<PAGE>
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________
FORM 10-QSB
/x/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 28, 1997
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
COMMISSION FILE NUMBER 0-20845
BIG BUCK BREWERY & STEAKHOUSE, INC.
(Exact Name of Registrant as Specified in Its Charter)
MICHIGAN 38-3196031
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
550 SOUTH WISCONSIN STREET
GAYLORD, MICHIGAN 49735
(517) 731-0401
(Address of Principal Executive Offices and Registrant's
telephone number, including Area Code)
MICHIGAN BREWERY, INC.
(Former Name)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes X No .
--- ---
As of November 11, 1997, there were outstanding 5,285,000 shares of common
stock, $.01 par value, of the registrant.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
PAGE
PART I FINANCIAL INFORMATION. . . . . . . . . . . . . . . . . . . . . . . .1
ITEM 1. Financial Statements
Balance Sheets as of September 28, 1997 and
December 29, 1996 . . . . . . . . . . . . . . . . . . . . . . .1
Statements of Operations for the three months
ended September 28, 1997 and September 29,
1996 and for the nine months ended September 28,
1997 and September 29, 1996 . . . . . . . . . . . . . . . . . .2
Statements of Cash Flows for the nine months
ended September 28, 1997 and September 29, 1996 . . . . . . . .3
Notes to Financial Statements . . . . . . . . . . . . . . . . .4
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . . .6
PART II OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . .10
ITEM 6. Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . .10
i
<PAGE>
PART I
ITEM 1. Financial Statements
BIG BUCK BREWERY & STEAKHOUSE, INC.
BALANCE SHEETS
September 28, December 29,
1997 1996
------------- ------------
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash $ 532,023 $ 28,468
Short-term investments 0 4,910,000
Inventories 269,047 155,785
Prepaids and other 2,176,123 150,151
----------- -----------
Total current assets 2,977,193 5,244,404
PROPERTY AND EQUIPMENT, net 18,243,550 10,012,881
OTHER ASSETS, net 87,141 74,408
----------- -----------
$21,307,884 $15,331,693
----------- -----------
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 1,605,483 $ 286,871
Accrued expenses 386,866 132,299
Current maturities of long-term debt 251,369 250,780
----------- -----------
Total current liabilities 2,243,718 669,950
LONG-TERM DEBT, less current maturities 7,335,885 2,124,391
----------- -----------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Common stock, $.01 par value, 10,000,000
shares authorized; 5,275,000 shares
issued and outstanding 52,750 52,750
Warrants 26,150 26,150
Class A warrants 127,500 127,500
Additional paid-in capital 13,034,544 13,034,544
Accumulated deficit (1,512,663) (703,592)
----------- -----------
Total shareholders' equity $ 11,728,281 $ 12,537,352
----------- -----------
----------- -----------
$ 21,307,884 $ 15,331,693
----------- -----------
----------- -----------
The accompanying notes are an integral part of these balance sheets.
1
<PAGE>
BIG BUCK BREWERY & STEAKHOUSE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
September 28, September 29, September 28, September 29,
1997 1996 1997 1996
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
REVENUE:
Restaurant sales $1,987,086 $1,361,226 $4,664,842 $3,134,995
Wholesale beer and gift shop sales 175,513 179,703 390,108 348,431
---------- ---------- ---------- ----------
Total revenue 2,162,599 1,540,929 5,054,950 3,483,426
---------- ---------- ---------- ----------
COSTS AND EXPENSES:
Cost of sales 746,588 556,601 1,725,603 1,284,880
Restaurant salaries and benefits 533,744 369,923 1,360,972 965,389
Operating expenses 419,350 271,083 1,105,045 854,268
Depreciation and amortization 131,695 108,413 357,791 356,560
---------- ---------- ---------- ----------
Total costs and expenses 1,831,377 1,306,020 4,549,411 3,461,097
---------- ---------- ---------- ----------
Restaurant operating income 331,222 234,909 505,539 22,329
General and administrative expenses 457,292 273,474 1,178,961 604,865
---------- ---------- ---------- ----------
Loss from operations (126,070) (38,565) (673,422) (582,536)
OTHER INCOME (EXPENSE):
Interest expense (81,938) (66,427) (232,320) (277,664)
Interest income and other 12,026 112,576 96,770 137,312
---------- ---------- ---------- ----------
NET INCOME (LOSS) $(195,982) $ 7,584 $ (809,072) $ (722,888)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
NET LOSS PER COMMON SHARE ($0.04) $0.00 ($0.15) ($0.20)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
