ITEM 1. CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS (UNAUDITED)
FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF INCOME
(in thousands, except per share amounts)
|
|
---------Thirteen Weeks Ended--------
|
|
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
|
|
REVENUES:
|
|
|
|
|
|
|
|
|
Restaurant food sales
|
|
$
|
16,828
|
|
|
$
|
17,272
|
|
Restaurant bar sales
|
|
|
5,323
|
|
|
|
5,484
|
|
Package store sales
|
|
|
5,135
|
|
|
|
5,013
|
|
Franchise related revenues
|
|
|
367
|
|
|
|
380
|
|
Rental income
|
|
|
198
|
|
|
|
157
|
|
Owner’s fee
|
|
|
—
|
|
|
|
38
|
|
Other operating income
|
|
|
43
|
|
|
|
49
|
|
|
|
|
27,894
|
|
|
|
28,393
|
|
|
|
|
|
|
|
|
|
|
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
Cost of merchandise sold:
|
|
|
|
|
|
|
|
|
Restaurant and lounges
|
|
|
7,724
|
|
|
|
7,983
|
|
Package goods
|
|
|
3,768
|
|
|
|
3,621
|
|
Payroll and related costs
|
|
|
8,598
|
|
|
|
8,546
|
|
Occupancy costs
|
|
|
1,510
|
|
|
|
1,486
|
|
Selling, general and administrative expenses
|
|
|
5,639
|
|
|
|
5,170
|
|
|
|
|
27,239
|
|
|
|
26,806
|
|
Income from Operations
|
|
|
655
|
|
|
|
1,587
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME (EXPENSE):
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(185
|
)
|
|
|
(176
|
)
|
Interest and other income
|
|
|
13
|
|
|
|
10
|
|
Insurance recovery, net of casualty loss
|
|
|
602
|
|
|
|
—
|
|
|
|
|
430
|
|
|
|
(166
|
)
|
|
|
|
|
|
|
|
|
|
Income before Provision for Income Taxes
|
|
|
1,085
|
|
|
|
1,421
|
|
|
|
|
|
|
|
|
|
|
Provision for Income Taxes
|
|
|
(87
|
)
|
|
|
(465
|
)
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
|
998
|
|
|
|
956
|
|
|
|
|
|
|
|
|
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
(255
|
)
|
|
|
(335
|
)
|
|
|
|
|
|
|
|
|
|
Net income attributable to stockholders
|
|
$
|
743
|
|
|
$
|
621
|
|
See accompanying notes to unaudited condensed
consolidated financial statements.
FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF INCOME
(in thousands, except per share amounts)
(Continued)
|
|
---------Thirteen Weeks Ended--------
|
|
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
|
|
Net Income Per Common Share:
|
|
|
|
|
|
|
|
|
Basic and Diluted
|
|
$
|
0.40
|
|
|
$
|
0.33
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Shares and Equivalent
Shares Outstanding
|
|
|
|
|
|
|
|
|
Basic and Diluted
|
|
|
1,858,647
|
|
|
|
1,858,647
|
|
See accompanying notes to unaudited condensed
consolidated financial statements.
FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
DECEMBER 29, 2018 (UNAUDITED) AND SEPTEMBER
29, 2018
(in thousands)
ASSETS
|
|
December 29, 2018
|
|
|
September 29, 2018
|
|
|
|
|
|
CURRENT ASSETS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
14,500
|
|
|
$
|
13,414
|
|
Prepaid income taxes
|
|
|
295
|
|
|
|
257
|
|
Other receivables
|
|
|
1,792
|
|
|
|
474
|
|
Inventories
|
|
|
3,480
|
|
|
|
3,223
|
|
Prepaid expenses
|
|
|
2,528
|
|
|
|
1,657
|
|
|
|
|
|
|
|
|
|
|
Total Current Assets
|
|
|
22,595
|
|
|
|
19,025
|
|
|
|
|
|
|
|
|
|
|
Property and Equipment, Net
|
|
|
41,452
|
|
|
|
42,350
|
|
Construction in progress
|
|
|
3,672
|
|
|
|
3,013
|
|
|
|
|
45,124
|
|
|
|
45,363
|
|
|
|
|
|
|
|
|
|
|
Investment in Limited Partnership
|
|
|
242
|
|
|
|
251
|
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquor licenses
|
|
|
630
|
|
|
|
630
|
|
Deferred tax assets
|
|
|
487
|
|
|
|
612
|
|
Leasehold interests, net
|
|
|
387
|
|
|
|
417
|
|
Other
|
|
|
591
|
|
|
|
967
|
|
|
|
|
|
|
|
|
|
|
Total Other Assets
|
|
|
2,095
|
|
|
|
2,626
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
$
|
70,056
|
|
|
$
|
67,265
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to unaudited condensed
consolidated financial statements.
FLANIGAN'S ENTERPRISES, INC, AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
DECEMBER 29, 2018 (UNAUDITED) AND SEPTEMBER
29, 2018
(in thousands)
(Continued)
LIABILITIES AND EQUITY
|
|
December 29, 2018
|
|
|
September 29, 2018
|
|
|
|
|
|
CURRENT LIABILITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
10,746
|
|
|
$
|
9,219
|
|
Due to franchisees
|
|
|
2,116
|
|
|
|
2,054
|
|
Current portion of long term debt
|
|
|
2,812
|
|
|
|
1,963
|
|
Current portion of deferred rent
|
|
|
71
|
|
|
|
74
|
|
|
|
|
|
|
|
|
|
|
Total Current Liabilities
|
|
|
15,745
|
|
|
|
13,310
|
|
|
|
|
|
|
|
|
|
|
Long Term Debt, Net of Current Maturities
|
|
|
12,408
|
|
|
|
12,613
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
Flanigan’s Enterprises, Inc. Stockholders’
Equity
|
|
|
|
|
|
|
|
|
Common stock, $.10 par value, 5,000,000
shares authorized; 4,197,642 shares issued
|
|
|
420
|
|
|
|
420
|
|
Capital in excess of par value
|
|
|
6,240
|
|
|
|
6,240
|
|
Retained earnings
|
|
|
35,353
|
|
|
|
34,610
|
|
Treasury stock, at cost, 2,338,995 shares
at December 29, 2018 and 2,338,995
shares at September 29, 2018
|
|
|
(6,077
|
)
|
|
|
(6,077
|
)
|
Total Flanigan’s Enterprises, Inc.
stockholders’ equity
|
|
|
35,936
|
|
|
|
35,193
|
|
Noncontrolling interests
|
|
|
5,967
|
|
|
|
6,149
|
|
Total equity
|
|
|
41,903
|
|
|
|
41,342
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
$
|
70,056
|
|
|
$
|
67,265
|
|
See accompanying notes to unaudited condensed
consolidated financial statements.
FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
FOR THE THIRTEEN WEEKS ENDED DECEMBER 29,
2018 AND DECEMBER 30, 2017
(in thousands)
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
998
|
|
|
$
|
956
|
|
Adjustments to reconcile net income to net cash and
cash equivalents provided by operating activities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
690
|
|
|
|
656
|
|
Amortization of leasehold interests
|
|
|
30
|
|
|
|
30
|
|
Loss on abandonment of property and equipment
|
|
|
14
|
|
|
|
8
|
|
Casualty loss
|
|
|
118
|
|
|
|
—
|
|
Amortization of deferred loan costs
|
|
|
5
|
|
|
|
10
|
|
Deferred income taxes
|
|
|
125
|
|
|
|
267
|
|
Deferred rent
|
|
|
(3
|
)
|
|
|
(3
|
)
|
(Income) loss from unconsolidated limited partnership
|
|
|
(1
|
)
|
|
|
(9
|
)
|
Changes in operating assets and liabilities:
(increase) decrease in
|
|
|
|
|
|
|
|
|
Other receivables
|
|
|
(518
|
)
|
|
|
(48
|
)
|
Prepaid income taxes
|
|
|
(38
|
)
|
|
|
24
|
|
Inventories
|
|
|
(410
|
)
|
|
|
(516
|
)
|
Prepaid expenses
|
|
|
447
|
|
|
|
374
|
|
Other assets
|
|
|
66
|
|
|
|
1
|
|
Increase (decrease) in:
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
|
1,250
|
|
|
|
1,786
|
|
Due to franchisees
|
|
|
62
|
|
|
|
187
|
|
Net cash and cash equivalents provided by operating
activities
|
|
|
2,835
|
|
|
|
3,723
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment
|
|
|
(750
|
)
|
|
|
(394
|
)
|
Purchase of construction in progress
|
|
|
(446
|
)
|
|
|
(520
|
)
|
Deposits on property and equipment
|
|
|
(134
|
)
|
|
|
(60
|
)
|
Proceeds from sale of fixed assets
|
|
|
10
|
|
|
|
3
|
|
Insurance recovery
|
|
|
400
|
|
|
|
—
|
|
Distributions from unconsolidated limited partnership
|
|
|
10
|
|
|
|
5
|
|
Net cash and cash equivalents used in investing activities
|
|
|
(910
|
)
|
|
|
(966
|
)
|
See accompanying notes to unaudited condensed
consolidated financial statements.
FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
FOR THE THIRTEEN WEEKS ENDED DECEMBER 29,
2018 AND DECEMBER 30, 2017
(in thousands)
(Continued)
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payment of long term debt
|
|
|
(652
|
)
|
|
|
(348
|
)
|
Proceeds from long term debt
|
|
|
250
|
|
|
|
3,500
|
|
Distributions to limited partnerships’ noncontrolling
interests
|
|
|
(437
|
)
|
|
|
(372
|
)
|
|
|
|
|
|
|
|
|
|
Net cash and cash equivalents provided by (used in) financing activities
|
|
|
(839
|
)
|
|
|
2,780
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase in Cash and Cash Equivalents
|
|
|
1,086
|
|
|
|
5,537
|
|
|
|
|
|
|
|
|
|
|
Beginning of Period
|
|
|
13,414
|
|
|
|
9,885
|
|
|
|
|
|
|
|
|
|
|
End of Period
|
|
$
|
14,500
|
|
|
$
|
15,422
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosure for Cash Flow Information:
Cash paid during period for:
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
185
|
|
|
$
|
176
|
|
Income taxes
|
|
$
|
—
|
|
|
$
|
174
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosure of Non-Cash Investing and Financing
Activities:
|
|
|
|
|
|
|
|
|
Financing of insurance contracts
|
|
$
|
1,041
|
|
|
$
|
1,057
|
|
Purchase deposits transferred to property and equipment
|
|
$
|
231
|
|
|
$
|
46
|
|
Purchase deposits transferred to CIP
|
|
$
|
213
|
|
|
$
|
—
|
|
Insurance recovery receivable
|
|
$
|
800
|
|
|
$
|
—
|
|
See accompanying notes to unaudited condensed
consolidated financial statements
FLANIGAN’S ENTERPRISES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
DECEMBER 29, 2018
(1) BASIS OF PRESENTATION:
The accompanying condensed consolidated financial
information for the thirteen weeks ended December 29, 2018 and December 30, 2017 are unaudited. Financial information as of September
29, 2018 has been derived from the audited financial statements of the Company, but does not include all disclosures required by
accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments, consisting
of normal recurring adjustments, necessary for a fair presentation of the financial information for the periods indicated have
been included. For further information regarding the Company's accounting policies, refer to the Consolidated Financial Statements
and related notes included in the Company's Annual Report on Form 10-K for the year ended September 29, 2018. Operating results
for interim periods are not necessarily indicative of results to be expected for a full year.
The condensed consolidated financial statements
include the accounts of the Company, its wholly-owned subsidiaries and the accounts of the eight limited partnerships in which
we act as general partner and have controlling interests. All intercompany balances and transactions have been eliminated. Non-controlling
interest represents the limited partners’ proportionate share of the net assets and results of operations of the eight limited
partnerships.
These condensed consolidated financial statements
include estimates relating to performance based officers’ bonuses. The estimates are reviewed periodically and the effects
of any revisions are reflected in the financial statements in the period they are determined to be necessary. Although these estimates
are based on management’s knowledge of current events and actions it may take in the future, they may ultimately differ from
actual results.
(2) EARNINGS PER SHARE:
We follow Financial Accounting Standards Board
(FASB) Accounting Standards Codification (ASC) Section 260 - “
Earnings per Share
”. This section provides for
the calculation of basic and diluted earnings per share. The data on Page 3 shows the amounts used in computing earnings per share
and the effects on income and the weighted average number of shares of potentially dilutive common stock equivalents. As of December
29, 2018 and December 30, 2017, no stock options were outstanding.
(3) RECENTLY ADOPTED AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:
Adopted
In
May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue
from Contracts with Customers,” (ASU 2014-09), which requires an entity to recognize the amount of revenue to which it expects
to be entitled for the transfer of promised goods or services to customers. The new standard was effective for interim and annual
periods in fiscal years beginning after December 15, 2017. The standard permits the use of either the retrospective or cumulative
effect transition method.
The adoption of this new guidance did not have a material impact on our consolidated financial
statements.
(3) RECENTLY ADOPTED AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:
(Continued)
In August
2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-15 “Classification of Certain
Cash Receipts and Cash Payments”, which addresses how certain cash receipts and cash payments are presented and classified
in the statement of cash flows under Topic 230, “Statement of Cash Flows”, and other Topics. The new standard
was effective for interim and annual periods in fiscal years beginning after December 15, 2017. The adoption of this new guidance
did not have a material impact on our consolidated financial statements.
Issued
In February 2016, the FASB issued ASU 2016-02,
Leases (Topic 842), which supersedes all existing guidance on accounting for leases in ASC Topic 840. ASU 2016-02 is
intended to provide enhanced transparency and comparability by requiring lessees to record right-of-use assets and corresponding
lease liabilities on the balance sheet. ASU 2016-02 will continue to classify leases as either finance or operating,
with classification affecting the pattern of expense recognition in the statement of income. ASU 2016-02 is effective
for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, which will require us
to adopt these provisions in the first quarter of our fiscal year 2020. Early adoption is permitted. ASU 2016-02
requires a modified retrospective approach for all leases existing at, or entered into after the date of initial adoption, with
an option to elect to use certain transition relief. We expect the adoption of the new guidance will have a material
impact on our consolidated balance sheets due to recognition of the right-of-use asset and the lease liability related to our current
operating leases. The process of evaluating the full impact of the new guidance of our consolidated financial statements and disclosures
is ongoing, but we anticipate the initial evaluation of the impact will be completed by the second quarter of our fiscal year 2019.
