|
|
|
(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.
|
Rave Restaurant Group, Inc. press release dated February 2, 2023.
|
Rave Restaurant Group, Inc.
|
||
Date: February 2, 2023
|
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 second quarter of fiscal 2023 compared to net income of $0.5 million for the same period of the prior year.
|
• |
Income before taxes remained stable at $0.5 million for the second quarters of both fiscal 2023 and fiscal 2022.
|
• |
Adjusted EBITDA remained stable at $0.6 million for the second quarters of both fiscal 2023 and fiscal 2022.
|
• |
Total revenue increased by $0.2 million to $2.9 million for the second quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
The Company used $3.6 million to repurchase shares of its common stock in the second quarter of fiscal 2023.
|
• |
Pizza Inn domestic comparable store retail sales increased 8.4% in the second quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
Pie Five domestic comparable store retail sales increased 6.3% in the second quarter of fiscal 2023 compared to the same period of the prior year.
|
• |
On a fully diluted basis, net income remained stable at $0.02 per share for the second quarters of both fiscal 2023 and fiscal 2022.
|
• |
Cash and cash equivalents decreased $4.3 million since year end to $3.4 million at December 25, 2022.
|
• |
Pizza Inn domestic unit count finished at 125.
|
• |
Pizza Inn international unit count finished at 33.
|
• |
Pie Five domestic unit count finished at 31.
|
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
December 25,
2022
|
December 26,
2021
|
December 25,
2022
|
December 26,
2021
|
|||||||||||||
REVENUES:
|
$
|
2,866
|
$
|
2,696
|
$
|
5,871
|
$
|
5,249
|
||||||||
COSTS AND EXPENSES:
|
||||||||||||||||
General and administrative expenses
|
1,453
|
1,377
|
2,796
|
2,583
|
||||||||||||
Franchise expenses
|
867
|
784
|
2,069
|
1,770
|
||||||||||||
Impairment of long-lived assets and other lease charges
|
—
|
—
|
5
|
—
|
||||||||||||
Bad debt expense
|
5
|
3
|
9
|
8
|
||||||||||||
Interest expense
|
—
|
23
|
1
|
47
|
||||||||||||
Depreciation and amortization expense
|
53
|
48
|
104
|
92
|
||||||||||||
Total costs and expenses
|
2,378
|
2,235
|
4,984
|
4,500
|
||||||||||||
INCOME BEFORE TAXES
|
488
|
461
|
887
|
749
|
||||||||||||
Income tax expense
|
(140
|
)
|
(4
|
)
|
(232
|
)
|
(7
|
)
|
||||||||
NET INCOME
|
$
|
348
|
$
|
457
|
$
|
655
|
$
|
742
|
||||||||
INCOME PER SHARE OF COMMON STOCK - BASIC:
|
$
|
0.02
|
$
|
0.03
|
$
|
0.04
|
$
|
0.04
|
||||||||
INCOME PER SHARE OF COMMON STOCK - DILUTED:
|
$
|
0.02
|
$
|
0.02
|
$
|
0.04
|
$
|
0.04
|
||||||||
Weighted average common shares outstanding - basic
|
16,351
|
18,005
|
16,491
|
18,005
|
||||||||||||
Weighted average common and potential dilutive common shares outstanding
|
16,351
|
18,803
|
16,491
|
18,803
|
December 25, 2022
|
June 26,
2022
|
|||||||
ASSETS
|
||||||||
CURRENT ASSETS
|
||||||||
Cash and cash equivalents
|
$
|
3,429
|
$
|
7,723
|
||||
Accounts receivable, less allowance for bad debts of $32 and $27, respectively
|
1,276
|
1,981
|
||||||
Notes receivable, current
|
167
|
172
|
||||||
Property held for sale
|
9
|
—
|
||||||
Deferred contract charges, current
|
34
|
36
|
||||||
Prepaid expenses and other current assets
|
105
|
146
|
||||||
Total current assets
|
5,020
|
10,058
|
||||||
LONG-TERM ASSETS
|
||||||||
Property, plant and equipment, net
|
304
|
365
|
||||||
Operating lease right of use asset, net
|
1,447
|
1,664
|
||||||
Intangible assets definite-lived, net
|
312
|
232
|
||||||
Notes receivable, net of current portion
|
132
|
201
|
||||||
Deferred tax asset, net
|
5,590
|
5,772
|
||||||
Deferred contract charges, net of current portion
|
224
|
224
|
||||||
Total assets
|
$
|
13,029
|
$
|
18,516
|
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
||||||||
CURRENT LIABILITIES
