UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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 24,
2009
CRACKER
BARREL OLD COUNTRY STORE, INC.
|
Tennessee
|
0-25225
|
62-1749513
|
|
(State
or Other Jurisdiction
|
(Commission
File Number)
|
(I.R.S.
Employer
|
|
of
Incorporation)
|
Identification
No.)
|
305
Hartmann Drive, Lebanon, Tennessee 37087
(615)
444-5533
Check the
appropriate box 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 November 24, 2009, Cracker Barrel
Old Country Store, Inc. issued the press release that is furnished as Exhibit
99.1 to this Current Report on Form 8-K, which by this reference is incorporated
herein as if copied verbatim, with respect to fiscal 2010 first quarter results
and the outlook for fiscal 2010.
Item
7.01. Regulation FD Disclosure.
The information set forth in Item
2.02 above is incorporated by reference as if fully set forth
herein.
Item
9.01. Financial Statements and Exhibits.
|
(d)
|
Exhibits.
|
|
|
See
Exhibit Index immediately following signature
page.
|
SIGNATURE
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.
|
Dated: November
24, 2009
|
CRACKER
BARREL OLD COUNTRY
|
||
|
STORE,
INC.
|
|||
|
By:
|
/s/ N.B. Forrest Shoaf | ||
|
Name:
|
N.B.
Forrest Shoaf
|
||
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Title:
|
Senior
Vice President, Secretary
|
||
|
and
Chief Legal Officer
|
|||
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EXHIBIT
INDEX
|
||
|
Exhibit
No.
|
Description
|
|
|
99.1
|
Press
Release issued by Cracker Barrel Old Country Store, Inc. dated November
24, 2009 (furnished only)
|
|
Exhibit 99.1
 |
POST OFFICE
BOX 787
LEBANON, TENNESSEE
37088-0787
|
| Investor Contact: | Barbara A. Gould |
| (615) 235-4124 | |
| Media Contact: | Julie K. Davis |
| (615) 443-9266 |
CRACKER
BARREL REPORTS 37% INCREASE IN FIRST-QUARTER EPS
UPDATES
2010 OUTLOOK
|
·
|
Fully
diluted net income per share of $0.78 for the first quarter of fiscal
2010, an increase of 37% compared with the prior-year
quarter
|
|
·
|
Revenue
for the first quarter increased 1.3% to $581.2
million
|
|
·
|
Comparable
store restaurant sales increased
0.6%
|
|
·
|
Comparable
store retail sales decreased 4.8%
|
|
·
|
Operating
income margin in the first quarter was 6.5% compared with 5.7% in the
prior-year quarter
|
LEBANON, Tenn. -- November 24, 2009 – Cracker
Barrel Old Country Store, Inc. (“Cracker Barrel,” or the “Company”)
(Nasdaq: CBRL) today reported net income per diluted share of $0.78 for the
first quarter of fiscal 2010, compared with $0.57 per diluted share in the first
quarter of fiscal 2009, an increase of 36.8%. Net income for the
first quarter of fiscal 2010 was $18.0 million compared with $12.8 million in
the first quarter of fiscal 2009, which reflects a 16.7% increase in operating
income and lower interest expense.
First-Quarter
Fiscal 2010 Results
Revenue
In the
first quarter of fiscal 2010, total revenue of $581.2 million represented an
increase of 1.3% from the first quarter of fiscal 2009. Comparable
store restaurant sales for the period increased 0.6% over the prior-year period,
which included a 2.0% higher average check. The average menu price
increase for the quarter was approximately 2.7% compared with last
year. Comparable store retail sales were down 4.8% for the
quarter. During the quarter, the Company opened three new Cracker
Barrel Old Country Store units. Since the end of the first quarter,
the Company has opened two additional stores. Two more units are
planned for the remainder of fiscal 2010.
