<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 1, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------ ------
Commission file number 0-14030
ARK RESTAURANTS CORP.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
New York 13-3156768
------------------------------- ------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
85 Fifth Avenue, New York, New York 10003
- ---------------------------------------- ---------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including
area code (212) 206-8800
--------------
</TABLE>
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for 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
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding shares at May 15, 2000
- ------------------------------ ----------------------------------
(Common stock, $.01 par value) 3,181,699
<PAGE>
ARK RESTAURANTS CORP. AND SUBSIDIARIES
- -------------------------------------------------------------------------------
INDEX
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<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION: PAGE
-----
<S> <C>
Item 1. Consolidated Financial Statements:
Consolidated Condensed Balance Sheets - April 1, 2000
(Unaudited) and October 2, 1999 1
Consolidated Condensed Statements of Operations and Retained Earnings -
13-week periods ended April 1, 2000 (Unaudited) and April 3, 1999
(Unaudited) and 26-week periods ended April 1, 2000 (Unaudited) and April
3, 1999 (Unaudited) 2
Consolidated Condensed Statements of Cash Flows - 26-week periods ended
April 1, 2000 (Unaudited) and April 3, 1999 (Unaudited) 3
Notes to Consolidated Condensed Financial
Statements (Unaudited) 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 5-8
PART II - OTHER INFORMATION:
Item 4. Submission of Matters to a Vote of Security Holders 9
Item 6. Exhibits and Reports on Form 8-K 9
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ARK RESTAURANTS CORP. AND SUBSIDIARIES
- --------------------------------------
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in Thousands)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
April 1, October 2,
2000 1999
--------- ----------
(unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents ..................................................... $ 106 $ 334
Accounts receivable ........................................................... 3,159 3,074
Inventories ................................................................... 2,321 1,916
Current portion of long-term receivables ...................................... 1,323 446
Prepaid expenses and other current assets ..................................... 636 336
Refundable and prepaid income taxes ........................................... 2,842 --
Deferred income taxes ......................................................... 680 710
-------- ------
Total current assets ........................................................ 11,067 6,816
LONG-TERM RECEIVABLES ........................................................... 1,205 1,184
ASSETS HELD FOR SALE ............................................................ 900 988
FIXED ASSETS - At Cost:
Leasehold improvements ........................................................ 33,843 23,500
Furniture, fixtures and equipment ............................................. 23,908 19,352
Leasehold improvements in progress ............................................ 788 4,408
-------- ------
58,539 47,260
Less accumulated depreciation and
amortization ................................................................ 20,051 18,163
-------- ------
38,488 29,097
INTANGIBLE ASSETS - Less accumulated
amortization of $2,997 and $3,259 ............................................. 4,766 5,295
DEFERRED INCOME TAXES ........................................................... 988 847
OTHER ASSETS .................................................................... 572 3,152
-------- ------
TOTAL ASSETS .................................................................... $57,986 $47,379
======== ======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade ...................................................... $ 3,277 $ 3,816
Accrued expenses and other current
liabilities .................................................................. 4,237 4,737
Current maturities of long-term debt 682 972
Current maturities of capital lease obligations ............................... 51 149
Accrued income taxes .......................................................... -- 186
-------- ------
Total current liabilities ................................................... 8,247 9,860
LONG-TERM DEBT - net of current maturities ...................................... 24,810 6,683
OBLIGATIONS UNDER CAPITAL LEASES - net of current
maturities ..................................................................... -- --
OPERATING LEASE DEFERRED CREDIT ................................................. 1,322 1,322
SHAREHOLDERS' EQUITY:
Common stock, par value $.01 per share -
authorized, 10,000 shares;
issued, 5,249 and 5,208 shares ............................................... 52 52
Additional paid-in capital .................................................... 14,728 14,400
Retained earnings ............................................................. 17,175 22,060
-------- ------
31,955 36,512
Less treasury stock, 2,068 and 1,927 shares ................................... 8,348 6,998
-------- ------
Total shareholders' equity ................................................ 23,607 29,514
