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 (Date of earliest event reported): July
28, 2011
Morton's
Restaurant Group, Inc.
(Exact
name of registrant as specified in charter)
Delaware |
1-12692 |
13-3490149 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
325 North LaSalle Street, Suite 500 |
(Address of principal executive offices and zip code) |
Registrant’s telephone number, including area code: (312)
923-0030
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 |
On July 28, 2011, the Company issued a press release relating to its results of operations for the fiscal second quarter ended July 3, 2011, a copy of which is furnished as Exhibit 99.1 hereto.
Item 9.01 |
Financial Statements and Exhibits |
(d) |
Exhibits. |
The following exhibit is furnished herewith: |
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Exhibit 99.1 Press Release dated July 28, 2011. |
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 hereunto duly authorized.
Morton's Restaurant Group, Inc. |
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Date: | July 28, 2011 |
/s/ Ronald M. DiNella |
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Ronald M. DiNella |
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Senior Vice President, |
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Chief Financial Officer |
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And Treasurer |
Exhibit 99.1
Morton’s Restaurant Group, Inc. Reports Results for Second Quarter 2011
- Second Quarter Revenues Increased 10.7% to $78.0 Million from $70.5 Million –
- Revenues for Morton’s Comparable Restaurants Increased 8.2% –
- Company Provides Guidance for Fiscal Third Quarter and Revised Full Year 2011 –
CHICAGO--(BUSINESS WIRE)--July 28, 2011--Morton’s Restaurant Group, Inc. (NYSE: MRT) today reported unaudited financial results for its fiscal 2011 second quarter ended July 3, 2011.
Financial results for the three month period ended July 3, 2011, compared to the three month period ended July 4, 2010
Financial results for the six month period ended July 3, 2011, compared to the six month period ended July 4, 2010
“We are pleased to report a strong second quarter, with comparable restaurant revenue up by 8.2%, reflecting our sixth consecutive quarter with positive comparable revenues,” said Christopher J. Artinian, President and Chief Executive Officer of Morton's Restaurant Group, Inc. “We also experienced an increase in overall traffic during the quarter, and our higher sales volumes were accompanied by expanded operating margins. In addition, business travel continues to trend positively, as evidenced by our increased traffic in convention markets. We remain well positioned to continue to grow our world recognized brand both domestically and internationally, especially in Asia. I remain especially proud of our employees who set the bar so high and consistently deliver the Morton's Gold Standard experience to our guests, and who take such pride in serving ‘The Best Steak Anywhere!’”
Fiscal 2011 Financial Guidance
Actual results could differ materially from the guidance provided herein as a result of numerous factors, many of which are beyond the Company’s control and are highly dependent upon overall economic conditions. Please refer to the “Cautionary Note on Forward-Looking Statements” later in this press release in conjunction with this guidance.
The Company currently expects the following financial results for the third fiscal quarter of 2011:
The Company currently expects the following financial results for the full year fiscal 2011:
Development Activity
During fiscal year 2011, the Company expects to retrofit up to four Morton’s steakhouses to include a Bar 12●21, two of which were completed in the first quarter of fiscal 2011 and one which was completed more recently in our Singapore restaurant. In addition, we opened a new Morton's steakhouse on February 24, 2011 in the Uptown area of Dallas, TX, which also includes a Bar 12●21 and have entered into a lease to open a new Morton's steakhouse in the Tyson’s Corner area of Vienna, Virginia.
Conference Call
A conference call and webcast has been scheduled for 5:00 p.m. EDT today to discuss these results. Details of the conference call are as follows:
Date: | Thursday, July 28, 2011 | ||||
Time: | 5:00 p.m. EDT (please dial in by 4:45 p.m.) | ||||
Dial-In #: | 866-203-3206 U.S. & Canada | ||||
617-213-8848 International | |||||
Confirmation code: | 70496067 | ||||
Alternatively, the conference call will be available via webcast at www.mortons.com under the “Investor Relations” tab.
About the Company
Morton’s Restaurant Group, Inc. is the world's largest operator of company-owned upscale steakhouses. Morton's steakhouses have remained true to our founders' original vision of combining generous portions of high quality food, prepared to exacting standards, with exceptional service in an enjoyable dining environment. As of July 28, 2011, the Company owned and operated 77 Morton's steakhouses located in 64 cities across 26 states, Puerto Rico and 6 international locations (Hong Kong, Macau, Shanghai, Mexico City, Singapore and Toronto), as well as Trevi, our Italian restaurant, which is located next to the 'Fountain of the Gods' at The Forum Shops at Caesars Palace in Las Vegas, NV. Please visit our Morton’s website at www.mortons.com.
CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS
Except for the historical information contained in this news release, the matters addressed are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, written, oral or otherwise made, represent the Company's expectation or belief concerning future events. Without limiting the foregoing, the words "believes," "thinks," "anticipates," "estimates," "plans," "expects" and similar expressions are intended to identify forward-looking statements. The Company cautions that forward-looking statements are subject to risks, uncertainties, assumptions and other important factors that could cause actual results to differ materially, or otherwise, from those expressed or implied in the forward-looking statements, including, without limitation, (i) a reduction in consumer and/or business spending in one or more of the Company’s markets due to business layoffs, budget reductions, or negative consumer sentiment, (ii) risks relating to the restaurant industry and the Company’s business, including competition, changes in consumer tastes and preferences, the Company's ability to maintain adequate financing facilities, the Company’s liquidity and capital resources, prevailing interest rates and legal and regulatory matters, (iii) public health issues, including, without limitation risks relating to the spread of pandemic diseases, (iv) risks regarding the timing or whether the Company will elect to pursue any of the strategic alternatives it may consider, or that any such alternatives will result in changes to the Company's business plan or a sale of the Company and (v) other risks detailed from time to time in the Company's most recent Form 10-K, Forms 10-Q and other reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could harm the Company's business, financial condition and results. Consequently, there can be no assurance that actual results or developments anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable securities laws.
Morton's Restaurant Group, Inc. | ||||||||||||||||||||||||||
Consolidated Statements of Operations and Margin Analysis - Unaudited | ||||||||||||||||||||||||||
(Amounts in thousands, except per share data) | ||||||||||||||||||||||||||
Three Month Periods Ended | Six Month Periods Ended | |||||||||||||||||||||||||
July 3, 2011 | July 4, 2010 | July 3, 2011 | July 4, 2010 | |||||||||||||||||||||||
Revenues | $ | 77,963 | 100.0 | % | $ | 70,457 | 100.0 | % | $ | 160,486 | 100.0 | % | $ | 145,779 | 100.0 | % | ||||||||||
Food and beverage costs | 23,958 | 30.7 | % | 21,481 | 30.5 | % | 49,575 | 30.9 | % | 44,142 | 30.3 | % | ||||||||||||||
Restaurant operating expenses | 42,389 | 54.4 | % | 39,326 | 55.8 | % | 85,251 | 53.1 | % | 80,559 | 55.3 | % | ||||||||||||||
Pre-opening costs | 82 | 0.1 | % | 325 | 0.5 | % | 354 | 0.2 | % | 429 | 0.3 | % | ||||||||||||||
Depreciation and amortization | 2,734 | 3.5 | % | 2,543 | 3.6 | % | 5,395 | 3.4 | % | 5,042 | 3.5 | % | ||||||||||||||
General and administrative expenses | 4,767 | 6.1 | % | 3,838 | 5.4 | % | 9,778 | 6.1 | % | 8,088 | 5.5 | % | ||||||||||||||
Marketing and promotional expenses | 1,703 | 2.2 | % | 1,889 | 2.7 | % | 3,229 | 2.0 | % | 3,285 | 2.3 | % | ||||||||||||||
Charge related to legal settlements | - | 0.0 | % | - | 0.0 | % | 481 | 0.3 | % | 540 | 0.4 | % | ||||||||||||||
Operating income | 2,330 | 3.0 | % | 1,055 | 1.5 | % | 6,423 | 4.0 | % | 3,694 | 2.5 | % | ||||||||||||||
Interest expense, net | 1,344 | 1.7 | % | 923 | 1.3 | % | 2,686 | 1.7 | % | 1,875 | 1.3 | % | ||||||||||||||
Income before income taxes from continuing operations | 986 | 1.3 | % | 132 | 0.2 | % | 3,737 | 2.3 | % | 1,819 | 1.2 | % | ||||||||||||||
Income tax expense | 248 | 0.3 | % | 6 | 0.0 | % | 824 | 0.5 | % | 438 | 0.3 | % | ||||||||||||||
Income from continuing operations | 738 | 0.9 | % | 126 | 0.2 | % | 2,913 | 1.8 | % | 1,381 | 0.9 | % | ||||||||||||||
Discontinued operations | - | 0.0 | % | (789 | ) | (1.1 | %) | - | 0.0 | % | (803 | ) | (0.6 | %) | ||||||||||||
Net income (loss) | 738 | 0.9 | % | (663 | ) | (0.9 | %) | 2,913 | 1.8 | % | 578 | 0.4 | % | |||||||||||||
Net income (loss) attributable to noncontrolling interest | 84 | 0.1 | % | (147 | ) | (0.2 | %) | 103 | 0.1 | % | (113 | ) | (0.1 | %) | ||||||||||||
Net income (loss) attributable to controlling interest | $ | 654 | 0.8 | % | $ | (516 | ) | (0.7 | %) | $ | 2,810 | 1.8 | % | $ | 691 | 0.5 | % | |||||||||
Amounts attributable to controlling interest: | ||||||||||||||||||||||||||
Income from continuing operations | $ | 654 | $ | 273 | $ | 2,810 | $ | 1,494 | ||||||||||||||||||
Discontinued operations | - | (789 | ) | - | (803 | ) | ||||||||||||||||||||
Net income (loss) | $ | 654 | $ | (516 | ) | $ | 2,810 | $ | 691 | |||||||||||||||||
Basic income (loss) per share: | ||||||||||||||||||||||||||