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Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 2
November 24, 2009
Comparable
store restaurant and retail sales for the fiscal months of August, September and
October and the quarter were as follows:
|
August
|
September
|
October
|
First
Quarter
|
|
|
Comparable
restaurant traffic
|
-2.8%
|
-0.8%
|
-0.6%
|
-1.4%
|
|
Average
check
|
1.9%
|
1.9%
|
2.0%
|
2.0%
|
|
Comparable
restaurant sales
|
-0.9%
|
1.1%
|
1.4%
|
0.6%
|
|
Comparable
retail sales
|
-6.7%
|
-2.5%
|
-5.1%
|
-4.8%
|
Operating
Income
In the
first quarter of fiscal 2010, operating income of $38.0 million was 6.5% of
total revenue compared with $32.6 million, or 5.7% of total revenue, in the
first quarter of fiscal 2009. The increase in operating income was
the result of higher sales, lower food costs and lower other store operating
expenses despite the additional expense from the sale/leaseback completed in the
fourth quarter of fiscal 2009 and higher general and administrative
expenses. The increase in general and administrative expense was the
result of higher bonus accruals than last year.
Commenting
on the first-quarter results, Cracker Barrel Old Country Store, Inc. Chairman,
President and Chief Executive Officer Michael A. Woodhouse said, “These results
demonstrate the progress we have made in providing solid value to our guests,
which includes exciting new menu choices and an appealing retail assortment. For
the first time since the third quarter of fiscal 2008, we reported positive
comparable restaurant sales for the quarter. At the same time we continue to
outperform the Knapp-Track™ index, most recently by more than three percentage
points for guest traffic and almost six percentage points in
sales. In the first quarter, lower food costs, positive sales
leverage and lower operating expenses produced significantly better margins at
the store operating level compared with a year ago.”
Fiscal
2010 Outlook Update
The
Company commented that its outlook for fiscal 2010 reflects many assumptions,
the accuracy of which is not yet known. Based on current trends and
estimates, the Company presently expects fiscal 2010 total revenue to be in the
range of flat to an increase of approximately 2.0% over revenue in fiscal
2009. The revenue increase reflects the expected opening of seven new
Cracker Barrel units during the year, projected comparable store restaurant
sales between a decrease of 0.5% to an increase of 1.0% and comparable store
retail sales between a decrease of 2.0% to flat. Depreciation for the
year is expected to be $60 to $62 million. The Company expects fiscal
2010 operating income margin to be approximately 6.2% to 6.5% compared with 6.0%
in fiscal 2009. Net interest expense is estimated to be $48 to $50
million, and diluted shares outstanding are expected to average approximately 23
million. The Company expects its full year 2010 effective tax rate to
be
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 3
November 24, 2009
between
27.5% and 28.5%. Based on the assumptions outlined above, full-year
income from continuing operations per diluted share is projected to be in the
range of $3.05 to $3.30. The Company expects capital expenditures
during fiscal 2010 to be between $70 and $75 million.
Commenting
on the outlook, Mr. Woodhouse said, “We are pleased with our recent quarterly
results and I am excited about what we can accomplish going forward. We continue
to work on a number of initiatives to simplify our business, provide a better
guest experience, and improve our profitability. As we see the positive results
of these efforts, I anticipate further progress as our execution becomes more
consistent. Meanwhile, the positive momentum we gained in the first quarter
leads us to increase our earnings per share guidance for the year. As
the ‘Best Family Dining Restaurant’ in the Restaurants and Institutions
‘Choice in Chains’ consumer survey for 19 consecutive years, we are
committed to deliver the genuine Cracker Barrel hospitality that generates
strong loyalty to the brand and brings our guests back
day-after-day.”
Fiscal
2010 First-Quarter Conference Call
As
previously announced, the live broadcast of Cracker Barrel’s quarterly
conference call will be available to the public on-line at investor.crackerbarrel.com today
beginning at 11:00 a.m. (ET). The on-line replay will be available at
2:00 p.m. (ET) and continue through December 24, 2009.
The
Company plans to announce its fiscal 2010 second-quarter earnings and comparable
restaurant and retail sales on Tuesday, February 23, 2010.
