============================================================================ 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: September 7, 2000 CBRL GROUP, INC. Tennessee 000-25225 62-1749513 --------- ---------- 305 Hartmann Drive, Lebanon, Tennessee 37087 (615) 444-5533 =========================================================================== ITEM 5. OTHER EVENTS. On September 7, 2000, CBRL Group, Inc. (the "Company") announced its fourth quarter and fiscal year end results. The Company also commented on current trends and earnings targets for fiscal 2001. In connection with that earnings announcement, the Company also implemented a new policy pursuant to which it intends to present information to the public only pursuant to the requirements of Securities and Exchange Commission Regulation FD, which will come effective October 23, 2000. In connection with its earnings targets and forward looking statements, the Company specifically urged caution in considering its present trends and internal targets, and stated specifically that it assumes no obligation to update such information other than in the Company's periodic filings to the Securities and Exchange Commission under Forms 10-K, 10-Q and 8-K. A copy of the September 7, 2000 press release in which the quarterly and fiscal year end results were announced is attached as Exhibit 99.1 to this current report on Form 8-K. For information purposes, a copy of the August 31, 2000 press release announcing the Company's online, real-time webcast and rebroadcast of its fiscal year earnings conference call on September 7, 2000 is attached as Exhibit 99.2 to this current report on Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit Description ------- ----------- 99.1 September 7, 2000 press release 99.2 August 31, 2000 press release 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: September 15, 2000 CBRL GROUP, INC. By: /s/ James F. Blackstock -------------------------------- Name: James F. Blackstock Title: Senior Vice President, Secretary and General Counsel 2 EXHIBIT INDEX Exhibit Description Page No. - ------- ----------- -------- 99.1 September 7, 2000 press release. 4 99.2 August 31, 2000 press release. 10 3
CBRL GROUP, INC.
P.O. Box 787 305 Hartmann Drive
Lebanon, TN 37088-0787
615-444-5533
Contact: Lawrence E. White
Senior Vice President/
Finance and Chief Financial Officer
CBRL GROUP, INC. ANNOUNCES FOURTH QUARTER AND FISCAL YEAR-END RESULTS
----------------------------
AND COMMENTS ON CURRENT TRENDS AND EARNINGS TARGETS FOR FISCAL 2001
LEBANON, Tenn. (September 7, 2000) - CBRL Group, Inc. (Nasdaq: CBRL) today
announced results for its fourth quarter and fiscal year ended July 28, 2000.
The company also commented on current trends and earnings targets for its
current fiscal first quarter and full year.
Revenue for the fourth quarter ended July 28, 2000 was $470.9 million
compared with $426.7 million in the fourth quarter of fiscal 1999, an
increase of 10.4%. Comparable store sales for the Cracker Barrel Old Country
Store concept were up 3.8% for restaurants, including 2.5% menu pricing and
1.3% customer traffic, and down 3.9% in retail. The Logan's Roadhouse concept
recorded a comparable store sales increase of 1.9%, reflecting 2.8% in menu
pricing partly offset by a 0.9% traffic decline. The traffic decline for the
Logan's Roadhouse concept reflected the impact of significant new competitive
intrusion in the trade areas of over 30% of its comparable stores. The
remaining comparable stores recorded 6.6% higher sales than in the year ago
quarter. During the quarter, the company opened no new Cracker Barrel Old
Country Store units and one new Logan's Roadhouse restaurant.
Revenue for the fiscal year was $1.8 billion compared with $1.5
billion in fiscal 1999, an increase of 15.7%, partly reflecting the mid-year
acquisition of the Logan's Roadhouse concept in fiscal 1999. Comparable store
sales for the Cracker Barrel Old Country Store concept were up 0.6% for
restaurants, including 0.4% lower menu pricing and 1.0% customer traffic
improvement, and down 2.3% in retail. The Logan's Roadhouse concept, which
was acquired during the third fiscal quarter of 1999, recorded a comparable
store sales increase of 3.2%, reflecting 1.7% in menu pricing and a 1.5%
traffic improvement. During the fiscal year, the company opened thirty new
Cracker Barrel Old Country Store units, twelve new company operated and three
franchised Logan's Roadhouse restaurants,and one Carmine Giardini's Gourmet
Market and La Trattoria Ristorante.