WEIGHTED AVERAGE
SHARES OUTSTANDING 5,275,000 5,248,626 5,275,000 3,663,095
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
BIG BUCK BREWERY & STEAKHOUSE, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended Nine Months Ended
September 28, September 29,
1997 1996
---------------- -----------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net loss $ (809,072) $ (722,888)
Adjustments to reconcile net loss to cash flows used in
operating activities-
Depreciation and amortization 357,791 356,560
Change in operating assets and liabilities:
Inventories (113,262) (12,231)
Prepaids and other (2,173,862) (128,208)
Accounts payable 1,318,612 (535,193)
Accrued expenses 259,567 (76,410)
---------- -----------
Net cash used in operating activities (1,160,226) (1,118,370)
---------- -----------
INVESTING ACTIVITIES:
Purchases of property and equipment, net (8,458,360) (2,978,540)
---------- -----------
FINANCING ACTIVITIES:
Proceeds from sale of short-term investments 4,910,000 0
Payments on line-of-credit borrowings 0 (325,000)
Net proceeds from sale of securities 0 11,588,366
Payments on debt to shareholders 0 (300,000)
Proceeds from long-term debt 5,400,000 750,000
Payments on long-term debt (187,859) (1,417,655)
Payment of deferred financing costs 0 (147,802)
---------- -----------
Net cash provided by financing activities 10,122,141 10,147,909
---------- -----------
INCREASE IN CASH 503,555 6,050,999
CASH, beginning of period 28,468 339,062
---------- -----------
CASH, end of period $ 532,023 $ 6,390,061
---------- -----------
---------- -----------
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid $ 237,036 $ 300,658
Income taxes paid 0 0
NONCASH TRANSACTION:
Conversion of debt to common stock $ 0 $ 250,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
BIG BUCK BREWERY & STEAKHOUSE, INC.
Notes to Financial Statements
September 28, 1997
(1) The accompanying financial statements included herein have been prepared by
Big Buck Brewery & Steakhouse, Inc. (the Company), without audit, in
accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures made are adequate to make the
information not misleading.
The unaudited balance sheet as of September 28, 1997 and the unaudited
statements of operations for the three and the nine months ended September
28, 1997 and the unaudited statement of cash flows for the nine months
ended September 28, 1997 include, in the opinion of management, all
adjustments, consisting solely of normal recurring adjustments, necessary
for a fair presentation of the financial results for the respective interim
periods and are not necessarily indicative of results of operations to be
expected for the entire fiscal year ending December 28, 1997. The
accompanying interim financial statements have been prepared under the
presumption that users of the interim financial information have either
read, or have access to, the audited financial statements and notes in the
Company's Form 10-KSB for the fiscal year ended December 29, 1996.
Accordingly, footnote disclosures which would substantially duplicate the
disclosures contained in the December 29, 1996 audited financial statements
have been omitted from these interim financial statements except for the
disclosures below. It is suggested that these interim financial statements
should be read in conjunction with the financial statements and the notes
thereto included in the Company's Form 10-KSB for the fiscal year ended
December 29, 1996.
(2) On June 13, 1996, the Securities and Exchange Commission declared effective
a Registration Statement on Form SB-2 relating to the initial public
offering of 2,450,000 units, each unit consisting of one share of Common
Stock and one redeemable Class A Warrant. Following the effective date of
the Registration Statement, the Company issued 2,450,000 units at $5.00 per
unit and the Company received net proceeds of approximately $11.0 million
on June 18, 1996. The financial statements reflect the effect of this
offering net of transaction related expenses.
On July 25, 1996, the underwriters exercised a portion of their
overallotment option and the Company issued 100,000 additional units at
$5.00 per unit. The Company received net proceeds of $447,500 on July 30,
1996.
(3) As of September 28, 1997, the Company had net operating loss carryforwards
for income tax purposes of approximately $1.7 million. These net operating
loss carryforwards expire in the year 2012. Because of the lack of
profitability, a full valuation allowance has been recorded against the net
deferred tax asset.