(4) INCOME TAXES:
We account for our income taxes using FASB
ASC Topic 740, “
Income Taxes
”, which requires among other things, recognition of future tax benefits measured
at enacted rates attributable to deductible temporary differences between financial statement and income tax basis of assets and
liabilities and to tax net operating loss carryforwards and tax credits to the extent that realization of said tax benefits is
more likely than not.
On December
22, 2017 the Tax Cuts and Jobs Act (“The Act”) was signed into law, reducing the corporate income tax rate to 21%.
Our accounting for the impact of The Act is complete. Consequently, we recorded a decrease of approximately $268,000 to our
net deferred tax asset, with a corresponding adjustment to deferred income tax expense for the thirteen weeks ended December 30,
2017.
(5) DEBT:
(a) Mortgage on Real Property
During the thirteen weeks
ended December 29, 2018, we borrowed the sum of $250,000 from a related third party lender (the “$250,000 Loan”). The
proceeds of the $250,000 Loan will be used for working capital. Our repayment obligations under the $250,000 Loan are secured by
a first mortgage on our quadraplax located at 1420 N.E. 50th Court, Fort Lauderdale, Florida 33334. The $250,000 Loan bears interest
at the fixed rate of 4.00% per annum and is amortizable over an eight (8) year period, with our current monthly payment of principal
and interest totaling $3,047. The entire principal balance and all accrued but unpaid interest are due on November 1, 2026.
(b) Financed Insurance Premiums
During the thirteen weeks ended December 29,
2018, we financed the premiums on the following three (3) property and general liability insurance policies, totaling approximately
$1.65 million, which property and general liability insurance includes coverage for our franchises which are not included in our
consolidated financial statements:
(i) For
the policy year beginning December 30, 2018, our general liability insurance, excluding limited partnerships, is a one (1) year
policy with our insurance carriers, including automobile and excess liability coverage. The one (1) year general liability insurance
premiums, including automobile and excess liability coverage, total, in the aggregate $620,000, of which $494,000 is financed through
an unaffiliated third party lender (the “Third Party Lender”). The finance agreement obligates us to repay the amounts
financed together with interest at the rate of 3.85% per annum, over 10 months, with monthly payments of principal and interest,
each in the amount of $39,000. The finance agreement is secured by a first priority security interest in all insurance policies,
all unearned premium, return premiums, dividend payments and loss payments thereof.
(ii) For the policy year beginning December
30, 2018, our general liability insurance for our limited partnerships is a one (1) year policy with our insurance carriers, including
excess liability coverage. The one (1) year general liability insurance premiums, including excess liability coverage, total, in
the aggregate $521,000, of which $416,000 is financed through the Third Party Lender. The finance agreement obligates us to repay
the amounts financed, together with interest at the rate of 3.85% per annum, over 10 months, with monthly payments of principal
and interest, each in the amount of $51,000. The finance agreement is secured by a first priority security interest in all insurance
policies, all unearned premium, return premiums, dividend payments and loss payments thereof.
(iii) For
the policy year beginning December 30, 2018, our property insurance is a one (1) year policy. The one (1) year property insurance
premium is in the amount of $506,000, of which $385,000 is financed through the Third Party Lender. The finance agreement provides
that we are obligated to repay the amounts financed, together with interest at the rate of 3.85% per annum, over 10 months, with
monthly payments of principal and interest, each in the amount of approximately $42,000. The finance agreement is secured by a
first priority security interest in all insurance policies, all unearned premium, return premiums, dividend payments and loss payments
thereof.
As of December 29, 2018, the aggregate principal
balance owed from the financing of our property and general liability insurance policies is $1,041,000.
(6) COMMITMENTS AND CONTINGENCIES:
Construction Contracts
On June 14, 2017, we entered into an agreement
with a third party unaffiliated general contractor to renovate our restaurant located at 13205 Biscayne Boulevard, North Miami,
Florida, (Store #20) for a total contract price of $880,000. The renovations include, but are not limited to the construction of
a new kitchen and the expansion of the restaurant into our former package liquor store location. During the first quarter of our
fiscal year 2019, we agreed to change orders which had the effect of increasing the total contract price for the renovations to
$1,140,000, of which $933,000 has been paid.
During our fiscal year 2018, we entered into
two agreements with a third party unaffiliated general contractor for design and development services for a total contract price
of $127,000 (the “$127,000 Contract”) and $174,000 (the “$174,000 Contract”). The $127,000 Contract provides
for design and development services for the construction of a new building (the “New Building”) on a parcel of real
property which we own which is adjacent to the real property where our combination package liquor store and restaurant located
at 2505 N. University Drive, Hollywood, Florida, (Store #19) operated until it was closed in October 2018 due to damages caused
by a fire. The $174,000 Contract provides for design and development services for the renovation of the existing building which
housed the combination package liquor store and restaurant until it was closed in October 2018 due to damages caused by a fire.
If we complete the construction of the New Building and as a result of the fire, the rebuild of the existing building, (the “Rebuilt
Building”), we plan to re-locate our package liquor store located at the property to the New Building and to operate the
restaurant located at the property in the Rebuilt Building. During the first quarter of our fiscal year 2019, we agreed to change
orders which had the effect of increasing the total contract price for the $127,000 Contract to $138,000, of which $113,000 has
been paid and increasing the total contract price for the $174,000 Contract to $187,000, of which $110,000 has been paid. Subsequent
to the end of the first quarter of our fiscal year 2019, we cancelled the $174,000 Contract due to the building being damaged by
fire. The full amount to be expended for the Rebuilt Building has not yet been determined but we believe our loss caused by the
fire will substantially be covered by insurance.
During our fiscal year 2018, we entered into
an agreement with a third party unaffiliated general contractor to renovate and add an outdoor patio area to the front of our restaurant
located at 13205 Biscayne Boulevard, North Miami, Florida (Store #20) for a total contract price of $912,000. During the first
quarter of our fiscal year 2019, we agreed to change orders which had the effect of decreasing the total contract price for the
renovation to $880,000, of which we have paid $777,000.
During the first quarter of our fiscal year
2019, we entered into an agreement with a third party unaffiliated design group for design and development services for a contract
price of $356,000 (the “$356,000 Contract”), of which we paid $104,000. The $356,000 Contract provides for design and
development services for the construction of two (2) new buildings on the real property which we own where our combination package
liquor store and restaurant located at 4 N. Federal Highway, Hallandale Beach, Florida, (Store #31) operates. Our plan for the
real property is to (i) demolish the building which currently houses our combination package liquor store and restaurant, (ii)
build two new buildings, one of which will house our package liquor store and the other of which will house our restaurant; and
(iii) enter into a ground lease with an existing retail tenant for a parcel of land which will not be improved by the two buildings.
Subsequent to the end of the first quarter of our fiscal year 2019, we learned that our planned development of Store #31 will cause
the loss of too many parking spaces, so we abandoned our development plans and terminated the $356,000 Contract.
Litigation
From time to time, we
are a defendant in litigation arising in the ordinary course of our business, including claims resulting from “slip and fall”
accidents, dram shop claims, claims under federal and state laws governing access to public accommodations, employment-related
claims and claims from guests alleging illness, injury or other food quality, health or operational concerns. To date, none of
this litigation, some of which is covered by insurance, has had a material effect on us.