-------- ------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ...................................... $57,986 $47,379
======== ======
</TABLE>
See notes to consolidated condensed financial statements
1
<PAGE>
ARK RESTAURANTS CORP. AND SUBSIDIARIES
- --------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(Unaudited)
(In Thousands, Except per share amounts)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
13 Weeks Ended 26 Weeks Ended
-------------------- ------------------
April 1, April 3, April 1, April 3,
2000 1999 2000 1999
--------- -------- -------- -------
<S> <C> <C> <C> <C>
NET SALES ....................................................................... $25,765 $23,345 $52,722 $50,278
COST OF SALES ................................................................... 6,813 6,361 13,873 13,471
------- ------- ------- -------
GROSS RESTAURANT PROFIT ......................................................... 18,952 16,984 38,849 36,807
MANAGEMENT FEE INCOME ........................................................... 184 447 218 511
JOINT VENTURE LOSSES ............................................................ (4,828) -- (4,988) --
------- ------- ------- -------
14,308 17,431 34,079 37,318
------- ------- ------- -------
OPERATING EXPENSES
Payroll and payroll benefits .................................................. 10,310 8,987 20,295 18,748
Occupancy ..................................................................... 3,698 3,174 7,233 6,470
Depreciation and amortization ................................................. 1,270 959 2,277 1,951
Other ......................................................................... 4,125 3,075 7,328 5,711
------- ------- ------- -------
19,403 16,195 37,133 32,880
GENERAL AND ADMINISTRATIVE
EXPENSES ....................................................................... 2,053 1,608 3,686 3,143
------- ------- ------- -------
21,456 17,803 40,819 36,023
------- ------- ------- -------
OPERATING INCOME (LOSS) ......................................................... (7,148) (372) (6,740) 1,295
------- ------- ------- -------
OTHER EXPENSE (INCOME):
Interest expense, net ......................................................... 515 72 608 136
Other income .................................................................. (29) (183) (155) (290)
------- ------- ------- -------
486 (111) 453 (154)
------- ------- ------- -------
INCOME (LOSS) before provision
(benefit) for income taxes ..................................................... (7,634) (261) (7,193) 1,449
PROVISION (BENEFIT) for income taxes ............................................ (2,658) (104) (2,498) 580
------- ------- ------- -------
NET INCOME (LOSS) BEFORE CUMULATIVE
EFFECT OF ACCOUNTING CHANGE .................................................... (4,976) (157) (4,695) 869
CUMULATIVE EFFECT OF ACCOUNTING CHANGE .......................................... -- -- 190 --
------- ------- ------- -------
NET INCOME (LOSS) ............................................................... (4,976) (157) (4,885) 869
RETAINED EARNINGS, Beginning
of period ..................................................................... 22,151 18,591 22,060 17,565
------- ------- ------- -------
RETAINED EARNINGS, End of period ................................................ $17,175 $18,434 $17,175 $18,434
======= ======= ======= =======
PER SHARE INFORMATION - BASIC & DILUTED:
INCOME (LOSS) BEFORE ACCOUNTING CHANGE ......................................... $ (1.56) $ (.04) $ (1.47) $ .24
CUMULATIVE EFFECT OF ACCOUNTING CHANGE ......................................... -- -- (.06) --
NET INCOME (LOSS) .............................................................. $ (1.56) $(.04) $(1.53) $ .24
======= ======= ======= =======
WEIGHTED AVERAGE NUMBER OF SHARES-BASIC ......................................... 3,182 3,562 3,191 3,604
======= ======= ======= =======
WEIGHTED AVERAGE NUMBER OF SHARES-DILUTED ....................................... 3,182 3,562 3,191 3,611
======= ======= ======= =======
</TABLE>
See notes to consolidated condensed financial statements
2
<PAGE>
ARK RESTAURANTS CORP. AND SUBSIDIARIES
- --------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in Thousands)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
26 Weeks Ended
----------------------
April 1, April 3,
2000 1999
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) before cumulative effect of
accounting change ....................................................................... $(4,695) $ 869
Cumulative effect of accounting change .................................................... (190) --
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Write-off of joint venture advances ................................................... 4,988 --
Write-off of accounts receivable ...................................................... 280 --
Depreciation and amortization of fixed assets ......................................... 1,976 1,630
Amortization of intangibles ........................................................... 301 321
Gain on sale of restaurants ........................................................... -- (681)
Deferred income taxes ................................................................. 111 50
Changes in assets and liabilities:
Decrease (Increase) in accounts receivable ............................................ (365) 364
Decrease (Increase) in inventories .................................................... (405) 22
Decrease (Increase) in prepaid expenses and other
