UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 12, 2014
ARK RESTAURANTS CORP.
(Exact name of registrant as specified in
its charter)
New York |
1-09453 |
13-3156768 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
85 Fifth Avenue
New York, New York 10003
(Address of principal
executive offices, with zip code)
Registrant’s telephone number, including
area code: (212) 206-8800
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:
£ |
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
£ |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
£ |
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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 August 12, 2014,
ARK Restaurants Corp. (the “Company”) issued a press release announcing financial results for the third quarter of
the fiscal year ending September 27, 2014. A copy of the press release titled “Ark Restaurants Announces Financial Results
for the Third Quarter of 2014” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The press release contains
certain non-GAAP Disclosures-Continuing Operations EBITDA-Earnings before interest, taxes, depreciation and amortization adjusted
for non-cash stock option expense and non-controlling interests. Although
EBITDA is not a measure of performance or liquidity calculated in accordance with generally accepted accounting principles (GAAP),
the Company believes the use of this non-GAAP financial measure enhances an overall understanding of the Company’s past financial
performance, as well as providing useful information to the investor because of its historical use by the Company as both a performance
measure and measure of liquidity, and the use of EBITDA by virtually all companies in the restaurant sector as a measure of both
performance and liquidity.
This information is intended to be furnished
under this Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. | Financial Statements and Exhibits. |
99.1 | Press Release dated August 12, 2014. |
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.
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ARK RESTAURANTS CORP. |
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|
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By: |
/s/ Michael Weinstein |
|
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Name: Michael Weinstein |
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Title: Chief Executive Officer |
Date: August 12, 2014
Exhibit 99.1
Ark Restaurants Announces Financial Results
for the
Third Quarter of 2014
CONTACT:
Robert Stewart
(212) 206-8800
bstewart@arkrestaurants.com
NEW YORK, New York – August 12, 2014
-- Ark Restaurants Corp. (NASDAQ:ARKR) today reported financial results for the third quarter ended June 28, 2014.
Total revenues for the three-month period ended
June 28, 2014 were $39,110,000 versus $36,473,000 for the three months ended June 29, 2013. The three-month period ended June 28,
2014 includes revenues of $3,634,000 related to The Rustic Inn, which was acquired on February 24, 2014 and $648,000 related to
Broadway Burger Bar, which was opened in the Tropicana Hotel and Casino during June 2013. The three-month period ended June 28,
2014 includes revenues of $768,000 related to two properties closed during the period due to lease expirations.
Total revenues for the nine-month period ended
June 28, 2014 were $102,286,000 versus $96,899,000 for the nine months ended June 29, 2013. The nine-month period ended June 28,
2014 includes revenues of $5,276,000 related to The Rustic Inn, which was acquired on February 24, 2014 and $1,895,000 related
to Broadway Burger Bar, which was opened in the Tropicana Hotel and Casino during June 2013. The nine-month period ended June 28,
2014 includes revenues of $3,565,000 related to two properties closed during the third fiscal quarter due to lease expirations.
The nine-month period ended June 29, 2013 includes revenues of $414,000 related to two properties closed in 2013.
Company-wide same store sales decreased 2.3%
for the three-month period ended June 28, 2014 compared to the same three month period last year. Company-wide same store sales
decreased 0.1% for the nine-month period ended June 28, 2014 compared to the same nine month period last year.
The Company’s EBITDA adjusted for non-cash
stock option expense and non-controlling interests for the three-month period ended June 28, 2014 was $4,253,000 versus $4,926,000
during the same three-month period last year. Net income for the three-month period ended June 28, 2014 was $2,239,000, or $0.68
per basic share ($0.65 per diluted share), as compared to $2,629,000, or $0.81 per basic
share ($0.77 per diluted share), for the same three-month period last year.
The Company’s EBITDA adjusted for non-cash
stock option expense and non-controlling interests for the nine-month period ended June 28, 2014 was $7,579,000 versus $6,990,000
during the same nine-month period last year. Net income for the nine-month period ended June 28, 2014 was $2,627,000, or $0.80
per basic share ($0.77 per diluted share), as compared to $2,372,000, or $0.73 per basic
share ($0.71 per diluted share), for the same nine-month period last year.
