-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VQjhQCDQG3M/GKmMu4MnRRbH20IrBXGBvEdA/oRodRo5rcFG81BxaahuVWuo4NX1 ksMbE3ePQVVAxH/tkmiyJw== 0001214305-03-000020.txt : 20031118 0001214305-03-000020.hdr.sgml : 20031118 20031117181448 ACCESSION NUMBER: 0001214305-03-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031114 ITEM INFORMATION: ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CREATIVE HOST SERVICES INC CENTRAL INDEX KEY: 0000933098 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 330169494 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22845 FILM NUMBER: 031009006 BUSINESS ADDRESS: STREET 1: 16955 VIA DEL CAMPO STREET 2: SUITE 110 CITY: SAN DIEGO STATE: CA ZIP: 92127 BUSINESS PHONE: 8586757711 MAIL ADDRESS: STREET 1: 16955 VIA DEL CAMPO STREET 2: SUITE 110 CITY: SAN DIEGO STATE: CA ZIP: 92127 FORMER COMPANY: FORMER CONFORMED NAME: ST CLAIR DEVELOPMENT CORP DATE OF NAME CHANGE: 19970319 8-K 1 ch8k112403.txt CREATIVE HOST SERVICES, INC. FORM 8-K 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): November 14, 2003 CREATIVE HOST SERVICES, INC. --------------------------------------------------- Exact Name of Registrant as Specified in Its Charter California -------------------------------------------- (State or Other Jurisdiction of Incorporation) 000-22845 33-0169494 ---------------------- ---------------------------------- (Commission File Number) (IRS Employer Identification Number) 16955 Via Del Campo, Suite 110, San Diego, CA 92127 - --------------------------------------------- -------- (Address of Principal Executive Offices) Zip Code (858) 675-7711 --------------------------------------------------- (Registrant's Telephone Number, Including Area Code) N/A ---------------------------------------------------------- (Former Name or Former Address if Changed Since Last Report) ITEM 5. Other Events and Regulation FD Disclosure On November 14, 2003, Creative Host Services, Inc. (the "Company") called for redemption a total of $425,000 in Convertible Notes, which were issued by the Company in a private placement during the first quarter of 2002. The Notes are eligible to be called for redemption since the common stock of the Company has traded at or above twice the $1.05 conversion price for the past thirty days. ITEM 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release, dated November 14, 2003. ITEM 12. Results of Operations and Financial Condition. On November 14, 2003, the Company issued a press release announcing its financial results for the third quarter of 2003. The text of the press release is attached hereto as Exhibit 99.1. A copy of that press release and other information on the Company can also be found on the Company's website located at www.creativehostservices.com. The information Furnished in this Item of Form 8-K, including the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing. 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. CREATIVE HOST SERVICES, INC. Dated: November 17, 2003 By /s/ Sayed Ali ----------------------------- Sayed Ali President -2- EXHIBIT INDEX ------------- Exhibit No. DESCRIPTION - ---------- ----------- 99.1 Press release issued November 14, 2003, announcing Financial results for third quarter of 2003. EX-99 3 ch8k111403ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 [Creative Host Services, Inc. LOGO] CREATIVE HOST SERVICES, INC. ANNOUNCES ITS 10TH CONSECUTIVE QUARTER OF PROFITABILITY FOR THE THIRD QUARTER OF 2003 FOR IMMEDIATE RELEASE CONTACT: - ------- Creative Host Services, Inc. Hayden Communications, Inc. (858) 675-7711 (843) 272-4653 * 3RD QUARTER REVENUES INCREASED 19% TO $10,805,939 FROM $9,104,194 * 3RD QUARTER NET INCOME INCREASED 24% TO $425,792 FROM $344,269 * 3rd QUARTER INCOME PER SHARE OF $.05 VERSUS $.04 * YTD REVENUES INCREASED 12% TO $28,775,763 FROM $25,723,451 * 10th CONSECUTIVE QUARTER OF PROFITABILITY San Diego, CA - November 14, 2003 - Creative Host Services, Inc. (NASDAQ:CHST) a leading provider of food and beverage concessions in airports throughout the United States, today announced its financial results for the three and nine months ended September 30, 2003. Revenues for the third quarter ended September 30, 2003 increased 19% to $10,805,939 versus $9,104,194 for the comparable prior year period. Income from operations for the quarter increased 84% to $1,048,589 from $571,335 in 2002. Net income increased 24% to $425,792 or $.05 per diluted share, compared to $344,269 and $.04 per diluted share for the comparable third quarter 2002. For the nine month period ended September 30, 2003, revenues increased 12% to $28,775,763 versus $25,723,451 for the comparable prior year period. Income from operations for the first nine months increased 12% to $1,895,461 from $1,685,197 in 2002. Net income was $583,258, or $.07 per diluted share, compared to $1,134,646 and $.14 per diluted share for the comparable nine month period of 2002. The first nine months of 2002 included a one-time gain of $80,487 related to the sale of one concession location. The Company's balance sheet continued to strengthen as Shareholders' equity increased 6% to $18,755,014 on September 30, 2003, from $17,749,962 on December 31, 2002. During the third quarter, the Company was awarded a final contract for four concession locations at the Tallahassee Regional Airport located in Florida, as well as two new concession locations at the Newark International Airport in New Jersey. The contract for Tallahassee includes a lease-term of 10 years and is projected to yield approximately $1.3 million in annual revenues, thus contributing more than $13 million over the duration of the ten-year