About
Cracker Barrel
Cracker
Barrel Old Country Storeâ
restaurants provide a friendly home-away-from-home in its old country stores
and
restaurants. Guests are cared for like family while relaxing and
enjoying real home-style food and shopping that’s surprisingly unique, genuinely
fun and reminiscent of America’s country heritage…all at a fair price. The
restaurant serves up delicious, home-style country food such as meatloaf and
homemade chicken n’ dumplins as well as
its signature biscuits using an old family recipe. The authentic old country
retail store is fun to shop and offers
unique gifts and self-indulgences.
Cracker
Barrel Old Country Store, Inc. (Nasdaq: CBRL) was established in 1969 in
Lebanon, Tenn. and operates 593
company-owned locations in 41 states. Every Cracker Barrel unit
is open seven days a week with hours Sunday
through Thursday, 6 a.m. – 10 p.m., and Friday and Saturday, 6 a.m. - 11
p.m. For more information, visit: crackerbarrel.com.
CBRL-F
Except
for specific historical information, certain of the matters discussed in this
press release may express or imply projections of revenues or expenditures,
statements of plans and objectives or future operations or statements of future
economic performance. These, and similar statements are
forward-looking statements concerning matters that involve risks, uncertainties
and other factors which may cause the actual performance of Cracker Barrel Old
Country Store, Inc. and its subsidiaries to differ materially from those
expressed or
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 4
November 24, 2009
implied
by this discussion. All forward-looking information is provided by
the Company pursuant to the safe harbor established under the Private Securities
Litigation Reform Act of 1995 and should be evaluated in the context of these
factors. Forward-looking statements generally can be identified by
the use of forward-looking terminology such as “trends,” “assumptions,”
“target,” “guidance,” “outlook,” “opportunity,” “future,” “plans,” “goals,”
“objectives,” “expectations,” “near-term,” “long-term,”
“projection,” “may,” “will,” “would,” “could,” “expect,” “intend,” “estimate,”
“anticipate,” “believe,” “potential,” “regular,” ”should,” “ projects,”
“forecasts,” or “continue” (or the negative or other derivatives of
each of these terms) or similar terminology and include our fiscal 2010 outlook
and expected number of new units. Factors which could materially
affect actual results include, but are not limited to: the effects of
uncertain consumer confidence, higher costs for energy, or general or regional
economic weakness, or weather on sales and customer travel, discretionary income
or personal expenditure activity of our customers; the ability of the Company to
identify, acquire and sell successful new lines of retail merchandise and new
menu items at our restaurants; the ability of the Company to sustain or the
effects of plans intended to improve operational or
marketing execution and performance; changes in or implementation of
additional governmental or regulatory rules, regulations and interpretations
affecting tax, wage and hour matters, health and safety, pensions, insurance or
other undeterminable areas; the effects of plans intended to promote or protect
the Company’s brands and products; commodity price increases; the ability of and
cost to the Company to recruit, train, and retain qualified hourly and
management employees in an escalating wage environment; the effects of increased
competition at Company locations on sales and on labor recruiting, cost, and
retention; workers’ compensation, group health and utility price changes;
consumer behavior based on negative publicity or concerns over nutritional or
safety aspects of the Company’s food or products or those of the restaurant
industry in general, including concerns about pandemics, as well as
the possible effects of such events on the price or availability of ingredients
used in our restaurants; the effects of our substantial indebtedness and
associated restrictions on the Company’s financial and operating flexibility and
ability to execute or pursue its operating plans and objectives; changes in
interest rates or capital market conditions affecting the Company’s financing
costs and ability to refinance all or portions of our indebtedness; the effects
of business trends on the outlook for individual restaurant locations and the
effect on the carrying value of those locations; the ability of the Company to
retain key personnel; the availability and cost of suitable sites for restaurant
development and our ability to identify those sites; changes in land, building
materials and construction costs; the actual results of pending, future or
threatened litigation or governmental investigations and the costs and effects
of negative publicity associated with these activities; practical or
psychological effects of natural disasters or terrorist acts or war and military
or government responses; disruptions to the Company’s restaurant or retail
supply chain; changes in foreign exchange rates affecting the Company’s future
retail inventory purchases; implementation of new or changes in interpretation
of existing accounting principles generally accepted in the United States of
America (“GAAP”); and other factors described from time to time in the Company’s
filings with the Securities and Exchange Commission, press releases, and other
communications.