CBRL Announces Fourth Quarter Results
Page 2
September 7, 2000
For the quarter ended July 28, 2000, the company reported net income
of $23.7 million, or $0.42 per share (diluted), compared with net income of
$12.3 million, or $0.21 per share (diluted), for the fourth fiscal quarter of
1999, an improvement of 93% in net income and 100% in earnings per share
(diluted). For the full fiscal year, net income was $59.0 million, or $1.02
per share (diluted), including the effect of previously reported charges of
$5.4 million, or $0.09 per share (diluted), recorded in the fiscal second
quarter. Net income in fiscal 1999 was $70.2 million, or $1.16 per share
(diluted).
Commenting on the results, CBRL Group, Inc. Chairman and Chief
Executive Officer, Dan W. Evins said, "We are very pleased with the marked
improvements made in the last half of the fiscal year. These results reflect
the efforts and dedication of a lot of hard-working, capable people in our
operating companies. Earnings from Cracker Barrel Old Country Store and
Logan's Roadhouse both have improved nicely from last year's fourth quarter.
While competitive intrusion did negatively impact approximately 30% of our
Logan's Roadhouse stores, the remaining stores did very well. We believe that
Logan's management's focus on high standards of execution and the appeal of
the Logan's concept will result in recovery with the passage of time as
recent experience suggests."
THE COMPANY URGES CAUTION IN CONSIDERING ITS CURRENT TRENDS AND
EARNINGS TARGETS AS DISCLOSED BELOW. THE RESTAURANT INDUSTRY IS HIGHLY
COMPETITIVE, AND TRENDS AND TARGETS ARE SUBJECT TO NUMEROUS FACTORS AND
INFLUENCES, SOME OF WHICH ARE DISCUSSED IN THE CAUTIONARY LANGUAGE AT THE END
OF THIS PRESS RELEASE. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE DISCLOSED
INFORMATION ON TRENDS OR TARGETS OTHER THAN IN ITS PERIODIC FILINGS UNDER
FORMS 10-K, 10-Q, AND 8-K WITH THE SECURITIES AND EXCHANGE COMMISSION.
Although there can be no assurance that such trends will continue,
quarter-to-date comparable store sales in the Cracker Barrel Old Country
Store restaurants have been positive about 3.5-4.0%, a rate that includes a
menu price factor of about 2.8%. Cracker Barrel Old Country Store comparable
store retail sales have been positive about 0.5%. Retail sales trends
typically are subject to greater volatility and uncertainty than restaurant
sales because of the significant impact that can be attributed to
availability or lack of availability of very popular retail items, and there
can be no assurance that such trends will continue. Quarter-to-date
comparable store sales trends for the Logan's Roadhouse concept have softened
somewhat from the fourth quarter, running positive about 1%. This trend
includes a menu price increase of about 3.9% compared with last year.
The company has opened three new Cracker Barrel Old Country Store
units thus far this quarter. It presently expects to open three more new
units before quarter-end, with a total of fifteen new units to be opened
during the fiscal year. Two new Logan's Roadhouse locations have been opened
during the quarter, with three more expected before quarter-end and a total
of thirteen during the fiscal year including a replacement for a restaurant
destroyed by fire during fiscal 2000. No additional Carmine Giardini's
locations will be opened this fiscal year.
The company expects to generate net positive free cash flow during
fiscal 2001, but it has not yet determined how such cash flow will be used.
At the present time, consideration is being given to reduction of debt and to
repurchase of shares. Any decision to repurchase shares will be announced
prior to commencement of any repurchase activities.
