December 29, 2012:

In connection with the fiscal 2013 acquisitions, liabilities were assumed as follows:

Fair value of assets acquired	$	89,340,000
Goodwill acquired		110,193,000
Cash paid, net of cash acquired		(144,715,000)
Liabilities assumed	$	54,818,000

These amounts reflect final purchase accounting adjustments for the fiscal 2013 acquisitions. (See Note 2).

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Acquisitions (Tables)

9 Months Ended

Dec. 28, 2013

Business Combinations [Abstract]

Schedule Of Purchase Price [Table Text Block]

	(Dollars in thousands)
Inventories		$	16,645
Other current assets			1,214
Property, plant and equipment			38,531
Intangible assets			19,920
Long-term deferred income tax asset			13,030
Total assets acquired			89,340
Warranty reserves			3,166
Other current liabilities			4,338
Long-term capital leases and financing obligations			43,218
Other long-term liabilities			4,096
Total liabilities assumed			54,818
Total net identifiable assets acquired		$	34,522
Total consideration transferred		$	144,715
Less: total net identifiable assets acquired			34,522
Goodwill		$	110,193

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Acquisitions Additional Information (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Dec. 29, 2012
Acquired Finite-Lived Intangible Assets [Line Items]
Customer relationships	$ 8.3
Trade names	6.6
Favorable leases	$ 5.0
All finite lived intangible assets
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average useful life	11 years
Trade names
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average useful life	17 years
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average useful life	6 years
Favorable leases
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average useful life	12 years

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Cash Dividends (Details) (USD $)	3 Months Ended
	Mar. 29, 2014	Dec. 28, 2013	Sep. 28, 2013	Jun. 29, 2013
DividendsCashAbstract
Common stock cash dividends per share declared	$ 0.11	$ 0.11	$ 0.11	$ 0.11

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Consolidated Statements of Comprehensive Income (Parentheticals) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Dec. 28, 2013	Dec. 29, 2012	Dec. 28, 2013	Dec. 29, 2012
Statement of Comprehensive Income
Tax benefit related to changes in pension	$ 54	$ 0	$ 163	$ 0

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Acquisitions

9 Months Ended

Dec. 28, 2013

Business Combinations [Abstract]

Mergers Acquisitions And Dispositions Disclosures [Text Block]

Note 2 – Acquisitions

Acquisitions are strategic moves in our plan to fill in and expand our presence in existing and contiguous markets, and leverage fixed operating costs such as distribution and advertising.

Fiscal 2014

On November 17, 2013, we acquired six retail tire and automotive repair stores located in Delaware and Maryland and four retail tire and automotive repair stores located in Kentucky from two separate sellers.

On August 18, 2013, we acquired 10 retail automotive repair stores located in the Washington D.C. metropolitan area from Curry's Automotive Group. These retail automotive repair stores operate under the Curry's/Mr. Tire name.

       The fiscal 2014 acquisitionsare not material to the Consolidated Financial Statements and supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro.These acquisitions were financed through our existing credit facility.

Fiscal 2013

On April 1, 2012, we acquired 20 retail tire and automotive repair stores located in Virginia from Kramer Tire Co. (“Kramer”). We finalized the purchase accounting for this acquisition in the fourth quarter of fiscal 2013.

As part of the acquisition process, the purchase accounting was finalized during fiscal 2014 for the following fiscal 2013 acquisitions.

On June 3, 2012, we acquired 18 retail tire and automotive repair stores located in North Carolina from Colony Tire Corporation (“Colony”). We finalized the purchase accounting for this acquisition during the first quarter of fiscal 2014.

On August 12, 2012, we acquired 17 retail automotive repair and tire stores located in Wisconsin and South Carolina from Tuffy Associates Corp. (“Tuffy”). We finalized the purchase accounting for this acquisition during the second quarter of fiscal 2014.

On October 7, 2012, we acquired five retail tire and automotive repair stores located in New York from Chesley Co. Inc., a former Midas franchise. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On October 14, 2012, we acquired one retail tire and automotive repair store located in Massachusetts from Brothers Tire, Inc. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On November 18, 2012, we acquired 31 retail tire stores located in Indiana, Tennessee and Illinois from Everybody's Oil Corporation. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

On December 16, 2012, we acquired 27 retail tire and automotive repair stores located in Indiana and Kentucky and a wholesale operation and warehouse in Kentucky from Ken Towery's Auto Care of Kentucky, Inc. and Ken Towery's Auto Care of Indiana, Inc. We finalized the purchase accounting for this acquisition during the third quarter of fiscal 2014.

As a result of the final purchase price allocations, certain of the fair value amounts previously estimated were adjusted during the measurement period. These measurement period adjustments related to updated valuation reports and appraisals received from our external valuation specialists, as well as revisions to internal estimates. The changes in estimates include an increase in property, plant and equipment of $4.2 million; an increase in intangible assets of $3.9 million; an increase in the long-term deferred income tax asset of $7.4 million; an increase in the current portion of long-term debt, capital leases and financing obligations of $1.9 million; a decrease in warranty reserves of $.2 million; an increase in long-term capital leases and financing obligations of $28.1 million; and an increase in other long-term liabilities of $.2 million. The measurement period adjustments resulted in an increase to goodwill of $14.5 million.