(4) The Company will adopt in the fiscal year ending December 28, 1997,
Statement of Financial Accounting Standards No. 128 "Earnings Per Share"
(SFAS No. 128), which was issued in February 1997. SFAS No. 128 requires
disclosure of basic earnings per share (EPS) and diluted EPS, which
replaces the existing primary EPS and fully diluted EPS, as defined by APB
No. 15. Basic EPS is computed by dividing net income by the weighted
average number of shares of Common Stock outstanding during the year.
Dilutive EPS is computed similar to primary EPS as previously reported,
provided that, when applying the treasury stock method to common equivalent
shares, the Company must use its average share price for the period rather
than the more dilutive greater of the average share price or end-of-period
share price required by APB No. 15.
(5) The Company opened its second microbrewery/restaurant in March 1997 in
Grand Rapids, Michigan. The Company completed the sale and leaseback of
the Grand Rapids land and building in April 1997 to an unrelated third
party for $1.4 million.
4
<PAGE>
(6) The Company opened its third microbrewery/restaurant in October 1997 in
Auburn Hills, Michigan. In August 1997, the Company entered into a real
estate purchase and leaseback agreement providing for the sale of the
Auburn Hills land to an unrelated third party for $4.0 million. As of
September 28, 1997, $2.46 million had been received by the Company pursuant
to such agreement.
5
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This discussion and analysis contains certain forward-looking terminology such
as "believes," "anticipates," "expects," and "intends," or comparable
terminology. Such statements are subject to certain risks and uncertainties
that could cause actual results to differ materially from those projected.
Potential purchasers of the Company's securities are cautioned not to place
undue reliance on such forward-looking statements, which are qualified in their
entirety by the cautions and risks described herein. Please refer to the
Company's Current Report on Form 8-K, filed on May 28, 1997, for additional
factors known to the Company that may cause actual results to vary.
OVERVIEW
The Company was capitalized in 1994 to develop, own and operate
microbrewery/restaurants with the name Big Buck Brewery & Steakhouse ("Big Buck
Brewery" or "Brewery"). Until May 1995 when the Company opened its first
Brewery in Gaylord, Michigan, it had no operations or revenues and its
activities were devoted solely to development. In March 1997, the Company
opened its second Brewery in Grand Rapids, Michigan. The Grand Rapids Brewery's
seating capacity is approximately 250 for the restaurant and bar combined. The
brewing and fermenting tanks of this Brewery front directly on 28th Street, a
street with an average daily vehicle count of approximately 52,000. In October
1997, the Company opened its third Brewery in Auburn Hills, Michigan, a suburb
of Detroit. The Auburn Hills Brewery, which houses a 15-barrel brewing system,
encompasses 26,372 square feet including brewery, bar and restaurant, with a
total seating capacity of approximately 650. This Brewery is accessible to the
over 3.2 million Detroit metro area residents.
Future revenues and profits will depend upon various factors, including market
acceptance of Big Buck Breweries and general economic conditions. The Company's
present sources of revenue are the Gaylord, Grand Rapids and Auburn Hills
Breweries. There can be no assurances that the Company will successfully
implement its expansion plans, in which case the Company will continue to be
dependent on the revenues from the existing Breweries. The Company also faces
all of the risks, expenses and difficulties frequently encountered in connection
with the expansion and development of a new business. Furthermore, to the
extent that the Company's expansion strategy is successful, it must manage the
transition to multiple site, higher volume operations, control increased
overhead expenses and hire additional personnel.
The Company's sales and earnings are expected to fluctuate based on seasonal
patterns. The Company anticipates that its highest earnings will occur in the
second and third quarters. Quarterly results in the future are likely to be
substantially affected by the timing of new Brewery openings. Because of the
seasonality of the Company's business and the impact of new Brewery openings,
results for any quarter are not necessarily indicative of the results that may
be achieved for a full fiscal year and cannot be used to indicate financial
performance for the entire year.
The Company completed the sale and leaseback of the Grand Rapids land and
building in April 1997 to an unrelated third party for $1.4 million.
In August 1997, the Company entered into a real estate purchase and leaseback
agreement providing for the sale of the Auburn Hills land to an unrelated third
party for $4.0 million. As of September 28, 1997, $2.46 million had been
received by the Company pursuant to such agreement.