(7) CASUALTY LOSS
During the first quarter of our fiscal year
2019, our combination package liquor store and restaurant located at 2505 N. University Drive, Hollywood, Florida (Store #19) was
damaged by a fire and was forced to close. Due to the damage caused by the fire, we determined that Store #19 should be demolished
and rebuilt and as a result, the package liquor store and restaurant will be closed for our fiscal year 2019. We have insurance
coverage of $1,975,000, in the aggregate, which our insurance carrier has agreed to pay. We sustained a loss of $1,373,000 on our
building and business personal property, against which we will receive insurance proceeds of $1,200,000 resulting in a loss of
$173,000. We had a gain of $775,000 on our business interruption coverage, which when netted against our loss of $173,000 on our
building and business personal property produces a gain of $602,000. Prior to the end of the first quarter of our fiscal year 2019,
we received an advance of $600,000 against our insurance recovery and subsequent thereto, we received the balance of our insurance
recovery, which is included in other receivables in the accompanying condensed consolidated balance sheet, less only $140,000 as depreciation
against our business personal property until such time as it is replaced.
(8) BUSINESS SEGMENTS:
We operate principally in two reportable segments
– package stores and restaurants. The operation of package stores consists of retail liquor sales and related items. Information
concerning the revenues and operating income for the thirteen weeks ended December 29, 2018 and December 30, 2017, and identifiable
assets for the two reportable segments in which we operate, are shown in the following table. Operating income is total revenue
less cost of merchandise sold and operating expenses relative to each segment. In computing operating income, none of the following
items have been included: interest expense, other non-operating income and expenses and income taxes. Identifiable assets by segment
are those assets that are used in our operations in each segment. Corporate assets are principally cash and real property, improvements,
furniture, equipment and vehicles used at our corporate headquarters. We do not have any operations outside of the United States
and transactions between restaurants and package liquor stores are not material.
|
|
(in thousands)
|
|
|
|
Thirteen
Weeks
Ending
December 29, 2018
|
|
|
Thirteen
Weeks
Ending
December 30, 2017
|
|
Operating Revenues:
|
|
|
|
|
|
|
|
|
Restaurants
|
|
$
|
22,151
|
|
|
$
|
22,756
|
|
Package stores
|
|
|
5,135
|
|
|
|
5,013
|
|
Other revenues
|
|
|
608
|
|
|
|
624
|
|
Total operating revenues
|
|
$
|
27,894
|
|
|
$
|
28,393
|
|
|
|
|
|
|
|
|
|
|
Income from Operations Reconciled to Income After
Income Taxes and Net Income Attributable to
Noncontrolling Interests
|
|
|
|
|
|
|
|
|
Restaurants
|
|
$
|
1,387
|
|
|
$
|
1,957
|
|
Package stores
|
|
|
167
|
|
|
|
282
|
|
|
|
|
1,554
|
|
|
|
2,239
|
|
Corporate expenses, net of other revenues
|
|
|
(899
|
)
|
|
|
(652
|
)
|
Income from Operations
|
|
|
655
|
|
|
|
1,587
|
|
Interest expense
|
|
|
(185
|
)
|
|
|
(176
|
)
|
Interest and Other income
|
|
|
13
|
|
|
|
10
|
|
Insurance recovery, net of casualty loss
|
|
|
602
|
|
|
|
—
|
|
Income Before Provision for Income Taxes
|
|
$
|
1,085
|
|
|
$
|
1,421
|
|
Provision for Income Taxes
|
|
|
(87
|
)
|
|
|
(465
|
)
|
Net Income
|
|
|
998
|
|
|
|
956
|
|
Net Income Attributable to Noncontrolling Interests
|
|
|
(255
|
)
|
|
|
(335
|
)
|
Net Income Attributable to Flanigan’s Enterprises, Inc. Stockholders
|
|
$
|
743
|
|
|
$
|
621
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization:
|
|
|
|
|
|
|
|
|
Restaurants
|
|
$
|
557
|
|
|
$
|
540
|
|
Package stores
|
|
|
66
|
|
|
|
67
|
|
|
|
|
623
|
|
|
|
607
|
|
Corporate
|
|
|
97
|
|
|
|
79
|
|
Total Depreciation and Amortization
|
|
$
|
720
|
|
|
$
|
686
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures:
|
|
|
|
|
|
|
|
|
Restaurants
|
|
$
|
1,341
|
|
|
$
|
823
|
|
Package stores
|
|
|
78
|
|
|
|
82
|
|
|
|
|
1,419
|
|
|
|
905
|
|
Corporate
|
|
|
222
|
|
|
|
55
|
|
Total Capital Expenditures
|
|
$
|
1,641
|
|
|
$
|
960
|
|
|
|
December 29,
|
|
|
September 29,
|
|
|
|
2018
|
|
|
2018
|
|
Identifiable Assets:
|
|
|
|
|
|
|
|
|
Restaurants
|
|
$
|
31,293
|
|
|
$
|
30,963
|
|
Package store
|
|
|
10,268
|
|
|
|
10,127
|
|
|
|
|
41,561
|
|
|
|
41,090
|
|
Corporate
|
|
|
28,495
|
|
|
|
26,175
|
|
Consolidated Totals
|
|
$
|
70,056
|
|
|
$
|
67,265
|
|
(9) SUBSEQUENT
EVENTS:
Subsequent events have
been evaluated through the date these consolidated financial statements were issued and no other events required disclosure.
ITEM 2. MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Reported financial results may not be indicative
of the financial results of future periods. All non-historical information contained in the following discussion constitutes 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.
Words such as “anticipates, appears, expects, trends, intends, hopes, plans, believes, seeks, estimates, may, will,”
and variations of these words or similar expressions are intended to identify forward-looking statements. These statements are
not guarantees of future performance and involve a number of risks and uncertainties, including but not limited to customer demand
and competitive conditions. Factors that could cause actual results to differ materially are included in, but not limited to, those
identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in
the Annual Report on our Form 10-K for the fiscal year ended September 29, 2018 and in this Quarterly Report on Form 10-Q. We undertake
no obligation to publicly release the results of any revisions to these forward-looking statements that may reflect events or circumstances
after the date of this report.
OVERVIEW
As of December 29, 2018, Flanigan’s
Enterprises, Inc., a Florida corporation, together with its subsidiaries, (i) operates 26 units, consisting of restaurants,
package liquor stores and combination restaurants/package liquor stores that we either own or have operational control over
and partial ownership in; and (ii) franchises an additional five units, consisting of two restaurants (one of which we
operate) and three combination restaurants/package liquor stores. The foregoing excludes an adult entertainment club which we
owned but did not operate and which was permanently closed on September 20, 2018 when a Federal Court upheld recently enacted
local legislation which prohibited the operation of the club as then operated. The table below provides information
concerning the type (i.e. restaurant, package liquor store or combination restaurant/package liquor store) and ownership of
the units (i.e. whether (i) we own 100% of the unit; (ii) the unit is owned by a limited partnership of which we are the sole
general partner and/or have invested in; or (iii) the unit is franchised by us), as of December 29, 2018 and as compared to
December 30, 2017. With the exception of “The Whale’s Rib”, a restaurant we operate but do not own, all of
the restaurants operate under our service mark “Flanigan’s Seafood Bar and Grill” and all of the package
liquor stores operate under our service mark “Big Daddy’s Liquors”.