CBRL Announces Fourth Quarter Results
Page 3
September 7, 2000
The company's present internal targets for earnings per share in the
first quarter of fiscal 2001 are $0.27-0.29 per share, compared with $0.25 in
the first quarter of fiscal 2000. For the full year, the company is targeting
earnings per share up to the mid-$1.30's, which includes approximately $0.07
attributable to an additional week in the fourth fiscal quarter as fiscal
2001 will have 53 weeks. The effect of the additional week reflects a lower
fixed cost burden incurred during this week. The company again urges caution
in considering its present trends and internal targets, and it assumes no
obligation to update this information other than in its periodic filings to
the Securities and Exchange Commission under Forms 10-K, 10-Q, and 8-K.
Commenting on the current trends and earnings targets, Michael A.
Woodhouse, President and Chief Operating Officer of CBRL Group, Inc., said,
"We have made clear progress in turning around our operating and financial
results. The current trends and our internal earnings targets, while not
without challenges and risks, reflect our expectation that this progress will
continue."
Headquartered in Lebanon, Tennessee, CBRL Group, Inc. presently
operates 429 Cracker Barrel Old Country Store restaurants and gift shops
located in 40 states, 67 Logan's Roadhouse company-operated and seven
franchised restaurants in 15 states, and three Carmine Giardini's Gourmet
Markets in Florida.
EXCEPT FOR SPECIFIC HISTORICAL INFORMATION, THE MATTERS DISCUSSED IN
THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS,
UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS AND PERFORMANCE
OF CBRL GROUP, INC. TO DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY
SUCH DISCUSSION. ALL FORWARD-LOOKING INFORMATION PROVIDED BY THE COMPANY
PURSUANT TO THE SAFE HARBOR ESTABLISHED UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995 SHOULD BE EVALUATED IN THE CONTEXT OF THESE
FACTORS. FACTORS WHICH WILL AFFECT ACTUAL RESULTS INCLUDE, BUT ARE NOT
LIMITED TO: CHANGES IN INTEREST RATES AFFECTING THE COMPANY'S FINANCING
COSTS; THE AVAILABILITY AND COSTS OF ACCEPTABLE SITES FOR DEVELOPMENT; THE
EFFECTS OF INCREASED COMPETITION AT COMPANY LOCATIONS ON SALES AND LABOR
RECRUITING, COST, AND RETENTION; THE ABILITY OF AND COST TO THE COMPANY TO
RECRUIT, TRAIN, AND RETAIN QUALIFIED RESTAURANT HOURLY AND MANAGEMENT
EMPLOYEES; THE ACCEPTANCE OF THE COMPANY'S CONCEPTS AS THE COMPANY EXPANDS
INTO NEW MARKETS AND GEOGRAPHIC REGIONS; THE RESULTS OF PENDING OR THREATENED
LITIGATION; COMMODITY PRICE INCREASES; ADVERSE GENERAL ECONOMIC CONDITIONS;
ADVERSE WEATHER CONDITIONS; CHANGES IN OR IMPLEMENTATION OF ADDITIONAL
GOVERNMENTAL RULES AND REGULATIONS AFFECTING WAGE AND HOUR MATTERS, HEALTH
AND SAFETY, PENSIONS AND INSURANCE; OTHER UNDETERMINABLE AREAS OF GOVERNMENT
ACTIONS OR REGULATIONS; AND OTHER FACTORS DESCRIBED FROM TIME TO TIME IN THE
COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION AND PRESS
RELEASES.
CBRL Announces Fourth Quarter Results
Page 4
September 7, 2000
CBRL GROUP, INC.