6
<PAGE>
QUARTERS ENDED SEPTEMBER 28, 1997 AND SEPTEMBER 29, 1996
The following table is derived from the Company's statements of operations and
expresses the results from operations as a percent of total revenue:
<TABLE>
<CAPTION>
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
September 28, September 29, September 28, September 29,
1997 1996 1997 1996
------------- ------------- ------------- -------------
<S> <S> <S> <S> <S>
REVENUE:
Restaurant sales 91.9% 88.3% 92.3% 90.0%
Wholesale beer and gift shop sales 8.1% 11.7% 7.7% 10.0%
----- ----- ----- -----
Total revenue 100.0% 100.0% 100.0% 100.0%
----- ----- ----- -----
COSTS AND EXPENSES:
Cost of Sales 34.5% 36.1% 34.1% 36.9%
Restaurant salaries and benefits 24.7% 24.0% 26.9% 27.7%
Operating expenses 19.4% 17.6% 21.9% 24.5%
Depreciation and amortization 6.1% 7.0% 7.1% 10.2%
----- ----- ----- -----
Total costs and expenses 84.7% 84.8% 90.0% 99.4%
----- ----- ----- -----
Restaurant operating income 15.3% 15.2% 10.0% 0.6%
General and administrative expenses 21.1% 17.7% 23.3% 17.4%
----- ----- ----- -----
LOSS FROM OPERATIONS -5.8% -2.5% -13.3% -16.7%
Non-operations income (expense)
Interest expense 3.8% 4.3% 4.6% 8.0%
Interest income and other -0.6% -7.3% -1.9% -3.9%
Loss on sale of property 0.0% 0.0% 0.1% 0.0%
----- ----- ----- -----
NET INCOME (LOSS) -9.1% 0.5% -16.0% -20.8%
----- ----- ----- -----
----- ----- ----- -----
</TABLE>
RESULTS OF OPERATIONS FOR THE QUARTERS ENDED SEPTEMBER 28, 1997 AND SEPTEMBER
29, 1996
REVENUES
Revenues increased $621,670 to $2,162,599 in the quarter ended September 28,
1997 from $1,540,929 in the quarter ended September 29, 1996. For the nine
months ended September 28, 1997, revenues increased $1,571,524 to $5,054,950
from $3,483,426 for the comparable period in 1996. This increase is primarily
attributable to the opening of the Grand Rapids Brewery on March 17, 1997.
COST OF SALES
Cost of sales, which consists of food, merchandise and brewery supplies,
increased $189,987 to $746,588 in the third quarter of 1997 from the third
quarter of 1996 and increased $440,723 to $1,725,603 for the nine months ended
September 28, 1997, compared to the comparable period in 1996. As a percentage
of revenues, cost of sales decreased to 34.5% in the third quarter of 1997 from
36.1% for the third quarter of 1996 and decreased to 34.1% for the nine months
ended September 28, 1997 from 36.9% for the comparable period in 1996. These
percentage decreases are the result of more efficient purchasing, increased menu
pricing and improved kitchen management.
7
<PAGE>
RESTAURANT SALARIES AND BENEFITS
Restaurant salaries and benefits, which consist of restaurant management and
hourly employee wages and benefits, payroll taxes and workers' compensation
insurance, increased $163,821 to $533,744 in the third quarter of 1997
compared to the third quarter in 1996 and increased $395,583 to $1,360,972
for the nine months ended September 28, 1997 compared to the comparable
period in 1996. As a percentage of revenues, restaurant salaries and
benefits increased to 24.7% in the third quarter of 1997 compared to 24.0% in
the third quarter of 1996. The increase during the quarter is attributable
to the March 1997 opening of the Grand Rapids Brewery and the related higher
than normal staffing requirements of a new Brewery. Restaurant salaries and
benefits decreased to 26.9% for the nine months ended September 28, 1997
compared to 27.7% for the comparable period in 1996. These decreases are due
to more efficient staff, improved scheduling and a reduction in workers'
compensation insurance premiums.