lease. The company began operating the concessions on September 12, 2003 and expects the build-out of the new concessions to be completed by the first quarter of 2004. The two additional locations for Newark, New Jersey include a lease-term of 7 years and are expected to yield approximately $2.7 million in annual revenues, thus contributing approximately $19 million over the duration of the lease. Both concessions are expected to be in operation by the end of 2003. In addition, on September 20, 2003, the Company opened its previously awarded concession location at the San Antonio International Airport in Texas. That contract term is for seven years and is projected to yield approximately $1.7 million in average annual revenues and $12.2 million over its term. Sayed Ali, President and Chairman of the Board, stated, "We are pleased to announce this tenth consecutive profitable quarter, particularly as we have shown solid increases in revenue and earnings when compared to the year ago period. During 2003, we have been awarded eight new concession contracts at four airports, further diversifying our geographic footprint. In addition, we have focused our resources on improving both operating margins and cash flow. Our economy, along with the airline and travel industry in particular, has experienced a number of significant setbacks during the previous few years. I am pleased to report that despite these obstacles our company has been able to sequentially increase both revenues and operating income since 1999." About Creative Host Services: Creative Host Services, Inc./GladCo Enterprises, Inc. are engaged in the business of acquiring, managing, and operating airport concessions such as food and beverage, cocktail and lounge, and news and gift retail facilities at various locations across the United States. The Company's airport venue allows its concession locations to provide services to a captive audience within its airports, thereby limiting competition, and providing for more predictable revenues than many other retail concepts. Creative Host Services/GladCo operates approximately 140 concession facilities at 29 airports. To simplify accounting, the Company counts each food-court as one concession. Creative Host Services, Inc. enjoys co-branding relationships with several national and regional companies such as Carl's Jr., Schlotsky's Deli, TCBY Yogurt, Samuel Adams Brew Pubs, Mrs. Fields Cookies, Pretzelmaker, Nathan's Famous Hot Dogs, Hot Licks Bar & Grill, Yuengling Brewery, and Creative Croissants. For additional corporate information please visit the Company's corporate website - www.creativehostservices.com. Statements in this news release that are not descriptions of historical facts are forward-looking statements that are subject to risks and uncertainties. Words such as "expect," "intends," "believes," "plans," "anticipates," "approximately," and "likely," also identify forward-looking statements. All forward-looking statements are based on current facts and analyses. Actual results may differ materially from those currently anticipated due to a number of factors including, but not limited to history of operating losses, anticipated future losses, competition, future capital needs, the need for market acceptance, dependence upon third parties, disruption of vital infrastructure, disruption of airport services, and due to natural disaster. All forward-looking statements are made pursuant to the Securities Litigation Reform Act of 1995. Additional information on factors that may affect the business and financial results of the Company can be found in filings of the Company with the Securities and Exchange Commission at www.freeedgar.com using the Company's trading symbol CHST. -Tables Follow- CREATIVE HOST SERVICES, INC. STATEMENTS OF INCOME HIGHLIGHTS Three Months Ended Nine Months Ended September 30, September 30, ------------------------ ----------------------- 2003 2002 2003 2002 ----------- ----------- ----------- ----------- Total Revenues $10,805,939 $ 9,104,194 $28,775,763 $25,723,451 ----------- ----------- ----------- ----------- Costs of Goods Sold 2,794,580 2,492,435 7,560,200 6,921,070 ----------- ----------- ----------- ----------- Selling, General & Admin. Expenses 1,452,307 1,214,559 3,844,234 3,530,601 ----------- ----------- ----------- ----------- Operating Income 1,048,589 571,335 1,895,461 1,685,197 ----------- ----------- ----------- ----------- Income before Income Taxes 741,744 375,254 1,004,210 1,243,646 Income Taxes 315,952 30,985 420,952 109,000 ----------- ----------- ----------- ----------- Net Income $ 425,792 $ 344,269 $ 583,258 $ 1,134,646 =========== =========== =========== =========== Basic Income Per Share $ 0.05 $ 0.04 $ 0.07 $ 0.14 =========== =========== =========== =========== Diluted Income Per Share $ 0.05 $ 0.04 $ 0.07 $ 0.14 =========== =========== =========== =========== Basic Weighted Average Shares 8,110,955 7,924,613 8,124,233 7,878,060 =========== =========== =========== =========== Diluted Weighted Average Shares 8,363,783 8,023,959 8,285,899 7,936,246 =========== =========== =========== ===========
BALANCE SHEET HIGHLIGHTS September 30, December 31, 2003 2002 ------------- ------------ Cash $ 1,004,033 $ 1,241,766 Total Current Assets 2,786,785 2,669,262 Net Property and Equipment 21,823,854 17,073,751 Total Assets $ 31,925,519 $ 25,727,397 ------------ ------------ Total Current Liabilities $ 4,363,510 $ 4,005,567 Total Liabilities 13,170,505 7,977,435 Shareholders' Equity 18,755,014 17,749,962 Total Liabilities and Equity $ 31,925,519 $ 25,727,397 ------------ ------------ -----END PRIVACY-ENHANCED MESSAGE-----