CONSOLIDATED INCOME STATEMENT (Unaudited)
(In thousands, except per share amounts)
Fourth Quarter Ended Year Ended
---------------------------- --------------------------------
Net sales: 7/28/00 7/30/99 Change 7/28/00 7/30/99 Change
--------- --------- ------ ----------- ----------- ------
Restaurant $ 375,171 $ 334,279 12% $ 1,378,753 $ 1,163,213 19%
Retail 95,575 92,221 4 393,293 368,127 7
--------- --------- ----------- -----------
Net sales 470,746 426,500 10 1,772,046 1,531,340 16
Franchise fees and royalties 203 165 23 666 285 134
--------- --------- ----------- -----------
Total revenue 470,949 426,665 10 1,772,712 1,531,625 16
Cost of goods sold 157,694 150,252 5 614,472 538,051 14
--------- --------- ----------- -----------
Gross profit 313,255 276,413 13 1,158,240 993,574 17
Labor & other related expenses 172,362 159,482 8 645,976 538,348 20
Other store operating expenses 72,357 67,000 8 294,012 248,208 18
--------- --------- ----------- -----------
Store operating income 68,536 49,931 37 218,252 207,018 5
General and administrative 22,718 22,683 - 95,289 82,006 16
Amortization of goodwill 998 979 2 3,994 2,169 84
--------- --------- ----------- -----------
Operating income 44,820 26,269 71 118,969 122,843 (3)
Interest expense 6,870 6,039 14 24,616 11,324 117
Interest income 85 417 (80) 352 1,319 (73)
--------- --------- ----------- -----------
Pretax income 38,035 20,647 84 94,705 112,838 (16)
Provision for income taxes 14,342 8,370 71 35,707 42,653 (16)
--------- --------- ----------- -----------
Net income $ 23,693 $ 12,277 93 $ 58,998 $ 70,185 (16)
========= ========= =========== ===========
Earnings per share:
Basic $ 0.42 $ 0.21 100 $ 1.02 $ 1.16 (12)
Diluted $ 0.42 $ 0.21 100 $ 1.02 $ 1.16 (12)
Weighted average shares:
Basic 56,872 58,610 (3) 57,960 60,329 (4)
Diluted 56,986 58,725 (3) 58,041 60,610 (4)
Ratio Analysis
- --------------
Net sales:
Restaurant 79.7% 78.4% 77.8% 76.0%
Retail 20.3 21.6 22.2 24.0
--------- --------- ----------- ----------
Net sales 100.0 100.0 100.0 100.0
Franchise fees and royalties - - - -
--------- --------- ----------- ----------
Total revenue 100.0 100.0 100.0 100.0
Cost of goods sold 33.5 35.2 34.7 35.1
--------- --------- ----------- ----------
Gross profit 66.5 64.8 65.3 64.9
Labor & other related expenses 36.6 37.4 36.4 35.2
Other store operating expenses 15.4 15.7 16.6 16.2
--------- --------- ----------- ----------
Store operating income 14.5 11.7 12.3 13.5
General and administrative 4.8 5.3 5.4 5.4
Amortization of goodwill 0.2 0.2 0.2 0.1
--------- --------- ----------- ----------
Operating income 9.5 6.2 6.7 8.0
Interest expense 1.5 1.4 1.4 0.7
Interest income - 0.1 - 0.1
--------- --------- ----------- ----------
Pretax income 8.0 4.9 5.3 7.4
Provision for income taxes 3.0 2.0 2.0 2.8
--------- --------- ----------- ----------
Net income 5.0% 2.9% 3.3% 4.6%
========= ========= =========== ==========
CBRL Announces Fourth Quarter Results
Page 5
September 7, 2000
CONSOLIDATED CONDENSED BALANCE SHEET
(Unaudited)
(In thousands)
7/28/00 7/30/99
-------- --------
Assets
Cash and cash equivalents $ 13,865 $ 18,262
Other current assets 130,170 119,888
Property and equipment, net 1,075,134 1,020,055
Goodwill, net 107,253 111,246
Other assets 8,601 8,330
----------- -----------
Total assets $ 1,335,023 $ 1,277,781
=========== ===========
Liabilities and Stockholders' Equity
Current liabilities $ 173,578 $ 143,953
Long-term debt 292,000 312,000
Other long-term obligations 40,475 30,821
Stockholders' equity 828,970 791,007
----------- -----------
Total liabilities and stockholders' equity $ 1,335,023 $ 1,277,781
=========== ===========
CONSOLIDATED CONDENSED CASH FLOW STATEMENT
(Unaudited)
(In thousands)
Fiscal Year Ended
---------------------
7/28/00 7/30/99
------- -------
Cash flow from operating activities:
Net income $ 58,998 $ 70,185
Depreciation and amortization 65,218 53,838
Loss (gain) on disposition of property
and equipment 664 (259)
Impairment loss 3,887 -
Net changes in other assets and liabilities 31,480 17,769
-------- ---------
Net cash provided by operating activities 160,247 141,533
-------- ---------
Cash flows from investing activities:
Purchase of property and equipment (138,032) (164,718)
Cash paid for acquisition, net of
cash acquired - (182,392)
Net proceeds from sale of property
and equipment 17,333 3,383
--------- ----------
Net cash used in investing activities (120,699) (343,727)
--------- ----------
Cash flows from financing activities:
Proceeds from issuance of long-term debt 444,500 355,000
Principal payments under long-term debt
and other long-term obligations (467,234) (113,976)
Proceeds from exercise of stock options 530 1,265
Purchases of treasury stock (21,104) (83,471)
Dividends on common stock (637) (955)
--------- ----------
Net cash (used in) provided by financing
activities (43,945) 157,863
--------- ----------
Net decrease in cash and cash equivalents (4,397) (44,331)
Cash and cash equivalents, beginning of year 18,262 62,593
--------- -----------
Cash and cash equivalents, end of year $ 13,865 $ 18,262
========= ===========
CBRL Announces Fourth Quarter Results
Page 6
September 7, 2000
CBRL GROUP, INC.