Continuing operations | $ | 0.04 | $ | 0.02 | $ | 0.17 | $ | 0.09 | ||||||||||||||||||
Discontinued operations | $ | - | $ | (0.05 | ) | $ | - | $ | (0.05 | ) | ||||||||||||||||
Net income (loss) per share | $ | 0.04 | $ | (0.03 | ) | $ | 0.17 | $ | 0.04 | |||||||||||||||||
Diluted income (loss) per share: | ||||||||||||||||||||||||||
Continuing operations | $ | 0.04 | $ | 0.02 | $ | 0.16 | $ | 0.09 | ||||||||||||||||||
Discontinued operations | $ | - | $ | (0.05 | ) | $ | - | $ | (0.05 | ) | ||||||||||||||||
Net income (loss) per share | $ | 0.04 | $ | (0.03 | ) | $ | 0.16 | $ | 0.04 | |||||||||||||||||
Shares used in computing net income (loss) per share: | ||||||||||||||||||||||||||
Basic | 16,181.0 | 16,032.4 | 16,154.9 | 16,010.1 | ||||||||||||||||||||||
Diluted | 17,618.5 | 17,471.6 | 17,673.8 | 17,153.2 |
Morton's Restaurant Group, Inc. | ||||||||||||||
Adjusted Net Income and Adjusted Diluted Net Income Per Share (Note 1) | ||||||||||||||
(Amounts in thousands, except per share data) | ||||||||||||||
Three Month Periods Ended | Six Month Periods Ended | |||||||||||||
July 3, 2011 | July 4, 2010 | July 3, 2011 | July 4, 2010 | |||||||||||
Income from continuing operations attributable to controlling interest, as reported | $ | 654 | $ | 273 | $ | 2,810 | $ | 1,494 | ||||||
Net income (loss) attributable to noncontrolling interest | 84 | (147 | ) | 103 | (113 | ) | ||||||||
Income tax expense | 248 | 6 | 824 | 438 | ||||||||||
Income before income taxes, as reported | 986 | 132 | 3,737 | 1,819 | ||||||||||
Adjustments (1): | ||||||||||||||
Charge related to legal settlements (2) | - | - | 481 | 540 | ||||||||||
Expenses related to strategic alternatives (3) | 218 | - | 409 | - | ||||||||||
Adjusted income before income taxes | 1,204 | 132 | 4,627 | 2,359 | ||||||||||
Adjusted income tax expense (4) | 248 | 6 | 824 | 438 | ||||||||||
Net income (loss) attributable to noncontrolling interest | 84 | (147 | ) | 103 | (113 | ) | ||||||||
Adjusted income from continuing operations attributable to controlling interest | $ | 872 | $ | 273 | $ | 3,700 | $ | 2,034 | ||||||
Adjusted diluted income per share | $ | 0.05 | $ | 0.02 | $ | 0.21 | $ | 0.12 | ||||||
Shares used in computing adjusted diluted income per share | 17,618.5 | 17,471.6 | 17,673.8 | 17,153.2 |
Notes: |
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(1) | The Company includes these adjusted calculations for the three and six month periods ended July 3, 2011 and July 4, 2010 because management believes the information is useful to investors in that it provides for greater transparency with respect to supplemental information used by management in its financial and operational decision making. | |
Accordingly, the Company believes that the presentation of this analysis, when used in conjunction with GAAP financial measures, is a useful financial analysis tool that can assist investors in assessing the Company's operating performance and underlying prospects. This analysis should not be considered in isolation or as a substitute for net income prepared in accordance with GAAP. This analysis, as well as the other information in this press release, should be read in conjunction with the Company's financial statements and footnotes contained in the documents that the Company files with the U.S. Securities and Exchange Commission. | ||
(2) |
In the first quarter of fiscal 2011, the Company recorded a $481 charge relating to the settlement of certain wage and hour and similar labor claims. |
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In the first quarter of fiscal 2010, the Company recorded a $540 charge for a mark-to-market adjustment related to the fair value of the Company’s convertible preferred stock that was subsequently issued in February 2010 as part of the fiscal 2009 settlement of certain wage and hour claims that was approved by the court in January 2010. The charge represents the change in the fair value of the convertible preferred stock through the court approval date. |
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(3) | In the first quarter of fiscal 2011, the Company incurred expenses of $191 for professional fees related to our previously announced exploration of strategic alternatives. In the second quarter of fiscal 2011, the Company incurred expenses of $218 for professional fees related to our previously announced exploration of strategic alternatives. | |
(4) | The Company has established a full valuation allowance related to its U.S. deferred tax assets. No tax benefit has been recorded related to the amounts that are added back in calculating adjusted income before income taxes in the table above. Accordingly, adjusted income tax expense is equal to GAAP income tax expense. |
CONTACT:
Ronald M. DiNella, Senior Vice President, Chief Financial
Officer,
Morton’s Restaurant Group, Inc.
(312)
923-0030