|
||||||||
Accounts payable - trade
|
$
|
578
|
$
|
669
|
||||
Accrued expenses
|
487
|
1,082
|
||||||
Other current liabilities
|
1
|
81
|
||||||
Operating lease liability, current
|
498
|
490
|
||||||
Short term loan
|
—
|
30
|
||||||
Deferred revenues, current
|
292
|
538
|
||||||
Total current liabilities
|
1,856
|
2,890
|
||||||
LONG-TERM LIABILITIES
|
||||||||
Operating lease liability, net of current portion
|
1,172
|
1,421
|
||||||
Deferred revenues, net of current portion
|
740
|
793
|
||||||
Total liabilities
|
3,768
|
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 14,154,453 and 17,511,430 shares, respectively
|
251
|
251
|
||||||
Additional paid-in capital
|
37,557
|
37,384
|
||||||
Retained earnings
|
1,481
|
826
|
||||||
Treasury stock at cost
|
||||||||
Shares in treasury: 10,935,605 and 7,578,628 respectively
|
(30,028
|
)
|
(25,049
|
)
|
||||
Total shareholders’ equity
|
9,261
|
13,412
|
||||||
Total liabilities and shareholders’ equity
|
$
|
13,029
|
$
|
18,516
|
Six Months Ended
|
||||||||
December 25,
2022
|
December 26,
2021
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net income
|
$
|
655
|
$
|
742
|
||||
Adjustments to reconcile net income to cash provided by operating activities:
|
||||||||
Impairment of long-lived assets and other lease charges
|
5
|
—
|
||||||
Stock-based compensation expense
|
173
|
85
|
||||||
Depreciation and amortization
|
70
|
72
|
||||||
Amortization of operating right of use assets
|
217
|
209
|
||||||
Amortization of intangible assets definite-lived
|
34
|
20
|
||||||
Amortization of debt issue costs
|
—
|
14
|
||||||
Allowance for bad debts
|
9
|
8
|
||||||
Deferred income tax
|
182
|
—
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
696
|
(74
|
)
|
|||||
Notes receivable
|
14
|
46
|
||||||
Deferred contract charges
|
2
|
(12
|
)
|
|||||
Prepaid expenses and other
|
41
|
110
|
||||||
Accounts payable - trade
|
(91
|
)
|
(43
|
)
|
||||
Accrued expenses
|
(675
|
)
|
(394
|
)
|
||||
Operating lease liability
|
(241
|
)
|
(230
|
)
|
||||
Deferred revenues
|
(299
|
)
|
(539
|
)
|
||||
Cash provided by operating activities
|
792
|
14
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Payments received on notes receivable
|
60
|
94
|
||||||
Purchase of intangible assets definite-lived
|
(114
|
)
|
(34
|
)
|
||||
Purchase of property, plant and equipment
|
(23
|
)
|
(12
|
)
|
||||
Cash (used in)/provided by investing activities
|
(77
|
)
|
48
|
|||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Purchase of treasury stock
|
(4,979
|
)
|
—
|
|||||
Payments on short term loan
|
(30
|
)
|
(160
|
)
|
||||
Cash (used in) financing activities
|
(5,009
|
)
|
(160
|
)
|
||||
Net (decrease) in cash and cash equivalents
|
(4,294
|
)
|
(98
|
)
|
||||
Cash and cash equivalents, beginning of period
|
7,723
|
8,330
|
||||||
Cash and cash equivalents, end of period
|
$
|
3,429
|
$
|
8,232
|
||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
||||||||
CASH PAID FOR: | ||||||||
Income taxes
|
$
|
91
|
$
|
8
|
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
December 25,
2022
|
December 26,
2021
|
December 25,
2022
|
December 26,
2021
|
|||||||||||||
Net income
|
$
|
348
|
$
|
457
|
$
|
655
|
$
|
742
|
||||||||
Interest expense
|
—
|
23
|
1
|
47
|
||||||||||||
Income taxes
|
140
|
4
|
232
|
7
|
||||||||||||
Depreciation and amortization
|
53
|
48
|
104
|
92
|
||||||||||||
EBITDA
|
$
|
541
|
$
|
532
|
$
|
992
|
$
|
888
|
||||||||
Stock-based compensation expense
|
87
|
43
|
173
|
85
|
||||||||||||
Severance
|
—
|
—
|
—
|
33
|
||||||||||||
Impairment of long-lived assets and other lease charges
|
—
|
—
|
5
|
—
|
||||||||||||
Franchisee default and closed store revenue
|
(13
|
)
|
(11
|
)
|
(13
|
)
|
(12
|
)
|
||||||||
Closed and non-operating store costs
|
—
|
1
|
—
|
2
|
||||||||||||
Adjusted EBITDA
|
$
|
615
|
$
|
565
|
$
|
1,157
|
$
|
996
|