|
|
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
|
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item 2.02 |
Results of Operations and Financial Condition
|
Item 9.01 |
Financial Statements and Exhibits
|
(d) |
Exhibits.
|
99.1 |
Rave Restaurant Group, Inc. press release dated November 3, 2022.
|
Rave Restaurant Group, Inc.
|
||
Date: November 3, 2022
|
By:
|
/s/ CLINTON D. FENDLEY
|
Clinton D. Fendley
|
||
Chief Financial Officer
|
||
(principal financial officer)
|
• |
The Company recorded net income of $0.3 million for the first quarter of fiscal 2023 compared to net income of $0.3 million for the same period of the prior year.
|
• |
Income before taxes was $0.4 million for the first quarter of fiscal 2023 compared to income before taxes of $0.3 million for the same period of the prior year.
|
• |
Adjusted EBITDA increased by $0.1 million to $0.5 million for the first quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
Total revenue increased by $0.5 million to $3.0 million for the first quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
The Company used $1.4 million to repurchase shares of its common stock in the first quarter of fiscal 2023.
|
• |
Pizza Inn domestic comparable store retail sales increased 12.5% in the first quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
Pie Five domestic comparable store retail sales increased 7.6% in the first quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
On a fully diluted basis, net income was unchanged at $0.02 per share for the first quarters of both fiscal 2023 and fiscal 2022.
|
• |
Cash and cash equivalents decreased $0.3 million during the first quarter of fiscal 2023 to $7.4 million at September 25, 2022.
|
• |
Pizza Inn domestic unit count finished at 128.
|
• |
Pizza Inn international unit count finished at 33.
|
• |
Pie Five domestic unit count finished at 31.
|
Three Months Ended
|
||||||||
September
25,
2022
|
September
26,
2021
|
|||||||
REVENUES:
|
$
|
3,005
|
$
|
2,553
|
||||
COSTS AND EXPENSES:
|
||||||||
General and administrative expenses
|
1,343
|
1,206
|
||||||
Franchise expenses
|
1,202
|
986
|
||||||
Impairment of long-lived assets and other lease charges
|
5
|
—
|
||||||
Bad debt expense
|
4
|
5
|
||||||
Interest expense
|
1
|
24
|
||||||
Depreciation and amortization expense
|
51
|
44
|
||||||
Total costs and expenses
|
2,606
|
2,265
|
||||||
INCOME BEFORE TAXES
|
399
|
288
|
||||||
Income tax expense
|
(92
|
)
|
(3
|
)
|
||||
NET INCOME
|
307
|
285
|
||||||
INCOME PER SHARE OF COMMON STOCK - BASIC:
|
$
|
0.02
|
$
|
0.02
|
||||
INCOME PER SHARE OF COMMON STOCK - DILUTED:
|
$
|
0.02
|
$
|
0.02
|
||||
Weighted average common shares outstanding - basic
|
16,632
|
18,005
|
||||||
Weighted average common and potential dilutive common shares outstanding
|
16,632
|
18,803
|
September
25,
2022
|
June 26,
2022
|
|||||||
ASSETS
|
||||||||
CURRENT ASSETS
|
||||||||
Cash and cash equivalents
|
$
|
7,421
|
$
|
7,723
|
||||
Accounts receivable, less allowance for bad debts of $25 and $27, respectively
|
1,486
|
1,981
|
||||||
Notes receivable, current
|
170
|
172
|
||||||
Deferred contract charges, current
|
34
|
36
|
||||||
Prepaid expenses and other
|
108
|
146
|
||||||
Total current assets
|
9,219
|
10,058
|
||||||
LONG-TERM ASSETS
|
||||||||
Property, plant and equipment, net
|
339
|
365
|
||||||
Operating lease right of use asset, net
|
1,556
|
1,664
|
||||||
Intangible assets definite-lived, net
|
255
|
232
|
||||||
Notes receivable, net of current portion
|
168
|
201
|
||||||
Deferred tax asset, net
|
5,772
|
5,772
|
||||||
Deferred contract charges, net of current portion
|
217
|
224
|
||||||
Total assets
|
$
|
17,526
|
$
|
18,516
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
CURRENT LIABILITIES