Types of Units
|
December 29,
2018
|
September 29,
2018
|
December 30,
2017
|
|
Company Owned:
Combination package and restaurant
|
3
|
3
|
3
|
(1)
|
Restaurant only
|
7
|
7
|
7
|
|
Package store only
|
6
|
6
|
6
|
|
|
|
|
|
|
Company Operated Restaurants Only:
|
|
|
|
|
Limited Partnerships
|
8
|
8
|
8
|
|
Franchise
|
1
|
1
|
1
|
|
Unrelated Third Party
|
1
|
1
|
1
|
|
|
|
|
|
|
Company Owned Club:
|
-
|
-
|
1
|
(2)
|
|
|
|
|
|
Total Company Owned/Operated Units
|
26
|
26
|
27
|
|
Franchised Units
|
5
|
5
|
5
|
(3)
|
Notes:
(1) During the first quarter of
our fiscal year 2019, our combination package liquor store and restaurant located at 2505 N. University Drive, Hollywood,
Florida (Store #19) was damaged by a fire which caused it to be closed during the first quarter of of our fiscal year 2019.
Revenues and expenses from Store #19 for the first two (2) days of the first quarter of our fiscal year 2019, except payroll,
are immaterial.
(2) During the fourth quarter of our fiscal
year 2018, the adult entertainment club which we owned but did not operate was closed permanently when a Federal Court upheld recently
enacted local legislation which prohibited the operation of the club as then operated.
(3)
We
operate a restaurant for one (1) franchisee. This unit is included in the table both as a franchised restaurant, as well as a restaurant
operated by us.
Franchise Financial Arrangement
:
In exchange for our providing management and related services to our franchisees and granting them the right to use our service
marks “Flanigan’s Seafood Bar and Grill” and “Big Daddy’s Liquors”, our franchisees (four of
which are franchised to members of the family of our Chairman of the Board, officers and/or directors), are required to (i) pay
to us a royalty equal to 1% of gross package store sales and 3% of gross restaurant sales; and (ii) make advertising expenditures
equal to between 1.5% to 3% of all gross sales based upon our actual advertising costs allocated between stores, pro-rata, based
upon gross sales.
Limited Partnership Financial Arrangement
:
We manage and control the operations of all restaurants owned by limited partnerships, except the Fort Lauderdale, Florida restaurant
which is owned by a related franchisee. Accordingly, the results of operations of all limited partnership owned restaurants, except
the Fort Lauderdale, Florida restaurant are consolidated into our operations for accounting purposes. The results of operations
of the Fort Lauderdale, Florida restaurant are accounted for by us utilizing the equity method. In general, until the investors’
cash investment in a limited partnership (including any cash invested by us and our affiliates) is returned in full, the limited
partnership distributes to the investors annually out of available cash from the operation of the restaurant up to 25% of the cash
invested in the limited partnership, with no management fee paid to us. Any available cash in excess of the 25% of the cash invested
in the limited partnership distributed to the investors annually, is paid one-half (½) to us as a management fee, with the
balance distributed to the investors. Once the investors in the limited partnership have received, in full, amounts equal to their
cash invested, an annual management fee is payable to us equal to one-half (½) of cash available to the limited partnership,
with the other one half (½) of available cash distributed to the investors (including us and our affiliates). As of December
29, 2018, limited partnerships owning seven (7) restaurants, (Surfside, Florida, Kendall, Florida, West Miami, Florida, Pinecrest,
Florida, Wellington, Florida, Miami, Florida and Pembroke Pines locations), have returned all cash invested and we receive an annual
management fee equal to one-half (½) of the cash available for distribution by the limited partnership. In addition to receipt
of distributable amounts from the limited partnerships, we receive a fee equal to 3% of gross sales for use of the service mark
“Flanigan’s Seafood Bar and Grill”.
RESULTS OF OPERATIONS
|
|
-----------------------Thirteen Weeks Ended-----------------------
|
|
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
Amount
(In
thousands)
|
|
|
Percent
|
|
|
Amount
(In
thousands)
|
|
|
Percent
|
|
Restaurant food sales
|
|
$
|
16,828
|
|
|
|
61.67
|
|
|
$
|
17,272
|
|
|
|
62.20
|
|
Restaurant bar sales
|
|
|
5,323
|
|
|
|
19.51
|
|
|
|
5,484
|
|
|
|
19.75
|
|
Package store sales
|
|
|
5,135
|
|
|
|
18.82
|
|
|
|
5,013
|
|
|
|
18.05
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Sales
|
|
$
|
27,286
|
|
|
|
100.00
|
|
|
$
|
27,769
|
|
|
|
100.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Franchise related revenues
|
|
|
367
|
|
|
|
|
|
|
|
380
|
|
|
|
|
|
Owner’s fee
|
|
|
—
|
|
|
|
|
|
|
|
38
|
|
|
|
|
|
Rental income
|
|
|
198
|
|
|
|
|
|
|
|
157
|
|
|
|
|
|
Other operating income
|
|
|
43
|
|
|
|
|
|
|
|
49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue
|
|
$
|
27,894
|
|
|
|
|
|
|
$
|
28,393
|
|
|
|
|
|
Comparison of Thirteen Weeks Ended December 29, 2018 and
December 30, 2017.
Revenues
.
Total revenue for the thirteen weeks ended December 29, 2018 decreased $499,000 or 1.76% to $27,894,000
from $28,393,000 for the thirteen weeks ended December 30, 2017 due primarily to the loss of revenue from our combination restaurant/package
liquor store located at 2505 N. University Drive, Hollywood, Florida (Store #19), which was closed for the thirteen weeks ended
December 29, 2018 due to a fire on October 2, 2018, offset by increased restaurant traffic. Revenue for our Store #19 was $1,352,000
for the thirteen weeks ended December 30, 2017. We expect total revenue to decrease throughout the balance of our fiscal year 2019
due to the loss of total revenue generated from our Store #19, which was closed for the thirteen weeks ended December 29, 2018
due to a fire on October 2, 2018, partially offset by increased traffic.
Restaurant Food Sales
.
Restaurant revenue generated from the sale of food, including non-alcoholic
beverages, at restaurants totaled $16,828,000 for the thirteen weeks ended December 29, 2018 as compared to $17,272,000 for the
thirteen weeks ended December 30, 2017. The decrease in restaurant revenue from the sale of food at restaurants during the thirteen
weeks ended December 29, 2018 is primarily due to
the loss of restaurant revenue from the sale of food at our Store #19,
which was closed for the thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018, offset by
increased
restaurant traffic
. Restaurant revenue from the sale of food at our Store #19 was $856,000 for the thirteen weeks ended
December 30, 2017.
Comparable weekly restaurant food sales (for restaurants
open for all of the first quarter of our fiscal year 2019 and the first quarter of our fiscal year 2018, which consists of nine
restaurants owned by us, (excluding Store #19
which was closed for the thirteen weeks ended December 29, 2018 due to a fire
on October 2, 2018)
and eight restaurants owned by affiliated limited
partnerships) was $1,295,000 and $1,263,000 for the thirteen weeks ended December 29, 2018 and December 30, 2017, respectively,
an increase of 2.45%. Comparable weekly restaurant food sales for Company owned restaurants only was $642,000 and $634,000 for
the first quarter of our fiscal year 2019 and the first quarter of our fiscal year 2018, respectively, an increase of 1.26%. Comparable
weekly restaurant food sales for affiliated limited partnership owned restaurants only was $653,000 and $629,000 for the first
quarter of our fiscal year 2019 and the first quarter of our fiscal year 2018, respectively, an increase of 3.82%.
