UNO RESTAURANT CORP
10-Q, 1996-08-13
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<PAGE>   1
                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended JUNE 30, 1996

                                       OR

          [ ] 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 1-9573

                           UNO RESTAURANT CORPORATION
             (Exact name of registrant as specified in its charter)

           Delaware                                            04-2953702
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

            100 Charles Park Road, West Roxbury, Massachusetts 02132
               (Address of principal executive offices) (Zip Code)

                                 (617) 323-9200
              (Registrant's telephone number, including area code)

              (Former name, former address and former fiscal year,
                          if changed since last report)

         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 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 August 8, 1996, 12,375,926 shares of the registrant's Common
Stock, $.01 par value, were outstanding.

                                        1
<PAGE>   2
                           UNO RESTAURANT CORPORATION

                                      INDEX

                                                                         Page

PART I.   FINANCIAL INFORMATION

         ITEM 1.           FINANCIAL STATEMENTS............................3

                           Consolidated Balance Sheets --
                           June 30, 1996 and October 1, 1995...............3

                           Consolidated Statements of Income --
                           Thirteen and thirty-nine weeks ended
                           June 30, 1996 and July 2, 1995..................4

                           Consolidated Statements of Cash Flows --
                           Thirty-nine weeks ended June 30, 1996 and
                           July 2, 1995....................................5

                           Notes to Consolidated Financial
                           Statements......................................6

         ITEM 2.           MANAGEMENT'S DISCUSSION AND
                           ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS.......................7

PART II.  OTHER INFORMATION

         ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K................12

                                        2
<PAGE>   3
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except share data)

<TABLE>
<CAPTION>
                                                                                   June 30,         Oct. 1,
                                                                                     1996            1995
                                                                                 -----------       ---------
                                                                                 (Unaudited)
<S>                                                                               <C>              <C>
                                     ASSETS
CURRENT ASSETS
 Cash                                                                             $     169        $   1,305
 Royalties receivable                                                                   715              725
 Consumer product receivable                                                            493              567
 Inventory                                                                            2,454            2,226
 Deferred pre-opening costs                                                             548            1,253
 Prepaid expenses and other assets                                                    3,350            2,221
                                                                                  ---------        ---------
   TOTAL CURRENT ASSETS                                                               7,729            8,297

PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS
 Land                                                                                14,816           11,093
 Buildings                                                                           20,129           18,056
 Leasehold improvements                                                              79,320           74,011
 Equipment                                                                           44,228           42,430
 Construction in progress                                                             4,974            3,263
                                                                                  ---------        ---------
                                                                                    163,467          148,853

Less allowance for depreciation and amortization                                     44,035           36,355
                                                                                  ---------        ---------
                                                                                    119,432          112,498

OTHER ASSETS
 Deferred income taxes                                                                3,637            1,151
 Royalty fee                                                                            344              405
 Liquor licenses and other assets                                                     2,449            2,909
                                                                                  ---------        ---------
                                                                                  $ 133,591        $ 125,260
                                                                                  =========        =========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
 Accounts payable                                                                 $   4,735        $   6,238
 Accrued expenses                                                                     5,879            3,913
 Accrued compensation and taxes                                                       2,293            2,231
 Income taxes payable                                                                   915              126
 Current portion of long-term debt and capital
  lease obligations                                                                     175            3,404
                                                                                  ---------        ---------
  TOTAL CURRENT LIABILITIES                                                          13,997           15,912

Long-term debt, net of current portion                                               38,140           21,750
Capital lease obligations, net of current portion                                     1,102              749
Other liabilities                                                                     4,255            3,722

SHAREHOLDERS' EQUITY
 Preferred Stock, $1.00 par value, 1,000,000 shares
  authorized, none issued
 Common Stock, $.01 par value, 25,000,000 shares authorized,
  13,697,526 and 13,682,270 shares issued and out-
  standing in Fiscal Years 1996 and 1995, respectively                                  137              137
 Additional paid-in capital                                                          53,496           53,433
 Retained earnings                                                                   31,837           32,457
                                                                                  ---------        ---------
                                                                                     85,470           86,027
 Treasury Stock (1,299,600 and 358,100 shares at cost, in
                 Fiscal Years 1996 and 1995, respectively)                           (9,373)          (2,900)
                                                                                  ---------        ---------
TOTAL SHAREHOLDERS' EQUITY                                                           76,097           83,127
                                                                                  ---------        ---------
                                                                                  $ 133,591        $ 125,260
                                                                                  =========        =========
</TABLE>