current assets ....................................................................... (300) (43)
Decrease (Increase) in refundable and prepaid income taxes ............................ (2,842) (158)
Decrease (Increase) in other assets ................................................... (78) (523)
Increase (Decrease) in accounts payable - trade ....................................... (539) (471)
Increase (Decrease) in accrued expenses and other
current liabilities .................................................................. (500) 235
Increase (Decrease) in accrued income taxes ........................................... (186) (705)
------- ------
Net cash provided (used) by operating activities .................................. (2,444) 910
------- ------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to fixed assets ................................................................. (11,287) (1,806)
Joint venture advances .................................................................... (3,297) --
Additions to intangible assets ............................................................ -- (18)
Payments received on long-term receivables ................................................ 83 153
Restaurant sales .......................................................................... -- 975
------- ------
Net cash used in investing activities .............................................. (14,501) (696)
------- ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds of long-term debt ................................................................ 18,450 4,200
Principal payment on long-term debt ....................................................... (613) (2,498)
Principal payment on capital lease obligations ............................................ (98) (136)
Purchase of treasury stock ................................................................ (1,350) (1,626)
Exercise of stock options ................................................................. 328 --
------- ------
Net cash provided by (used) in financing activities ................................ 16,717 (60)
------- ------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ...................................... (228) 154
CASH AND CASH EQUIVALENTS, beginning of period ............................................ 334 1,023
------- ------
CASH AND CASH EQUIVALENTS, end of period .................................................. $ 106 $ 1,177
======= ======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during year for:
Interest ................................................................................. $ 836 $ 224
======= ======
Income taxes ............................................................................. $ 531 1,392
======= ======
</TABLE>
See notes to consolidated condensed financial statements.
3
<PAGE>
ARK RESTAURANTS CORP. AND SUBSIDIARIES
- --------------------------------------
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The consolidated condensed financial statements have been prepared by Ark
Restaurants Corp. (the "Company"), without audit. In the opinion of management,
all adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position at April 1, 2000 and results of operations
and changes in cash flows for the periods ended April 1, 2000 and April 3, 1999
have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed financial
statements be read in conjunction with the consolidated financial statements and
notes thereto included in the Company's annual report on Form 10-K for the year
ended October 2, 1999. The results of operations for the periods ended April 1,
2000 are not necessarily indicative of the operating results for the full year.
2. ACCOUNTING CHANGE
The Company adopted in the quarter ended January 1, 2000, Statement of
Position 98-5, Reporting on the Costs of Start-Up Activities, which requires
costs of start-up activities and organization costs to be expensed as incurred.
The Company had previously capitalized organization costs and then amortized
such costs over five years. The Company had net deferred organization expenses
of $300,000 in intangible assets as of October 2, 1999 and such amount ($190,000
after taxes) is reported as a cumulative effect of a change in accounting
principle.
3. JOINT VENTURE LOSSES
The Company, through a wholly owned subsidiary, was a partner with a 50%
interest in a partnership that was formed to develop and construct four
restaurants at a large theatre development in Southfield, Michigan. In March
2000, the Company withdrew from the project and incurred charges, during the
13-week period ended April 1, 2000, of $4,828,000 ($3,198,000 after tax) from
the write-off of advances for construction costs and working capital needs on
the project.
4
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
This Management's Discussion and Analysis of Financial Condition and
Results of Operations contains forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from those
anticipated in these forward-looking statements. Certain of these risks and
uncertainties are discussed under the heading "forward looking statements"in the
Company's annual report on form 10-K for the fiscal year ended October 2, 1999.
NET SALES
Net sales at restaurants owned by the Company increased 10.4% in the
13-week period ended April 1, 2000 from the comparable period ended April 3,
1999. Net sales for the quarter increased by $2,267,000 from sales at
restaurants which the Company did not operate in the 13-week period last year.