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 5
November 24, 2009
CRACKER BARREL OLD COUNTRY STORE,
INC.
CONDENSED
CONSOLIDATED INCOME STATEMENT
(Unaudited)
(In
thousands, except share amounts)
|
First
Quarter Ended
|
||||||||||||
|
10/30/09
|
10/31/08
|
Percentage
Change
|
||||||||||
|
Total
revenue
|
$ | 581,183 | $ | 573,932 | 1 | % | ||||||
|
Cost
of goods sold
|
177,471 | 181,357 | (2 | ) | ||||||||
|
Gross
profit
|
403,712 | 392,575 | 3 | |||||||||
|
Labor
and other related expenses
|
224,760 | 222,433 | 1 | |||||||||
|
Other
store operating expenses
|
105,466 | 105,966 | 0 | |||||||||
|
Store
operating income
|
73,486 | 64,176 | 15 | |||||||||
|
General
and administrative expenses
|
35,501 | 31,618 | 12 | |||||||||
|
Operating
income
|
37,985 | 32,558 | 17 | |||||||||
|
Interest
expense
|
11,770 | 14,033 | (16 | ) | ||||||||
|
Pretax
income
|
26,215 | 18,525 | 42 | |||||||||
|
Provision
for income taxes
|
8,191 | 5,693 | 44 | |||||||||
|
Net
income
|
$ | 18,024 | $ | 12,832 | 40 | |||||||
|
Earnings
per share – Basic:
|
||||||||||||
|
Net
income per share
|
$ | 0.79 | $ | 0.57 | 39 | |||||||
|
Earnings
per share – Diluted:
|
||||||||||||
|
Net
income per share
|
$ | 0.78 | $ | 0.57 | 37 | |||||||
|
Weighted
average shares:
|
||||||||||||
|
Basic
|
22,762,048 | 22,349,967 | 2 | |||||||||
|
Diluted
|
23,136,385 | 22,666,326 | 2 | |||||||||
|
Ratio Analysis
|
||||||||||||
|
Total
revenue:
|
||||||||||||
|
Restaurant
|
80.3 | % | 79.4 | % | ||||||||
|
Retail
|
19.7 | 20.6 | ||||||||||
|
Total
revenue
|
100.0 | 100.0 | ||||||||||
|
Cost
of goods sold
|
30.5 | 31.6 | ||||||||||
|
Gross
profit
|
69.5 | 68.4 | ||||||||||
|
Labor
and other related expenses
|
38.7 | 38.7 | ||||||||||
|
Other
store operating expenses
|
18.2 | 18.5 | ||||||||||
|
Store
operating income
|
12.6 | 11.2 | ||||||||||
|
General
and administrative expenses
|
6.1 | 5.5 | ||||||||||
|
Operating
income
|
6.5 | 5.7 | ||||||||||
|
Interest
expense
|
2.0 | 2.5 | ||||||||||
|
Pretax
income
|
4.5 | 3.2 | ||||||||||
|
Provision
for income taxes
|
1.4 | 1.0 | ||||||||||
|
Net
income
|
3.1 | % | 2.2 | % | ||||||||
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 6
November 24,
2009
CRACKER
BARREL OLD COUNTRY STORE, INC.
CONDENSED
CONSOLIDATED BALANCE SHEET
(Unaudited
and in thousands, except share amounts)
|
10/30/09
|
7/31/09
|
|||||||
|
Assets
|
||||||||
|
Cash
and cash equivalents
|
$ | 14,750 | $ | 11,609 | ||||
|
Other
current assets
|
206,765 | 186,716 | ||||||
|
Property
and equipment, net
|
1,001,825 | 1,001,776 | ||||||
|
Long-lived
assets
|
46,015 | 45,080 | ||||||
|
Total
assets
|
$ | 1,269,355 | $ | 1,245,181 | ||||
|
Liabilities
and Shareholders’ Equity
|
||||||||
|
Current
liabilities
|
$ | 267,173 | $ | 264,962 | ||||
|
Long-term
debt
|
636,188 | 638,040 | ||||||
|
Interest
rate swap liability
|
64,684 | 61,232 | ||||||
|
Other
long-term obligations
|
148,860 | 145,325 | ||||||
|
Shareholders’
equity
|
152,450 | 135,622 | ||||||
|
Total
liabilities and shareholders’ equity
|
$ | 1,269,355 | $ | 1,245,181 | ||||
|
Common
shares outstanding
|
22,811,584 | 22,722,685 | ||||||
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 7
November 24,
2009
CRACKER
BARREL OLD COUNTRY STORE, INC.