                                        3
<PAGE>   4
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands except per share data)

<TABLE>
<CAPTION>
                                       Thirteen Weeks Ended     Thirty-Nine Weeks Ended
                                      ----------------------    ------------------------
                                       June 30,      July 2,     June 30,       July 2,
                                         1996         1995         1996           1995
                                      ---------    ---------    ---------      ---------
<S>                                   <C>          <C>          <C>            <C>
REVENUES
 Restaurant sales                     $  41,558    $  38,176    $ 115,930      $ 104,943
 Consumer product sales                   2,118        2,320        6,557          6,673
 Franchise income                         1,018        1,040        3,054          3,047
                                      ---------    ---------    ---------      ---------
                                         44,694       41,536      125,541        114,663
COSTS AND EXPENSES
 Cost of sales                           11,579       10,318       32,255         28,750
 Labor and benefits                      13,216       12,456       38,285         34,545
 Occupancy                                6,732        5,864       19,633         16,448
 Other operating costs                    4,163        3,736       11,545          9,925
 General and administrative               2,996        2,661        9,205          8,282
 Depreciation and amortization            3,045        2,974        9,529          7,845
 Asset Impairment Charge                                            3,937
                                      ---------    ---------    ---------      ---------
                                         41,731       38,009      124,389        105,795
                                      ---------    ---------    ---------      ---------

OPERATING INCOME                          2,963        3,527        1,152          8,868

OTHER INCOME (EXPENSE)                     (655)        (587)      (2,121)        (1,541)
                                      ---------    ---------    ---------      ---------

 Income before income taxes               2,308        2,940         (969)         7,327
 Provision for income taxes                 831        1,088         (349)         2,712
                                      ---------    ---------    ---------      ---------

NET INCOME                            $   1,477    $   1,852    ($    620)     $   4,615
                                      =========    =========    =========      =========

EARNINGS PER COMMON SHARE             $     .12    $     .15    ($    .05)     $     .39
                                      =========    =========    =========      =========

Weighted average shares outstanding      12,515       12,491       12,887         11,953
                                      =========    =========    =========      =========
</TABLE>

                                        4
<PAGE>   5
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)

<TABLE>
<CAPTION>
                                                           Thirty-nine weeks Ended
                                                           -----------------------
                                                            June 30,       July 2,
                                                              1996           1995
                                                           --------       --------
<S>                                                        <C>            <C>
OPERATING ACTIVITIES
  Net Income (Loss)                                        $   (620)      $  4,615
  Adjustments to reconcile net income to net cash
    provided by operating activities:
   Depreciation and amortization                              9,605          6,726
   Deferred income taxes                                     (2,486)          (218)
   Provision for deferred rent                                  533            388
   (Gain)\Loss on disposal of equipment                         282            (14)
   Asset Impairment Charge                                    3,937
   Changes in operating assets and liabilities, net
    of effects from business acquisitions:
     Royalties\consumer product receivables                      84            (56)
     Inventory                                                 (228)          (392)
     Prepaid expenses and other assets                       (1,774)        (2,025)
     Accounts payable and other liabilities                     437          1,397
     Income taxes payable                                       789           (298)
                                                           --------       --------
       NET CASH PROVIDED BY OPERATING ACTIVITIES             10,559         10,123

INVESTMENT ACTIVITIES
  Additions to property, equipment and
   leasehold improvements                                   (18,935)       (32,349)
  Proceeds from sale of fixed assets                            136             28
  Business acquisition, less cash acquired                                    (316)
                                                           --------       --------
NET CASH USED FOR INVESTING ACTIVITIES                      (18,799)       (32,637)

FINANCING ACTIVITIES
  Proceeds from revolving credit agreement                   44,058         44,570
  Principal payments on revolving credit agreement
   and capital lease obligations                            (30,544)       (45,423)
  Issuance of Common Stock                                                  22,565
  Purchase of Treasury Stock                                 (6,473)
  Exercise of stock options                                      63            271
                                                           --------       --------
  NET CASH PROVIDED BY FINANCING ACTIVITIES                   7,104         21,983
                                                           --------       --------