Specifically, Thunder Grill at Union Station in Washington, D.C. and one food
court outlet at the Venetian Casino Resort in Las Vegas, Nevada opened in the
fiscal year ended October 2, 1999, while in the current fiscal year - Lutece,
Tsunami and three additional food court outlets have also opened in the Venetian
Casino Resort. Net sales also increased by $1,382,000 from a 6.3% increase in
same store sales. The components of this increase consisted of a 7.2% increase
in the Company's Las Vegas operations along with a 5.5% increase in the
Company's other operations. The increase in net sales for the quarter was offset
in part by the loss of sales totaling $1,324,000 at restaurants that the Company
no longer operates (Louisiana Community Bar & Grill closed in the fourth quarter
of fiscal 1999 and B. Smiths New York was closed for substantially all of the
quarter as it was being converted to another concept).
Net sales at restaurants owned by the Company increased 4.9% in the 26-week
period ended April 1, 2000 from the comparable period ended April 3, 1999. Net
sales increased by $3,383,000 from sales at restaurants which the Company did
not operate last year (Thunder Grill in Washington, D.C. and the restaurants and
food court outlets in the Venetian Casino Resort). Net sales also increased by
$1,665,000 from a 3.6% increase in same store sales. The components of this
increase consisted of a 4.1% increase in the Company's Las Vegas operations
along with a 3.2% increase in the Company's other operations. The increase in
net sales for the 26-weeks was offset in part by the loss of sales totaling
$2,604,000 at restaurants that the Company no longer operate (B. Smith's DC,
Perretti Italian Cafe, Louisiana Community Bar & Grill and B. Smith's New York).
COSTS AND EXPENSES
The Company's cost of sales consists of food and beverage costs at
restaurants owned by the Company. For 13-week period ended April 1, 2000 cost of
sales as a percentage of net sales was 26.4% as compared to 27.2% last year
while cost of sales as a percentage of net sales for the 26-week period ended
April 1, 2000 was 26.3% as compared to 26.8% last year.
Operating expenses of the Company, consisting of restaurant payroll,
occupancy and other expenses at restaurants owned by the Company, as a
percentage of net sales, were 75.3% for the 13-week period ended April 1, 2000
as compared to 69.4% last year and for the 26-week period ended April 1, 2000
were 70.4% as compared to 65.4% last year. Operating expenses in the 13-week
period ended April 1, 2000 were impacted by pre-opening expenses and early
5
<PAGE>
operating losses of $760,000 at newly opened restaurants (Lutece and Tsunami in
the Venetian Casino resort); expenses of $491,000 associated with the
anticipated sale of two restaurants (America in McLean, Virginia and Arlo); and
expenses of $389,000 associated with the conversion of a New York City
restaurant which reopened in May 2000 (Jack Rose formerly operated as
B.Smith's). Operating expenses in the 26-week period ended April 3, 1999 is net
of gains on sale of restaurants totaling $681,000, or 1.4% of sales. There were
no sales in the current fiscal year.
General and administrative expenses, as a percentage of net sales, were
8.0% for the 13-week period ended April 1, 2000 as compared to 6.9% last year
and were 7.0% during the 26-week period ended April 1, 2000 as compared to 6.3%
last year. If net sales at managed restaurants and bars were included in
consolidated net sales, general and administrative expenses as a percentage of
net sales would have been 7.5% for the 13-week period ended April 1, 2000 as
compared to 6.4% last year and would have been 6.5% for the 26-week period ended
April 1, 2000 as compared to 5.8% last year. A significant portion of the
increase in the 13-week period ended April 1, 2000 is due to costs associated
with the expansion of the Company's corporate sales department and travel
expenditures associated with the Company's newly opened Las Vegas restaurants.
The Company had a net loss of $4,976,000 for the 13-week period ended April
1, 2000 as compared to a net loss of $157,000 last year and had a net loss of
$4,885,000 for the 26-week period ended April 1, 2000 as compared to net income
of $869,000 last year. The results for the 13-week period ended April 1, 2000
include an after tax charge of $3,198,000 due to the withdrawal in March 2000
from the Company's operation of restaurants at a large theatre development in
Southfield, Michigan; after tax pre-opening expenses and early operating losses
of $486,000 at newly opened restaurants (Lutece and Tsunami in the Venetian
Casino resort); after tax expenses of $314,000 associated with the anticipated
sale of two restaurants (America in McLean, Virginia and Arlo); and after tax
expenses of $249,000 associated with the conversion of a New York City
restaurant which reopened in May 2000. The results for the 26-week period ended
April 3, 1999 include after tax gains of $388,000 from the sale of two
restaurants (B. Smith's DC and Perretti Italian Cafe).