On February 24, 2014, the Company completed
its acquisition of The Rustic Inn Crabhouse (“The Rustic Inn’) in Dania Beach, Florida for a total purchase price of
approximately $7,710,000. The acquisition was financed with a bank loan in the amount of $6,000,000 and cash from operations.
On July 18, 2014, the Company, through a wholly-owned
subsidiary, Ark Jupiter RI, LLC, entered into an agreement with Crab House, Inc., to acquire certain assets and the related lease
for a restaurant and bar located in Jupiter, Florida for approximately $250,000. In connection with this transaction the Company
entered into an amended lease for an initial period expiring through December 31, 2015. The Company has the option to extend the
lease through 2033 and Company expects to open a Rustic Inn Crabhouse at this location in the fall.
As of June
28, 2014 the Company had cash and cash equivalents totaling $6,738,000. The Company had a seller note from the purchase of 250,000
shares of treasury stock in December 2011 with an outstanding balance of $443,000 at June 28, 2014. The Company also had a bank
note for the purchase of membership interests in Ark Hollywood/Tampa Investment, LLC and the purchase of The Rustic Inn with an
outstanding balance of $7,409,000 at June 28, 2014.
Ark Restaurants owns and operates 20 restaurants
and bars, 21 fast food concepts and catering operations in New York City, Washington, D.C. and Las Vegas, NV. Five restaurants
are located in New York City, three are located in Washington, D.C., six are located in Las Vegas, Nevada, three are located in
Atlantic City, New Jersey, one is located at the Foxwoods Resort Casino in Ledyard, Connecticut, one is located in Boston, Massachusetts
and one is located in Dania Beach, Florida. The Las Vegas operations include four restaurants within the New York-New York Hotel
& Casino Resort and operation of the hotel’s room service, banquet facilities, employee dining room and six food court concepts;
one bar within the Venetian Casino Resort, as well as two food court concepts and one restaurant within the Planet Hollywood Resort
and Casino. In Atlantic City, New Jersey, the Company operates a restaurant and a bar in the Resorts Atlantic City Hotel and Casino
and a restaurant in the Tropicana Hotel and Casino. The operations at the Foxwoods Resort Casino include one fast food concept
and one restaurant. In Boston, Massachusetts, the Company operates a restaurant in the Faneuil Hall Marketplace. The Florida operations
include The Rustic Inn in Dania Beach, Florida and the operation of five fast food facilities in Tampa, Florida and seven fast
food facilities in Hollywood, Florida, each at a Hard Rock Hotel and Casino operated by the Seminole Indian Tribe at these locations.
Except for historical information, this news
release contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934. These statements involve unknown risks, and uncertainties that may cause the Company’s actual
results or outcomes to be materially different from those anticipated and discussed herein. Important factors that might cause
such differences are discussed in the Company’s filings with the Securities and Exchange Commission. The Company disclaims any
intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise. Actual results could differ materially from those anticipated in these forward-looking statements, if new information
becomes available in the future.
ARK RESTAURANTS CORP.
Consolidated Condensed Statements of Income
For the 13 and 39-week periods ended June 28, 2014 and June
29, 2013
(In Thousands, Except per share amounts) | |
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| | |
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13 weeks ended | | |
13 weeks ended | | |
39 weeks ended | | |
39 weeks ended | |
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June 28, | | |
June 29, | | |
June 28, | | |
June 29, | |
| |
2014 | | |
2013 | | |
2014 | | |
2013 | |
| |
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| | |
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| |
TOTAL REVENUES | |
$ | 39,110 | | |
$ | 36,473 | | |
$ | 102,286 | | |
$ | 96,899 | |
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COST AND EXPENSES: | |
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Food and beverage cost of sales | |
| 10,738 | | |
| 8,959 | | |
| 26,965 | | |
| 24,142 | |
Payroll expenses | |
| 11,952 | | |
| 10,805 | | |
| 32,989 | | |
| 31,767 | |
Occupancy expenses | |
| 4,360 | | |
| 4,442 | | |
| 12,915 | | |
| 13,063 | |
Other operating costs and expenses | |
