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): March
27, 2007
CBRL
GROUP, 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
7.01. Regulation FD Disclosure.
On
March
27, 2007, CBRL Group, Inc. (the “Company”) issued a press release, which is
furnished hereto as Exhibit 99.1 and incorporated by reference as if
fully
set
forth herein, announcing the comparable store sales for its Cracker Barrel
Old
Country Store® restaurants and gift shops for the four-week period
ending Friday, March 23, 2007 and that the Company will be participating in
the
SunTrust Robinson Humphrey 36th Annual Institutional Conference to be held
on
Tuesday, April 10, 2007.
On
March 28, 2007, the Company issued a second press release,
which is furnished hereto as Exhibit 99.2 and incorporated by reference as
if
fully set forth herein, announcing the adoption of trading plans by the
Company’s Chief Executive Officer and Chief Financial Officer pursuant to Rule
10b5-1 of the Securities and Exchange Commission.
Item
9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
99.1 Press
Release dated March 27, 2007 re March sales/analyst conference
99.2 Press
Release dated March 27, 2007 re adoption of trading plans
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:
March 28, 2007
CBRL
GROUP, INC.
By:
/s/
N.B.
Forrest Shoaf
Name: N.B.
Forrest Shoaf
; Title:
Senior
Vice President, Secretary
&#
160;
and
General Counsel
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
99.1 Press
Release dated
March 27, 2007 re March sales/analyst conference
99.2 Press
Release dated March 27, 2007 re adoption of trading plans
| [CBRL GROUP, INC. LOGO] |
POST
OFFICE BOX 787
|
|
LEBANON,
TENNESSEE
|
|
|
37088-0787
|
|
| C B R L G R O U P, I N C. |
| Investor Contact: |
Diana
S. Wynne
|
|
Senior
Vice President, Corporate Affairs
|
|
|
(615)
443-9837
|
|
| Media Contact: | Julie K. Davis |
|
Director,
Corporate Communications
|
|
|
(615)
443-9266
|
|
CBRL
GROUP REPORTS MARCH COMPARABLE STORE SALES
Announces
Presentation at SunTrust Robinson Humphrey Conference
LEBANON,
Tenn. (March 27, 2007) -- CBRL Group, Inc. (“CBRL” or the “Company”) (Nasdaq:
CBRL) today reported comparable store sales for its Cracker Barrel Old Country
Store®
(“Cracker Barrel”) restaurants and gift shops for the four-week period ending
Friday, March 23, 2007.
| · |
Comparable
store restaurant sales were down 1.0% from the comparable period
last
year. The average check increased approximately 1.4% including 1.5%
higher
average menu pricing.
|
| · |
Comparable
store retail sales were down 0.3%.
|
The
Company noted that comparable store restaurant and retail sales in fiscal
March
were unfavorably affected by an estimated net effect of approximately 0.5
to
1.0%, and 1.0 to 1.5%, respectively, each as a result of winter weather that,
as
in February, was more severe this year than last year.
The
Company also announced that it will be participating in the SunTrust Robinson
Humphrey 36th Annual Institutional Conference to be held in Atlanta at the
Ritz-Carlton,
Buckhead. The Company’s presentation will begin at 1:45 p.m. Eastern time on
Tuesday, April 10, 2007. Chairman, President and Chief Executive Officer
Michael
A. Woodhouse will be speaking at the conference. A simulcast of the SunTrust
Robinson Humphrey presentation will be available in the “Events” area under the
“Investor Relations” heading on the Company’s website—cbrlgroup.com. To access
the live simulcast of the presentation, please go to the Company’s website at
least 15 minutes prior to the presentation to download and install any necessary
audio software. An online replay of the presentation will be available for
two
weeks following the conference.
Headquartered
in Lebanon, Tennessee, CBRL Group, Inc. presently operates 556 Cracker Barrel
Old Country Store restaurants and gift shops located in 41 states.
-
END
-
| [CBRL GROUP, INC. LOGO] |
POST
OFFICE BOX 787
|
|
LEBANON,
TENNESSEE
|
|
|
37088-0787
|
|
| C B R L G R O U P, I N C. |
| Investor Contact: |
Diana
S. Wynne
|
|
Senior
Vice President, Corporate Affairs
|
|
|
(615)
443-9837
|
|
| Media Contact: | Julie K. Davis |
|
Director,
Corporate Communications
|
|
|
(615)
443-9266
|
|
CBRL
GROUP ANNOUNCES ADOPTION OF EXECUTIVE TRADING PLANS
LEBANON,
Tenn. (March 28, 2007) -- CBRL Group, Inc. (“CBRL” or the “Company”)
(Nasdaq:
CBRL) today announced that Michael A. Woodhouse, the Company's Chairman,
President and Chief Executive Officer and Lawrence E. White, the Company’s Chief
Financial Officer, have adopted written trading plans for sales of the Company’s
common stock. Pursuant to these plans, Mr. Woodhouse and Mr. White will sell,
respectively, up to 89,812 and 61,547 shares, subject to certain minimum prices.
The minimum prices in the trading plans are above the market closing price
on
March
27,
2007, and, in certain cases, above the highest share price ever achieved for
CBRL common stock. These trading plans, each of which will become effective
on
March 28, 2007, are intended to comply with Rule 10b5-1 under the Securities
Exchange Act of 1934 and are in compliance with the Company's insider trading
policy. The plans expire, respectively, on April 20, 2009 and December 17,
2007,
unless terminated earlier under certain conditions.
The
purpose of the trading plans is to allow each of Messrs. Woodhouse and White
to
gradually diversify a portion of their assets in an orderly manner, while
avoiding concerns about transactions occurring at a time when they might possess
material non-public
information regarding the Company. The shares covered by the trading plans
would
result in Mr. Woodhouse’s remaining beneficial ownership (as determined in
accordance with Rule 13d-3 under the Securities Exchange Act of 1934) of 731,165
shares, and Mr. White’s of 52,966 shares. Additionally, Mr. Woodhouse and Mr.
White, respectively, have additional unvested awards (options and restricted
shares) of 293,784
-
MORE
-
CBRL Announces Adoption of Executive Trading Plans
Page 2
March 28, 2007
and
69,370 shares. Both Mr. Woodhouse and Mr. White continue to have share ownership
in excess of guidelines established by the Company’s Board of Directors in
2004.
Transactions
made by Messrs. Woodhouse and White under their respective trading plans will
be
reported in accordance with applicable securities laws, rules and
regulations.
Headquartered
in Lebanon, Tennessee, CBRL Group, Inc. presently operates 556 Cracker Barrel
Old Country Store®
restaurants
and gift shops located in 41 states.
-
END
-