During the 26-week period ended April 1, 2000 the Company managed five
restaurants owned by third parties. Net sales of the managed locations were
$3,606,000 during the 26-week period ended April 1, 2000 as compared to
$3,851,000 last year. This decrease was primarily the result of the termination
of one management agreement. Net sales of these operations are not included in
consolidated net sales.
INCOME TAXES
The provision for income taxes reflects Federal income taxes calculated on
a consolidated basis and state and local income taxes calculated by each
subsidiary on a non consolidated basis. Most of the restaurants owned or managed
by the Company are owned or managed by a separate subsidiary.
For state and local income tax purposes, the losses incurred by a
subsidiary may only be used to offset that subsidiary's income, with the
exception of the restaurants which operate in the District of Columbia.
Accordingly, the Company's overall effective income tax rate has varied
depending on the level of the losses incurred at individual subsidiaries.
6
<PAGE>
The Company's overall effective tax rate in the future will be affected by
factors such as the level of losses incurred at the Company's New York
facilities (which cannot be consolidated for state and local tax purposes),
pre-tax income earned outside of New York City (Nevada has no state income tax
and other states in which the Company operate have income tax rates
substantially lower in comparison to New York) and the utilization of state and
local net operating loss carry forwards. In order to more effectively utilize
tax loss carry forwards at restaurants that were unprofitable, the Company has
merged certain profitable subsidiaries with certain loss subsidiaries.
As a result of the enactment of the Revenue Reconciliation Act of 1993, the
Company is entitled, to a tax credit based on the amount of FICA taxes paid by
the Company with respect to the tip income of restaurant service personnel. The
Company estimates that this credit will be in excess of $500,000 for the current
year.
The Internal Revenue Service is currently examining the Company's Federal
Income Tax returns for the fiscal years ended September 28, 1991 through October
1, 1994, and has proposed certain adjustments, all of which are being contested
by the Company. The adjustments primarily relate to (i) pre-opening, legal and
accounting expenses incurred in connection with new or acquired restaurants that
the Internal Revenue Service asserts should have been capitalized and amortized
rather than currently expensed and (ii) travel and meal expenses for which the
Internal Revenue Service asserts the Company did not comply with certain record
keeping requirements of the Internal Revenue Code. The Company has reached an
agreement in principle with the Internal Revenue Service to resolve the proposed
adjustments. The Company does not believe that the final adjustments
contemplated by the agreement will have a material effect on the Company's
financial condition.
LIQUIDITY AND SOURCES OF CAPITAL
The Company's primary source of capital is cash provided by operations and
funds available from the revolving credit agreement with its main bank, Bank
Leumi USA. The Company from time to time also utilizes equipment financing in
connection with the construction of a restaurant and seller financing in
connection with the acquisition of a restaurant. The Company utilizes capital
primarily to fund the cost of developing and opening new restaurants and
acquiring existing restaurants.
The Company's Revolving Credit Facility with its main bank includes a
$28,000,000 facility for use in construction and acquisition of new restaurants
and for working capital at the Company's existing restaurants. The facility will
allow the Company to borrow up to $28,000,000 until December 2001 at which time
outstanding loans can be converted into a term loan not to exceed $22,000,000
payable over 36 monthly installments. The loans bear interest at a rate of prime
plus 1/2%. At April 1, 2000 the Company had borrowings of $24,300,000
outstanding under its existing facility.
The Company also has a five-year $2,000,000 letter of credit facility for
use in lieu of lease security deposits. At April 1, 2000 the Company had
delivered $489,000 in irrevocable letters of credit on this facility.
In January 1997, pursuant to a new equipment financing facility, the
Company borrowed from its main bank $2,851,000 at an interest rate of 8.75% to
refinance the purchase of various restaurant equipment at the Las Vegas
restaurant facilities. The note, which is payable in 60 equal monthly
7
<PAGE>
installments through January 2002, is secured by such restaurant equipment. At
April 1, 2000 the Company had $1,192,000 outstanding on this facility.