The purchase price allocation (shown below) and the March 30, 2013consolidated balance sheet have been retrospectively adjusted to reflect the purchase accountingmeasurement period adjustments described above. Additionally, the adjustments did not have a material impact on the current period or any prior periodconsolidated statements of comprehensive income, and, therefore, prior period consolidated statements of comprehensive income have not been retrospectively adjusted.

The acquisitions resulted in goodwill related to, among other things, growth opportunities and unidentifiable intangible assets. All of the goodwill is expected to be deductible for tax purposes. We have recorded finite-lived intangible assets at their estimated fair value related to customer relationships, trade names and favorable leases.

In accordance with accounting guidance on business combinations, we expensed all costs related to the acquisitions in the nine months ended December 29, 2012. The total costs related to the acquisitions were $.6 million and $1.3 million for the three and nine months ended December 29, 2012, respectively. These costs are included in the consolidated statements of comprehensive income primarily under operating, selling, general and administrative expenses.

       The purchase price of the acquisitions has been allocated to the net tangible and intangible assets acquired, with the remainder recorded as goodwill on the basis of estimated fair values, as follows:

	(Dollars in thousands)
Inventories		$	16,645
Other current assets			1,214
Property, plant and equipment			38,531
Intangible assets			19,920
Long-term deferred income tax asset			13,030
Total assets acquired			89,340
Warranty reserves			3,166
Other current liabilities			4,338
Long-term capital leases and financing obligations			43,218
Other long-term liabilities			4,096
Total liabilities assumed			54,818
Total net identifiable assets acquired		$	34,522
Total consideration transferred		$	144,715
Less: total net identifiable assets acquired			34,522
Goodwill		$	110,193

Intangible assets consist of customer relationships ($8.3 million), trade names ($6.6 million) and favorable leases ($5.0 million). Customer relationships, trade names and favorable leases are being amortized over their estimated useful lives. The weighted average useful lives are approximately six, 17and 12 years, respectively. The weighted average useful life of all intangible assets is 11 years.

Sales for the fiscal 2013 acquired entities for the three and nine months ended December 29, 2012 totaled $21.7 million and $42.8 million, respectively for the period from acquisition date through December 29, 2012.

Supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro.

We continue to refine the valuation data and estimates related to road hazard warranty, intangible assets, real estate and real property leases for all other fiscal 2013 acquisitions and the fiscal 2014 acquisitions, and expect to complete the valuations no later than the first anniversary date of the respective acquisition. We anticipate that adjustments will continue to be made to the fair values of identifiable assets acquired and liabilities assumed and those adjustments may or may not be material.

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Acquisitions (Details) (USD $)	3 Months Ended	9 Months Ended		9 Months Ended
	Dec. 29, 2012	Dec. 29, 2012	Dec. 28, 2013	Dec. 29, 2012 Kramer Acquisition numberofstores	Dec. 29, 2012 Colony Acquisition numberofstores	Dec. 29, 2012 Tuffy Acquisition numberofstores	Dec. 29, 2012 Brothers Acquisition numberofstores	Dec. 29, 2012 Chesley Acquisition numberofstores	Dec. 29, 2012 Everybody's Oil Acquisition numberofstores	Dec. 29, 2012 Towery Acquisition numberofstores numberofwarehouses	Dec. 28, 2013 Curry Acquisition numberofstores	Dec. 29, 2012 Delaware and Maryland Stores Acquisitions [Member] numberofstores	Dec. 29, 2012 Kentucky Stores Acquisition [Member] numberofstores	Dec. 29, 2012 Third Quarter Fiscal 2014 Acquisitions [Member] numberofsellers
Business Acquisition [Line Items]
Number of stores acquired				20	18	17	1	5	31	27	10	6	4
Number of sellers														2
Number of wholesale operations acquired										1
Number of warehouses acquired										1
Property, plant and equipment, purchase price adjustment	$ 4,200,000	$ 4,200,000
Intangible assets, purchase price adjustment	3,900,000	3,900,000
Long-term deferred income tax asset, purchase price adjustment	7,400,000	7,400,000
Current portion of long-term debt, capital leases and financing obligations, purchase price adjustment	1,900,000	1,900,000
Warranty reserves, purchase price adjustment	(200,000)	(200,000)
Long-term capital leases and financing obligations, purchase price adjustment	28,100,000	28,100,000
Other long-term liabilities, purchase price adjustment	200,000	200,000
Goodwill, purchase price adjustment	14,500,000	14,500,000
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items]
Inventories	16,645,000	16,645,000
Other current assets	1,214,000	1,214,000
Property, plant and equipment	38,531,000	38,531,000
Intangible assets	19,920,000	19,920,000
Long-term deferred income tax asset	13,030,000	13,030,000
Total assets acquired	89,340,000	89,340,000	12,184,000
Warranty reserves	3,166,000	3,166,000
Other current liabilities	4,338,000	4,338,000
Long-term capital leases and financing obligations	43,218,000	43,218,000
Other long-term liabilities	4,096,000	4,096,000
Total liabilities assumed	54,818,000	54,818,000	2,303,000
Total net identifiable assets acquied	34,522,000	34,522,000
Total consideration transferred	144,715,000	144,715,000	26,334,000
Less: total net identifiable assets acquired	34,522,000	34,522,000
Goodwill		110,193,000
Total costs related to acquisitions	600,000	1,300,000
Sales for the fiscal 2013 acquired entities	$ 21,700,000	$ 42,800,000