OPERATING EXPENSES
Operating expenses, which include supplies, utilities, repairs and maintenance,
advertising and occupancy costs, increased $148,267 to $419,350 in the third
quarter of 1997 compared to the third quarter of 1996, and increased $250,777 to
$1,105,045 for the nine months ended September 28, 1997 compared to the
comparable period in 1996. As a percentage of revenues, operating expenses
increased to 19.4% in the third quarter of 1997 from 17.6% for the same quarter
in 1996, and decreased to 21.9% for the nine months ended September 28, 1997
from 24.5% for the comparable period in 1996. The increase during the third
quarter is attributable to the higher operating expenses from the newly opened
Grand Rapids Brewery. The decrease for the nine month period is due to a
continued emphasis on cost controls, improved management and a reduction in
insurance premiums.
GENERAL AND ADMINISTRATIVE EXPENSES
General and administrative expenses increased $183,818 to $457,292 in the third
quarter of 1997 compared to the same quarter of 1996, and increased $574,096 to
$1,178,961 for the nine months ended September 28, 1997 compared to the same
period in 1996. As a percentage of revenues, these expenses increased to 21.1%
in the third quarter of 1997 from 17.7% for the same quarter of 1996, and
increased to 23.3% for the nine months ended September 28, 1997 from 17.4% for
the comparable period in 1996. The increased expenses reflect additional
corporate overhead associated with personnel additions in training, marketing
and senior management hired to execute the Company's development plans. As
additional Breweries are opened by the Company, these expenses as a percentage
of revenues are expected to decrease.
DEPRECIATION AND AMORTIZATION
Depreciation and amortization expenses increased $23,282 to $131,695 in the
third quarter of 1997 compared to the third quarter of 1996, and increased
$1,231 to $357,791 for the nine months ended September 28, 1997 compared to
the comparable period in 1996. These increases are attributable to
additional depreciation and amortization from the newly opened Grand Rapids
Brewery. As a percentage of revenues, these expenses decreased to 6.1% in
the third quarter of 1997 from 7.0% for the same quarter in 1996 and
decreased to 7.1% for the nine months ended September 28, 1997 from 10.2% for
the comparable period in 1996. The decreases in these expenses are the result
of full amortization in 1996 of financing costs related to the Company's
February 1996 bridge financing. The amount of this decrease in amortization
more than offset the increase in pre-opening costs and depreciation from the
opening of the Grand Rapids Brewery.
INTEREST EXPENSES/INTEREST INCOME
Interest expense increased $15,511 to $81,938 in the third quarter of 1997
compared to the same quarter of 1996, and decreased $45,344 to $232,320 for the
period ended September 28, 1997 compared to the comparable period in 1996. As a
percentage of revenues, interest expense decreased to 3.8% in the third quarter
of 1997 from 4.3% for the same period in 1996, and decreased to 4.6% for the
nine months ending September 28, 1997
8
<PAGE>
from 8.0% for the comparable period in 1996. These decreases are due to the
fact that the pre-bridge and bridge financings were paid off during 1996 with
the proceeds of the Company's initial public offering.
Interest income decreased $100,550 to $12,026 in the third quarter of 1997
compared to $112,576 for the same quarter of 1996, and decreased $37,542 to
$99,770 for the nine months ended September 28, 1997 compared to $137,312 for
the comparable period in 1996. The decrease in interest income is due to the
sale of short-term investments for the construction of the Grand Rapids and
Auburn Hills Breweries.
LIQUIDITY AND CAPITAL RESOURCES
The Company used $1.2 million in cash for the nine months ended September 28,
1997, and used $1.1 million in cash for the nine months ended September 29,
1996, for operating activities. At September 28, 1997, the Company had
working capital of $734,000. The Company expects that it will use a
significant portion of its capital resources to fund new Brewery development
and construction. Since inception, the Company's principal capital
requirements have been the funding of (i) Company operations and promotion of
the Big Buck Brewery format and (ii) the construction of the Gaylord, Grand
Rapids and Auburn Hills Breweries and the acquisition of its furniture,
fixtures and equipment for such Breweries. Total capital expenditures for
the Gaylord, Grand Rapids and Auburn Hills Breweries were approximately $5.8
million, $3.2 million and $9.0 million, respectively.
The Company generated approximately $10.1 million in cash from the sale of
short term investments and the sale and leaseback of the Grand Rapids land
and building and the Auburn Hills land during the nine months ended September
28, 1997. The Company used approximately $8.5 million in cash for
construction and equipment costs at the Grand Rapids and Auburn Hills
Breweries during the first three quarters of 1997.