At April 1, 2000, the Company had working capital $2,820,000 as compared to
a working capital deficit of $3,044,000 at October 2, 1999. The restaurant
business does not require the maintenance of significant inventories or
receivables, thus the Company is able to operate with minimal and even negative
working capital.
The amount of indebtedness that may be incurred by the Company is limited
by the revolving credit agreement with its main bank. Certain provisions of the
agreement may impair the Company's ability to borrow funds. The agreement
contains certain financial covenants such as minimum cash flow in relation to
the Company's debt service requirements and the maintenance of minimum
shareholders' equity. At April 1, 2000, the Company shareholders' equity was
below the minimum required amount due to the write-off of advances on the
Company's withdrawal from the Southfield, Michigan project. The Company received
a waiver from the bank on this maintenance requirement.
RESTAURANT EXPANSION
The Company recently opened two restaurants (Lutece and Tsunami Asian
Grill) and three food court facilities in the Venetian Casino Resort in Las
Vegas, Nevada. One additional restaurant at the Venetian Casino Resort is
scheduled to open in the first half of fiscal year 2001.
The Company has also started construction on one large restaurant along
with a number of food court outlets at the new Aladdin Resort and Casino in Las
Vegas, Nevada. This casino is currently under construction and is expected to
open in the later part of fiscal 2000. The Company expects to spend up to
$10,000,000 to open and operate these facilities.
Although the Company is not currently committed to any other projects, the
Company is exploring additional opportunities for expansion of its business. The
Company expects to fund its existing projects through cash from operations and
its current credit facilities. However, the Company is negotiating an expansion
of its credit facility that will enable it to further meet the Company's
anticipated future expansion.
YEAR 2000
To date there have been no adverse effects to the Company's financial
statements as a result of the year 2000 issues.
8
<PAGE>
PART 11 - OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company held its annual meeting of stockholders on March 16, 2000. The
following matters were submitted to a vote of the Company's stockholders:
(i) The election of nine directors;
(ii) The ratification of the appointment of Deloitte & Touche LLP as independent
auditors for the 2000 fiscal year.
The Company's stockholders re-elected the entire Board of Directors
consisting of Ernest Bogen, Michael Weinstein, Vincent Pascal, Robert Towers,
Andrew Kuruc, Paul Gordon, Donald D.Shack, Jay Galin and Bruce Lewin. Each
director received at least 99% of the votes cast at the meeting.
The Company's stockholders ratified the Board of Director's appointment of
Deloitte & Touche LLP as the Company's independent auditors for the 2000 fiscal
year by a vote of 2,900,629 for, 1,910 against and 100 abstentions.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K - none
9
<PAGE>
SIGNATURES
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, thereunto duly authorized.
Date: May 15, 2000
ARK RESTAURANTS CORP.
By /S/ Michael Weinstein
----------------------
Michael Weinstein, President
By /S/ Andrew B. Kuruc
--------------------
Andrew B. Kuruc
Vice President, Controller and
Principal Accounting Officer
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from the balance sheet and income statment for the 26 weeks of
Ark Restaurants Corp. and is qualified in its entirety by
reference to such financial statements
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-END> APR-1-2000
<CASH> 106
<SECURITIES> 0
<RECEIVABLES> 3,159
<ALLOWANCES> 0
<INVENTORY> 2,321
<CURRENT-ASSETS> 11,067
<PP&E> 58,539
<DEPRECIATION> 20,051
<TOTAL-ASSETS> 57,986
<CURRENT-LIABILITIES> 8,247
<BONDS> 25,543
<COMMON> 52
0
0
<OTHER-SE> 23,555
<TOTAL-LIABILITY-AND-EQUITY> 57,986
<SALES> 52,722
<TOTAL-REVENUES> 52,722
<CGS> 13,873
<TOTAL-COSTS> 13,873
<OTHER-EXPENSES> 40,819
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 608
<INCOME-PRETAX> (7,193)
<INCOME-TAX> (2,498)
<INCOME-CONTINUING> (4,695)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> (190)
<NET-INCOME> (4,885)
<EPS-BASIC> (1.53)
<EPS-DILUTED> (1.53)
</TABLE>