| 4,989 | | |
| 4,400 | | |
| 13,518 | | |
| 12,797 | |
General and administrative expenses | |
| 2,567 | | |
| 2,398 | | |
| 7,790 | | |
| 7,564 | |
Depreciation and amortization | |
| 1,130 | | |
| 1,082 | | |
| 3,384 | | |
| 3,179 | |
| |
| | | |
| | | |
| | | |
| | |
Total costs and expenses | |
| 35,736 | | |
| 32,086 | | |
| 97,561 | | |
| 92,512 | |
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OPERATING INCOME | |
| 3,374 | | |
| 4,387 | | |
| 4,725 | | |
| 4,387 | |
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OTHER (INCOME) EXPENSE: | |
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Interest (income) expense, net | |
| 95 | | |
| 24 | | |
| 141 | | |
| 33 | |
Other income, net | |
| (121 | ) | |
| (38 | ) | |
| (302 | ) | |
| (210 | ) |
Total other income, net | |
| (26 | ) | |
| (14 | ) | |
| (161 | ) | |
| (177 | ) |
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INCOME BEFORE PROVISION FOR INCOME TAXES | |
| 3,400 | | |
| 4,401 | | |
| 4,886 | | |
| 4,564 | |
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| | | |
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Provision for income taxes | |
| 702 | | |
| 1,112 | | |
| 1,183 | | |
| 1,168 | |
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CONSOLIDATED NET INCOME | |
| 2,698 | | |
| 3,289 | | |
| 3,703 | | |
| 3,396 | |
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Net income attributable to non-controlling interests | |
| (459 | ) | |
| (660 | ) | |
| (1,076 | ) | |
| (1,024 | ) |
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NET INCOME ATTRIBUTABLE TO ARK RESTAURANTS CORP. | |
$ | 2,239 | | |
$ | 2,629 | | |
$ | 2,627 | | |
$ | 2,372 | |
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NET INCOME PER ARK RESTAURANTS CORP. COMMON SHARE: | |
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Basic | |
$ | 0.68 | | |
$ | 0.81 | | |
$ | 0.80 | | |
$ | 0.73 | |
Diluted | |
$ | 0.65 | | |
$ | 0.77 | | |
$ | 0.77 | | |
$ | 0.71 | |
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WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: | |
| | | |
| | | |
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Basic | |
| 3,293 | | |
| 3,245 | | |
| 3,270 | | |
| 3,245 | |
Diluted | |
| 3,429 | | |
| 3,396 | | |
| 3,413 | | |
| 3,362 | |
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EBITDA Reconciliation: | |
| | | |
| | | |
| | | |
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Pre tax income | |
$ | 3,400 | | |
$ | 4,401 | | |
$ | 4,886 | | |
$ | 4,564 | |
Depreciation and amortization | |
| 1,130 | | |
| 1,082 | | |
| 3,384 | | |
| 3,179 | |
Interest expense, net | |
| 95 | | |
| 24 | | |
| 141 | | |
| 33 | |
EBITDA (a) | |
$ | 4,625 | | |
$ | 5,507 | | |
$ | 8,411 | | |
$ | 7,776 | |
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EBITDA adjusted for non-cash stock option expense and non-controlling interests: | |
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EBITDA (as defined) (a) | |
$ | 4,625 | | |
$ | 5,507 | | |
$ | 8,411 | | |
$ | 7,776 | |
Non-cash stock option expense | |
| 87 | | |
| 79 | | |
| 244 | | |
| 238 | |
Net income attributable to non-controlling interests | |
| (459 | ) | |
| (660 | ) | |
| (1,076 | ) | |
| (1,024 | ) |
EBITDA, as adjusted | |
$ | 4,253 | | |
$ | 4,926 | | |
$ | 7,579 | | |
$ | 6,990 | |
(a) |
EBITDA is defined as earnings before interest, taxes, depreciation and amortization and cumulative effect of changes in accounting principle. Although EBITDA is not a measure of performance or liquidity calculated in accordance with generally accepted accounting principles (GAAP), the Company believes the use of this non-GAAP financial measure enhances an overall understanding of the Company’s past financial performance as well as providing useful information to the investor because of its historical use by the Company as both a performance measure and measure of liquidity, and the use of EBITDA by virtually all companies in the restaurant sector as a measure of both performance and liquidity. However, investors should not consider this measure in isolation or as a substitute for net income (loss), operating income (loss), cash flows from operating activities or any other measure for determining the Company’s operating performance or liquidity that is calculated in accordance with GAAP, it may not necessarily be comparable to similarly titled measures employed by other companies. A reconciliation of EBITDA to the most comparable GAAP financial measure, pre-tax income, is included above. |
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