We expect
restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants to decrease throughout the
balance of our fiscal year 2019 due to the loss of restaurant revenue generated from the sale of food, including non-alcoholic
beverages, at restaurants at our Store #19, which was closed for the thirteen weeks ended December 29, 2018 due to a fire on October
2, 2018, partially offset by increased traffic.
Restaurant
Bar Sales
. Restaurant revenue generated from the sale of alcoholic beverages at restaurants totaled $5,323,000 for
the thirteen weeks ended December 29, 2018 as compared to $5,484,000 for the thirteen weeks ended December 30, 2017. The
decrease in restaurant revenue from the sale of alcoholic beverages at restaurants during the thirteen weeks ended December
30, 2017 is primarily due to
the loss of restaurant revenue from the sale of alcoholic beverages at our Store #19,
which was closed for the thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018, offset by
increased
restaurant traffic
. Restaurant revenue from the sale of alcoholic beverages at our Store #19 was $184,000 for the
thirteen weeks ended December 30, 2017.
Comparable weekly restaurant
bar sales (for restaurants open for all of the first quarter of our fiscal year 2019 and the first quarter of our fiscal year
2018, which consists of nine restaurants owned by us, (excluding Store #19
which was closed for the thirteen weeks
ended December 29, 2018 due to a fire on October 2, 2018),
and eight
restaurants owned by affiliated limited partnerships) was $410,000 for the thirteen weeks ended December 29, 2018 and
$408,000 for the thirteen weeks ended December 30, 2017, an increase of 0.49%. Comparable weekly restaurant bar sales for
Company owned restaurants only was $183,000 and $186,000 for the first quarter of our fiscal year 2019 and the first quarter
of our fiscal year 2018, respectively, a decrease of 1.61%. Comparable weekly restaurant bar sales for affiliated limited
partnership owned restaurants only was $227,000 and $222,000 for the first quarter of our fiscal year 2019 and the first
quarter of our fiscal year 2018, respectively, an increase of 2.25%.
We expect restaurant revenue generated from the
sale of alcoholic beverages at restaurants to decrease throughout the balance of our fiscal year 2019 due to the loss of
restaurant revenue generated from the sale of alcoholic beverages, at restaurants at our Store #19, which was closed for the
thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018, partially offset by increased traffic.
Package Store Sales
.
Revenue generated from sales of liquor and related items at package liquor stores totaled $5,135,000 for the thirteen weeks ended
December 29, 2018 as compared to $5,013,000 for the thirteen weeks ended December 30, 2017, an increase of $122,000. This increase
was primarily due to increased package liquor store traffic, offset by the loss of revenue generated from sales of liquor and related
items at Store #19, which was closed for the thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018. Revenue generated
from sales of liquor and related items at our Store #19 was $312,000 for the thirteen weeks ended December 30, 2017. The weekly
average of same store package liquor store sales, which includes eight (8) Company owned package liquor stores, (excluding Store
#19, which was closed for the thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018), was $395,000 for the thirteen
weeks ended December 29, 2018 as compared to $362,000 for the thirteen weeks ended December 30, 2017, an increase of 9.12%. We
expect package liquor store sales to decrease throughout the balance of our fiscal year 2019 due to the loss of revenue generated
from sales of liquor and related items at Store #19, which was closed for the thirteen weeks ended December 29, 2018 due to a fire
on October 2, 2018, partially offset by increased traffic.
Operating Costs and Expenses
.
Operating costs and expenses, (consisting of cost of merchandise sold, payroll and related costs, occupancy costs and selling,
general and administrative expenses), for the thirteen weeks ended December 29, 2018 increased $433,000 or 1.62% to $27,239,000
from $26,806,000 for the thirteen weeks ended December 30, 2017. The increase was primarily due to an expected general increase
in food costs, offset by a reduction of operating costs and expenses at Store #19, which was closed for the thirteen weeks ended
December 29, 2018 due to a fire on October 2, 2018 and actions taken by management to reduce and/or control costs. Operating costs
and expenses at our Store #19 were $559,000 for the thirteen weeks ended December 30, 2017. We anticipate that our operating costs
and expenses will continue to increase through our fiscal year 2019 for the same reasons. Operating costs and expenses increased
as a percentage of total sales to approximately 97.65% in the first quarter of our fiscal year 2019 from 94.41% in the first quarter
of our fiscal year 2018.
Gross Profit.
Gross profit is
calculated by subtracting the cost of merchandise sold from sales.
Restaurant Food and
Bar Sales
. Gross profit for food and bar sales for the thirteen weeks ended December 29, 2018 decreased to $14,427,000
from $14,773,000 for the thirteen weeks ended December 30, 2017. Our gross profit margin for restaurant food and bar sales (calculated
as gross profit reflected as a percentage of restaurant food and bar sales), was 65.13% for the thirteen weeks ended December 29,
2018 and 64.92% for the thirteen weeks ended December 30, 2017. We anticipate that our gross profit for restaurant food and bar
sales will decrease during our fiscal year 2019 due to higher food costs.
Package Store Sales
.
Gross profit for package store sales for the thirteen weeks ended December 29, 2018 decreased to $1,367,000 from $1,392,000 for
the thirteen weeks ended December 30, 2017. Our gross profit margin, (calculated as gross profit reflected as a percentage of package
liquor store sales), for package store sales was 26.62% for the thirteen weeks ended December 29, 2018 and 27.77% for the thirteen
weeks ended December 30, 2017. We anticipate that the gross profit margin for package store merchandise will decrease during our
fiscal year 2019 due to a reduction in pricing of certain package store merchandise to be more competitive.
Payroll
and Related Costs.
Payroll and related costs for the thirteen weeks ended December 29, 2018 increased $52,000 or 0.61%
to $8,598,000 from $8,546,000 for the thirteen weeks ended December 30, 2017. Higher payroll and related costs for the thirteen
weeks ended December 29, 2018 were primarily due to higher restaurant sales, which require additional payroll and related costs
for employees such as cooks, bartenders and servers, offset by a decrease in payroll and related costs of $300,000
at Store
#19, which was closed for most of the thirteen weeks ended December 29, 2018 due to a fire on October 2, 2018.
Payroll
and related costs as a percentage of total sales was 30.82% in the first quarter of our fiscal year 2019 and 30.10% of total sales
in the first quarter of our fiscal year 2018.
Occupancy Costs.
Occupancy costs
(consisting of rent, common area maintenance, repairs, real property taxes and amortization of leasehold purchases) for the thirteen
weeks ended December 29, 2018 increased $24,000 or 1.62% to $1,510,000 from $1,486,000 for the thirteen weeks ended December 30,
2017. We anticipate that our occupancy costs will remain stable throughout our fiscal year 2019.
Selling, General and Administrative Expenses.
Selling, general and administrative expenses (consisting of general corporate expenses, including but not limited to advertising,
insurance, professional costs, clerical and administrative overhead) for the thirteen weeks ended December 29, 2018 increased $469,000
or 9.07% to $5,639,000 from $5,170,000 for the thirteen weeks ended December 30, 2017. Selling, general and administrative expenses
increased as a percentage of total sales in the first quarter of our fiscal year 2019 to 20.21% as compared to 18.21% in the first
quarter of our fiscal year 2018. We anticipate that our selling, general and administrative expenses will increase throughout the
balance of our fiscal year 2019 due primarily to increases across all categories.