In July 1995, the Company obtained an $800,000 equipment loan and a $1.9
million mortgage on the Gaylord Brewery's land and building. The loans
require monthly payments of principal and interest at 10.2% per annum and are
payable in full by October 1, 2000. The loans are collateralized by certain
assets of the Company and are guaranteed by certain shareholders.
The Company purchased an existing structure for the Grand Rapids Brewery,
which opened in March 1997. The cost of the land, building, remodeling,
equipment and furniture and fixtures for the Grand Rapids Brewery was
approximately $3.2 million. In April 1997, the Company completed the sale
and leaseback of the Grand Rapids land and building. The total cost of
developing, constructing and opening the Auburn Hills Brewery was
approximately $9.0 million. In August 1997, the Company entered into a real
estate purchase and leaseback agreement providing for the sale of the Auburn
Hills land, including all improvements thereto, to an unrelated third party
for $4.0 million. The Company plans to develop and open additional Big Buck
Breweries and it will need to obtain additional financing to carry out such
expansion plans. The amount of financing required for such expansion depends
on the definitive locations, site conditions, construction costs and size and
type of Breweries to be built. There can be no assurance that financing will
be available on terms acceptable or favorable to the Company, or at all.
Without such financing, the Company's development plans will be slower than
planned or even unachievable.
9
<PAGE>
PART II
ITEM 6 Exhibits and Reports on Form 8-K
a. Exhibits
11 Computation of Net Loss Per Common Share
27 Financial Data Schedule
b. Reports on Form 8-K
The registrant filed no Current Reports on Form 8-K during the quarter
ended September 28, 1997. On October 3, 1997, the registrant filed a
Current Report on Form 8-K, relating to (i) the Company filing
Restated Articles of Incorporation with the Michigan Department of
Commerce, (ii) the opening of a Big Buck Brewery & Steakhouse in
Auburn Hills, Michigan and (iii) the Company changing its name from
Michigan Brewery, Inc. to Big Buck Brewery & Steakhouse, Inc.
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BIG BUCK BREWERY & STEAKHOUSE, INC.
Date: November 12, 1997 By /s/ Anthony P. Dombrowski
-------------------------------------
Anthony P. Dombrowski
Chief Financial Officer
11
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
- -------------- -----------
11 Computation of Net Loss Per Common Share
27 Financial Data Schedule
12
<PAGE>
EXHIBIT 11
BIG BUCK BREWERY & STEAKHOUSE, INC.
COMPUTATION OF NET LOSS PER COMMON SHARE
<TABLE>
<CAPTION>
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
September 28, September 29, September 28, September 29,
1997 1996 1997 1996
------------- ------------ ------------ -------------
<S> <C> <C> <C> <C>
Weighted average number of issued
shares outstanding 5,275,000 2,500,000 5,275,000 2,500,000
Effect of:
Common shares issued during
1996(1) 0 2,748,626 0 1,163,095
------------- ------------ ------------ -------------
Shares outstanding used to compute
net income (loss) per share 5,275,000 5,248,626 5,275,000 3,663,095
------------- ------------ ------------ -------------
------------- ------------ ------------ -------------
Net loss ($195,982) $ 7,584 ($809,072) ($722,888)
------------- ------------ ------------ -------------
------------- ------------ ------------ -------------
Net loss per common share ($0.04) ($0.00) ($0.15) ($0.20)
------------- ------------ ------------ -------------
------------- ------------ ------------ -------------
</TABLE>
___________________________
(1) Cheap stock and common shares issued during 1996 are included in the
computation for all periods presented in accordance with Staff Accounting
Bulletin Topic 4(D).
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-28-1997
<PERIOD-END> SEP-28-1997
<CASH> 532,023
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 269,047
<CURRENT-ASSETS> 2,977,193
<PP&E> 18,243,550
<DEPRECIATION> 0
<TOTAL-ASSETS> 21,307,884
<CURRENT-LIABILITIES> 2,243,718
<BONDS> 7,335,885
0
0
<COMMON> 52,750
<OTHER-SE> 11,675,531
<TOTAL-LIABILITY-AND-EQUITY> 21,307,884
<SALES> 5,054,950
<TOTAL-REVENUES> 5,054,950
<CGS> 1,725,603
<TOTAL-COSTS> 4,549,411
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