Supplemental Information
As of As of
7/28/00 7/30/99
---------- ----------
Common shares outstanding 56,668,349 58,628,162
Units in operation:
Cracker Barrel 426 396
Carmine Giardini's Gourmet Market 3 2
Logan's Roadhouse - company-owned 65 54
---------- ----------
Total company-owned units 494 452
Logan's Roadhouse - franchised 7 4
---------- ----------
System-wide units 501 456
========== ==========
Fourth Quarter Ended Fiscal Year Ended
-------------------- --------------------------
Net sales in company-owned stores: 7/28/00 7/30/99 7/28/00 7/30/99
(In thousands) --------- --------- ----------- -----------
Cracker Barrel - restaurant $ 328,074 $ 294,449 $ 1,196,680 $ 1,090,296
Cracker Barrel - retail 93,211 90,408 382,932 358,577
--------- --------- ----------- -----------
Cracker Barrel - total 421,285 384,857 1,579,612 1,448,873
Carmine Giardini's Gourmet Market 3,439 2,366 14,137 12,609
Logan's Roadhouse 46,022 39,277 178,297 69,858
--------- --------- ----------- -----------
Total net sales $ 470,746 $ 426,500 $ 1,772,046 $ 1,531,340
========= ========= =========== ===========
Operating weeks - company-owned stores:
Cracker Barrel 5,538 5,109 21,676 19,715
Logan's Roadhouse 840 668 3,165 1,178
Average comparable store sales -
Company-owned stores: (In thousands)
Cracker Barrel - restaurant $ 775.6 $ 747.3 $ 2,922.1 $ 2,904.6
Cracker Barrel - retail 219.5 228.4 929.8 952.2
--------- --------- ----------- -----------
Cracker Barrel - total $ 995.1 $ 975.7 $ 3,851.9 $ 3,856.8
========= ========= =========== ===========
Logan's Roadhouse $ 765.4 $ 750.8 $ 3,157.3 $ 3,059.5
========= ========= =========== ===========
Capitalized interest $ 333 $ 566 $ 1,511 $ 1,827
========= ========= =========== ===========
>
CBRL Group, Inc.
==========================================================================
CBRL Group, Inc. will announce fiscal year-end results and hold its
conference call on Thursday, September 7, at 10:00 a.m. (Central),
11:00 a.m. (Eastern) and 8:00 a.m. (Pacific).
=========================================================================
The number to call for this teleconference is:
-888/391-0101-
REPLAY:
The conference call will be simulcast on the Internet at
www.streetevents.com and www.streetfusion.com. The call will be available for
replay on the Internet for approximately 30 days. A telephonic replay will be
available for replay from 1:00 p.m. Eastern on September 7 until 6:00 p.m.
September 11. To listen to the playback, please call the following number:
800/633-8284 and enter reservation No. 16116381.
We appreciate your interest in CBRL Group, Inc.