Depreciation and Amortization.
Depreciation and amortization for the thirteen weeks ended December 29, 2018 increased $34,000 or 4.96% to $720,000 from $686,000
for the thirteen weeks ended December 30, 2017. As a percentage of total revenue, depreciation expense was 2.58% of revenue for
the thirteen weeks ended December 29, 2018 and 2.42% of revenue in the thirteen weeks ended December 30, 2017.
Interest Expense, Net
.
Interest
expense, net, for the thirteen weeks ended December 29, 2018 increased $9,000 to $185,000 from $176,000 for the thirteen weeks
ended December 30, 2017. The increase in interest expense, net, for the thirteen weeks ended December 29, 2018 is due to our borrowing
of the available balance on our Credit Line ($3.5 million for a total amount borrowed on the Credit Line of $5.5 million) at the
end of the first quarter of our fiscal year 2018.
Income Taxes.
Income
taxes for the thirteen weeks ended December 29, 2018 was $87,000 and $465,000 for the thirteen weeks ended December 30,
2017. Income taxes decreased during the thirteen weeks ended December 29, 2018 due to lower taxable income and the corporate
tax rate reduction, which was more heavily offset by the tip credit. Income taxes increased during the thirteen weeks ended
December 30, 2017 due to a reduction of $268,000 to our deferred tax asset previously posted due to the corporate tax
rate reduction, which reduction was a part of the current tax expense.
Net Income.
Net income for the
thirteen weeks ended December 29, 2018 increased $42,000 or 4.39% to $998,000 from $956,000 for the thirteen weeks ended December
30, 2017. Net income for the thirteen weeks ended December 29, 2018 increased when compared to the thirteen weeks ended December
30, 2017 primarily due to an insurance recovery, net of casualty loss of $602,000 from damages as a result of the fire at our Store
#19 in October 2018 and higher restaurant traffic, offset by higher food costs and overall expenses. Net income for the thirteen
weeks ended December 30, 2017 was also reduced by a reduction of $268,000 to our deferred tax asset. As a percentage of sales,
net income for the first quarter of our fiscal year 2019 is 3.58%, as compared to 3.37% in the first quarter of our fiscal year
2018. For the balance of our fiscal year 2019, our net income will be adversely affected by a loss of net income from Store #19
which was closed in October 2018 due to damages from a fire and will remain closed through at least the end of our fiscal year
2019, with no further insurance recovery.
Net Income Attributable to Stockholders.
Net income for the thirteen weeks ended December 29, 2018 increased $122,000 or 19.65% to $743,000 from $621,000 for the thirteen
weeks ended December 30, 2017. Net income attributable to stockholders for the thirteen weeks ended December 29, 2017 increased
when compared to the thirteen weeks ended December 30, 2017 primarily due to an insurance recovery, net of casualty loss of $602,000
from damages as a result of the fire at our Store #19 in October 2018 and higher restaurant traffic, offset by higher food costs
and overall expenses. Net income attributable to shareholders for the thirteen weeks ended December 29, 2018 was also reduced by
a reduction of $268,000 to our deferred tax asset. As a percentage of sales, net income for the first quarter of our fiscal year
2019 is 2.66%, as compared to 2.19% in the first quarter of our fiscal year 2018. For the balance of our fiscal year 2019, our
net income attributable to stockholders will be adversely affected by a loss of net income from Store #19 which was closed in October
2018 due to damages from a fire and will remain closed through at least the end of our fiscal year 2019, with no further insurance
recovery.
New Limited Partnership Restaurants
As new restaurants open, our income from operations
will be adversely affected due to our obligation to fund pre-opening costs, including but not limited to pre-opening rent for the
new locations. During the thirteen weeks ended December 29, 2018, other than the rebuilding of Store #19 which was closed in October
2018 due to a fire, we did not have a new restaurant location in the development stage and did not recognize any pre-opening costs.
Menu Price Increases and Trends
Effective September 3, 2017 we increased menu
prices for our bar offerings to target an increase to our bar revenues of approximately 4.9% annually and effective September 16,
2017 we increased menu prices for our food offerings to target an increase to our food revenues of approximately 4.0% annually
to offset higher food costs and higher overall expenses. Prior to these increases, we previously raised menu prices in the second
quarter of our fiscal year 2016. During the next twelve months, if demand for our restaurant and bar offerings remain substantially
similar to the demand during our fiscal year 2018, (excluding restaurant and bar sales from our Store #19 which we expect will
be closed for our entire fiscal year 2019 due to the fire on October 2, 2018), of which there can be no assurance, we expect that
restaurant and bar sales, as well as gross profit for food and bar operations should remain substantially the same. We anticipate
that our package liquor store sales will continue to increase, (excluding package liquor store sales from our Store #19, which
we expect will be closed for our entire fiscal year 2019 due to the fire on October 2, 2018), while gross profit margin for package
liquor store sales will decrease.
Other than the rebuilding of Store #19, which
was closed in October 2018 due to a fire, we do not have a new “Flanigan’s Seafood Bar and Grill” restaurant
in the development stage, but continue to search for new locations to open restaurants and thereby expand our business. As of the
end of our fiscal year 2017 we abandoned our attempt to expand “The Whale’s Rib” restaurant concept that we manage
in Deerfield Beach, Florida through the opening of a new restaurant in Miami, Florida due to our inability to get all necessary
governmental approvals. As a result, as of the end of our fiscal year 2017, we wrote off approximately $54,000 in expenses incurred
applying for governmental approvals to expand “The Whale’s Rib” restaurant concept in Miami, Florida.
We are not actively searching for locations
for the operation of new package liquor stores, but when our attempt to expand “The Whale’s Rib” restaurant concept
in Miami, Florida was abandoned, we decided that the space we had targeted for the “The Whales Rib” would be ideal
for the operation of a package liquor store and during the fourth quarter of our fiscal year 2018, we received governmental approval
to operate a package liquor store. It is anticipated that the new package liquor store will be open for business during the third
quarter of our fiscal year 2019.
Liquidity and Capital Resources
We fund our operations through cash from operations.
As of December 29, 2018, we had cash of approximately $14,500,000, an increase of $1,086,000 from our cash balance of $13,414,000
as of September 29, 2018. We believe that our current cash availability from our cash on hand, positive cash flow from operations
and borrowed funds will be sufficient to fund our operations and planned capital expenditures for at least the next twelve months.
Cash Flows
The following table is a summary of our cash
flows for the first thirteen weeks of fiscal years 2019 and 2018.
|
|
---------Thirteen Weeks Ended--------
|
|
|
|
December 29, 2018
|
|
|
December 30, 2017
|
|
|
|
(in Thousands)
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
2,835
|
|
|
$
|
3,723
|
|
Net cash used in investing activities
|
|
|
(910
|
)
|
|
|
(966
|
)
|
Net cash provided by (used in) financing activities
|
|
|
(839
|
)
|
|
|
2,780
|
|
|
|
|
|
|
|
|
|
|
Net Increase in Cash and Cash Equivalents
|
|
|
1,086
|
|
|
|
5,537
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, Beginning
|
|
|
13,414
|
|
|
|
9,885
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, Ending
|
|
$
|
14,500
|
|
|
$
|
15,422
|
|
We did not declare or pay a cash dividend on
our capital stock in the first quarter of our fiscal year 2019 or the first quarter of our fiscal year 2018. Any future determination
to pay cash dividends will be at our Board’s discretion and will depend upon our financial condition, operating results,
capital requirements and such other factors as our Board deems relevant.