|
||||||||
Accounts payable - trade
|
$
|
689
|
$
|
669
|
||||
Accrued expenses
|
1,447
|
1,082
|
||||||
Other current liabilities
|
—
|
81
|
||||||
Operating lease liability, current
|
498
|
490
|
||||||
Short term loan, current
|
—
|
30
|
||||||
Deferred revenues, current
|
401
|
538
|
||||||
Total current liabilities
|
3,035
|
2,890
|
||||||
LONG-TERM LIABILITIES
|
||||||||
Operating lease liability, net of current portion
|
1,293
|
1,421
|
||||||
Deferred revenues, net of current portion
|
777
|
793
|
||||||
Total liabilities
|
5,105
|
5,104
|
||||||
COMMITMENTS AND CONTINGENCIES (SEE NOTE D)
|
||||||||
SHAREHOLDERS' EQUITY
|
||||||||
Common stock, $0.01 par value; authorized 26,000,000 shares; issued 25,090,058 and 25,090,058 shares, respectively;
outstanding 16,400,539 and 17,511,430 shares, respectively
|
251
|
251
|
||||||
Additional paid-in capital
|
37,470
|
37,384
|
||||||
Retained earnings
|
1,133
|
826
|
||||||
Treasury stock at cost
|
||||||||
Shares in treasury: 8,689,519 and 7,578,628 respectively
|
(26,433
|
)
|
(25,049
|
)
|
||||
Total shareholders' equity
|
12,421
|
13,412
|
||||||
Total liabilities and shareholders' equity
|
$
|
17,526
|
$
|
18,516
|
Three Months Ended
|
||||||||
September
25,
2022
|
September
26,
2021
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net income
|
$
|
307
|
$
|
285
|
||||
Adjustments to reconcile net income to cash provided by/(used in) operating activities:
|
||||||||
Impairment of long-lived assets and other lease charges
|
5
|
—
|
||||||
Stock-based compensation expense
|
86
|
42
|
||||||
Depreciation and amortization
|
35
|
36
|
||||||
Amortization of operating right of use assets
|
108
|
104
|
||||||
Amortization of intangible assets definite-lived
|
16
|
8
|
||||||
Amortization of debt issue costs
|
—
|
7
|
||||||
Allowance for bad debts
|
4
|
5
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
491
|
74
|
||||||
Notes receivable
|
5
|
26
|
||||||
Deferred contract charges
|
9
|
(3
|
)
|
|||||
Prepaid expenses and other
|
38
|
46
|
||||||
Accounts payable - trade
|
20
|
(123
|
)
|
|||||
Accrued expenses
|
284
|
(424
|
)
|
|||||
Operating lease liability
|
(120
|
)
|
(114
|
)
|
||||
Deferred revenues
|
(153
|
)
|
(312
|
)
|
||||
Cash provided by/(used in) operating activities
|
1,135
|
(343
|
)
|
|||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Payments received on notes receivable
|
30
|
57
|
||||||
Purchase of intangible assets definite-lived
|
(39
|
)
|
(27
|
)
|
||||
Purchase of property, plant and equipment
|
(14
|
)
|
(11
|
)
|
||||
Cash (used in)/provided by investing activities
|
(23
|
)
|
19
|
|||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Purchase of stock
|
(1,384
|
)
|
—
|
|||||
Short term loan, current
|
(30
|
)
|
(130
|
)
|
||||
Cash (used in) financing activities
|
(1,414
|
)
|
(130
|
)
|
||||
Net (decrease)/increase in cash and cash equivalents
|
(302
|
)
|
(454
|
)
|
||||
Cash and cash equivalents, beginning of period
|
7,723
|
8,330
|
||||||
Cash and cash equivalents, end of period
|
$
|
7,421
|
$
|
7,876
|
||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
||||||||
CASH PAID FOR:
|
||||||||
Income taxes
|
$
|
9
|
$
|
2
|
Three Months Ended
|
||||||||
September 25,
2022
|
September 26,
2021
|
|||||||
Net income
|
$
|
307
|
$
|
285
|
||||
Interest expense
|
1
|
24
|
||||||
Income taxes
|
92
|
3
|
||||||
Depreciation and amortization
|
51
|
44
|
||||||
EBITDA
|
$
|
451
|
$
|
356
|
||||
Stock-based compensation expense
|
86
|
42
|
||||||
Severance
|
—
|
33
|
||||||
Impairment of long-lived assets and other lease charges
|
5
|
—
|
||||||
Franchisee default and closed store revenue
|
—
|
(1
|
)
|
|||||
Closed and non-operating store costs
|
—
|
1
|
||||||
Adjusted EBITDA
|
$
|
542
|
$
|
431
|