CONDENSED
CONSOLIDATED CASH FLOW STATEMENT
(Unaudited
and in thousands)
|
Three
Months Ended
|
||||||||
|
10/30/09
|
10/31/08
|
|||||||
|
Cash
flows from operating activities:
|
||||||||
|
Net
income
|
$ | 18,024 | $ | 12,832 | ||||
|
Depreciation
and amortization
|
14,118 | 14,186 | ||||||
|
Loss
on disposition of property and equipment
|
945 | 862 | ||||||
|
Share-based
compensation, net of excess tax benefit
|
2,589 | 1,721 | ||||||
|
Net
changes in other assets and liabilities
|
(12,269 | ) | (36,307 | ) | ||||
|
Net
cash provided by (used in) operating activities
|
23,407 | (6,706 | ) | |||||
|
Cash
flows from investing activities:
|
||||||||
|
Purchase
of property and equipment, net of insurance
recoveries
|
(14,871 | ) | (21,975 | ) | ||||
|
Proceeds
from sale of property and equipment
|
50 | 728 | ||||||
|
Net
cash used in investing activities
|
(14,821 | ) | (21,247 | ) | ||||
|
Cash
flows from financing activities:
|
||||||||
|
Net (payments) proceeds for credit facilities and other long-term
obligations
|
(1,857 | ) | 30,329 | |||||
|
Proceeds
from exercise of share-based
compensation awards
|
715 | 870 | ||||||
|
Excess
tax benefit from share-based compensation
|
324 | 7 | ||||||
|
Dividends
on common stock
|
(4,627 | ) | (4,057 | ) | ||||
|
Net
cash (used in) provided by financing activities
|
(5,445 | ) | 27,149 | |||||
|
Net
increase (decrease) in cash and cash equivalents
|
3,141 | (804 | ) | |||||
|
Cash
and cash equivalents, beginning of period
|
11,609 | 11,978 | ||||||
|
Cash
and cash equivalents, end of period
|
$ | 14,750 | $ | 11,174 | ||||
-MORE-
Cracker
Barrel Reports 37% Increase in First-Quarter EPS
Page 8
November 24, 2009
CRACKER
BARREL OLD COUNTRY STORE, INC.
Supplemental
Information
(Unaudited)
|
First Quarter Ended
|
||||||||
|
10/30/09
|
10/31/08
|
|||||||
|
Units
in operation:
|
||||||||
|
Open
at beginning of period
|
588 | 577 | ||||||
|
Opened
during period
|
3 | 4 | ||||||
|
Closed
during period
|
-- | -- | ||||||
|
Open
at end of period
|
591 | 581 | ||||||
|
Total
revenue: (In thousands)
|
||||||||
|
Restaurant
|
$ | 466,832 | $ | 455,967 | ||||
|
Retail
|
114,351 | 117,965 | ||||||
|
Total
|
$ | 581,183 | $ | 573,932 | ||||
|
Operating
weeks:
|
7,665 | 7,515 | ||||||
|
Average
unit volume: (In thousands)
|
||||||||
|
Restaurant
|
$ | 791.8 | $ | 788.8 | ||||
|
Retail
|
193.9 | 204.0 | ||||||
|
Total
|
$ | 985.7 | $ | 992.8 | ||||
|
Q1 2010 vs. Q1
2009
|
||||
|
Comparable
store sales increase(decrease):
|
||||
|
Restaurant
|
0.6 | % | ||
|
Retail
|
(4.8 | )% | ||
|
Number
of locations in comparable store base
|
570 | |||
-END-