Capital Expenditures
In addition to using cash for our operating
expenses, we use cash generated from operations and borrowings to fund the development and construction of new restaurants and
to fund capitalized property improvements for our existing restaurants. We acquired property and equipment of $1,427,000, (including
$231,000 of deposits recorded in other assets as of September 29, 2018), during the thirteen weeks ended December 29, 2018, including
$100,000 for renovations to three (3) Company owned restaurants. We acquired property and equipment of $960,000, (including $46,000
of deposits recorded in other assets as of September 30, 2017), during the thirteen weeks ended December 30, 2017, including $102,000
for renovations to one (1) Company owned restaurant.
All of our owned units require periodic refurbishing
in order to remain competitive. We anticipate the cost of this refurbishment in our fiscal year 2019 to be approximately $450,000,
$100,000 of which has been spent through December 29, 2018.
Long Term Debt
As of December 29, 2018, we had long term
debt of $15,220,000, as compared to $16,617,000 as of December 30, 2017, and $14,576,000 as of September 29, 2018. Our long
term debt increased as of December 29, 2018 as compared to September 29, 2018 due to the $1,041,000 for financed insurance
premiums and a term loan of $250,000 from a related party, less any payments made on account thereof.
As
of December 29, 2018, we are in compliance with the covenants of all loans with our lender.
Construction Contracts
On June 14, 2017, we entered into an agreement
with a third party unaffiliated general contractor to renovate our restaurant located at 13205 Biscayne Boulevard, North Miami,
Florida, (Store #20) for a total contract price of $880,000. The renovations include, but are not limited to the construction of
a new kitchen and the expansion of the restaurant into our former package liquor store location. During the first quarter of our
fiscal year 2019, we agreed to change orders which had the effect of increasing the total contract price for the renovations to
$1,140,000, of which $933,000 has been paid.
During our fiscal year 2018, we entered into
two agreements with a third party unaffiliated general contractor for design and development services for a total contract price
of $127,000 (the “$127,000 Contract”) and $174,000 (the “$174,000 Contract”). The $127,000 Contract provides
for design and development services for the construction of a new building (the “New Building”) on a parcel of real
property which we own which is adjacent to the real property where our combination package liquor store and restaurant located
at 2505 N. University Drive, Hollywood, Florida, (Store #19) operated until it was closed in October 2018 due to damages caused
by a fire. The $174,000 Contract provides for design and development services for the renovation of the existing building which
housed the combination package liquor store and restaurant until its closing in October 2018 due to damages caused by a fire. If
we complete the construction of the New Building and, as a result of the fire, the rebuild of the existing building (the “Rebuilt
Building’), we plan to re-locate our package liquor store located at the property to the New Building and to operate the
restaurant located at the property in the Rebuilt Building . During the first quarter of our fiscal year 2019, we agreed to change
orders which had the effect of increasing the total contract price for the $127,000 Contract to $138,000, of which $113,000 has
been paid and increasing the total contract price for the $174,000 Contract to $187,000, of which $110,000 has been paid. Subsequent
to the end of our first quarter of our fiscal year 2019, we cancelled the $174,000 Contract due to the building being damaged by
fire. The full amount to be expended for the Rebuilt Building has not yet been determined but we believe our loss caused by the
fire will substantially be covered by insurance.
During our fiscal year 2018, we entered into
an agreement with a third party unaffiliated general contractor to renovate and add an outdoor patio area to the front of our restaurant
located at 13205 Biscayne Boulevard, North Miami, Florida (Store #20) for a total contract price of $912,000. During the first
quarter of our fiscal year 2019, we agreed to change orders which had the effect of decreasing the total contract price for the
renovation to $880,000, of which we have paid $777,000.
During the first quarter of our fiscal year
2019, we entered into an agreement with a third party unaffiliated design group for design and development services for a contract
price of $356,000 (the “$356,000 Contract”), of which we paid $104,000. The $356,000 Contract provides for design and
development services for the construction of two (2) new buildings on the real property which we own where our combination package
liquor store and restaurant located at 4 N. Federal Highway, Hallandale Beach, Florida, (Store #31) operates. Our plan for the
real property is to (i) demolish the building which currently houses our combination package liquor store and restaurant, (ii)
build two new buildings, one of which will house our package liquor store and the other of which will house our restaurant; and
(iii) enter into a ground lease with an existing retail tenant for a parcel of land which will not be improved by the two buildings.
Subsequent to the end of the first quarter of our fiscal year 2019, we learned that our planned development of Store #31 will cause
the loss of too many parking spaces, so we abandoned our development plans and terminated the $356,000 Contract.
Purchase Commitments
In order to fix the cost and ensure adequate
supply of baby back ribs for our restaurants during calendar year 2019, on November 15, 2018, we entered into a purchase agreement
with our current rib supplier, whereby we agreed to purchase approximately $5,888,000 of baby back ribs during calendar year 2019
from this vendor at a fixed cost.
While we anticipate purchasing all of our rib
supply from this vendor, we believe there are several other alternative vendors available, if needed.
Purchase of Limited Partnership Interest
During the thirteen weeks ended December 29,
2018, we did not purchase any limited partnership interests. During the thirteen weeks ended December 30, 2017, we purchased from
one limited partner (who is not an officer, director or family member of officers or directors) a limited partnership interest
of 0.21% in a limited partnership which owns a restaurant, for a purchase price of $1,600.
Working Capital
The table below summarizes the current assets,
current liabilities, and working capital for our fiscal quarters ended December 29, 2018, December 30, 2017 and our fiscal year
ended September 29, 2018.
Item
|
|
Dec. 29, 2018
|
|
|
Dec. 30, 2017
|
|
|
Sept. 29, 2018
|
|
|
|
(in Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets
|
|
$
|
22,595
|
|
|
$
|
21,662
|
|
|
$
|
19,025
|
|
Current Liabilities
|
|
|
15,745
|
|
|
|
14,955
|
|
|
|
13,310
|
|
Working Capital
|
|
$
|
6,850
|
|
|
$
|
6,707
|
|
|
$
|
5,715
|
|
Our working capital increased during our fiscal
quarter ended December 29, 2018 from our working capital for our fiscal quarter ended December 30, 2017 and our fiscal year ended
September 29, 2018 due to the insurance recovery of $1,975,000 we received from the fire at our Store #19 on
October 2, 2018, offset by the $611,000 we paid towards the renovation of our restaurant located at 13205 Biscayne Boulevard, North
Miami, Florida (Store #20R).
While there can be no assurance due to, among
other things, unanticipated expenses or unanticipated decline in revenues, or both, we believe that our cash on hand, positive
cash flow from operations and funds borrowed on our term loan will adequately fund operations, debt reductions and planned capital
expenditures throughout our fiscal year 2019.
Off-Balance Sheet Arrangements
The Company does not have off-balance sheet
arrangements.
Inflation
The primary inflationary factors affecting
our operations are food, beverage and labor costs. A large number of restaurant personnel are paid at rates based upon applicable
minimum wage and increases in minimum wage directly affect labor costs. To date, inflation has not had a material impact on our
operating results, but this circumstance may change in the future if food and fuel costs continue to rise.