INCREASE (DECREASE) IN CASH                                  (1,136)          (531)
CASH AT BEGINNING OF PERIOD                                   1,305            961
                                                           --------       --------

CASH AT END OF PERIOD                                      $    169       $    430
                                                           ========       ========
</TABLE>


                                        5
<PAGE>   6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

     The accompanying unaudited, consolidated financial statements have been
prepared in accordance with instructions to Form 10-Q and, therefore, do not
include all information and footnotes normally included in financial statements
prepared in conformity with generally accepted accounting principles. They
should be read in conjunction with the financial statements of the company for
the fiscal year ended October 1, 1995.

     The accompanying financial statements include all adjustments (consisting
only of normal recurring accruals) that management considers necessary for a
fair presentation of its financial position and results of operations for the
interim periods presented.

NOTE B - INTEREST RATE SWAP

On October 26, 1995, the Company entered into a five year interest rate swap
agreement to convert a portion of its floating rate debt to a fixed rate basis,
thus reducing the potential impact of interest rate increases on future income.
The notional amount of this interest rate swap agreement was $20 million. The
differential to be paid or received is accrued as interest rates change and
recognized as an adjustment to interest expense related to the debt.

NOTE C - ASSET IMPAIRMENT CHARGE

On February 26, 1996 the Company announced that it would adopt the provisions of
Statement of Financial Accounting Standards No. 121 (SFAS No. 121) "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
of." The Company was not required to adopt SFAS 121 until fiscal 1997. In
connection with such adoption during the second quarter of fiscal year 1996,
five restaurant units (one Uno Restaurant, three Uno Pizza Takery's and one Bay
Street Grill restaurant) were identified as impaired, since the future
undiscounted cash flows of each of these units was estimated to be insufficient
to recover the related carrying value. As such, the carrying values of these
units were written down by $3,937,000 to their estimated fair value.

                                        6
<PAGE>   7
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

SAFE HARBOR CAUTIONARY STATEMENT

From time to time, information and statements provided by the Company in filings
with the Securities and Exchange Commission, shareholder reports, press releases
and oral statements may include forward-looking statements which reflect the
Company's current views with respect to future events and financial performance.
Forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. Investors are cautioned
that all forward-looking statements involve risks and uncertainties, which could
cause actual results to differ materially from historical results or those
anticipated. The Company undertakes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new information, future
events or otherwise. Risks and uncertainties include, without limitation, the
Company's ability to open new restaurants and operate new and existing
restaurants profitably, changes in local, regional and national economic
conditions, especially economic conditions in the areas in which the Company's
restaurants are concentrated, increasingly intense competition in the restaurant
industry, increases in food, labor, employee benefits and similar costs, and
other risks detailed from time to time in the Company's news releases, reports
to shareholders and periodic reports filed with the Securities and Exchange
Commission.

THIRTEEN WEEKS ENDED JUNE 30, 1996 COMPARED TO THIRTEEN WEEKS ENDED JULY 2, 1995

The following tables set forth the percentage relationship to total revenues,
unless otherwise indicated, of certain items included in the Company's income
statements and operating data for the periods indicated:

<TABLE>
<CAPTION>
                                                              13 Weeks Ended
                                                          ----------------------
                                                          6/30/96         7/2/95
                                                          -------         ------
<S>                                                        <C>             <C>
REVENUES:
Restaurant sales                                            93.0%           91.9%
Consumer product sales                                       4.7             5.6
Franchise income                                             2.3             2.5
                                                           -----           -----

     Total                                                 100.0%          100.0%
                                                           -----           -----

COSTS AND EXPENSES:
Cost of food & beverages (1)                                26.5%           25.5%
Labor and benefits (1)                                      30.3            30.8
Occupancy costs (1)                                         15.4            14.5
Other operating costs (1)                                    9.5             9.2
General and administrative                                   6.7             6.4
Depreciation and amortization (1)                            7.0             7.3
                                                           -----           -----
Operating income                                             6.6             8.5

Other income (expense)                                      (1.4)           (1.4)
                                                           -----           -----
Income before taxes                                          5.2             7.1
Provision for income taxes                                   1.9             2.6
                                                           -----           -----
Net income                                                   3.3%            4.5%
                                                           =====           =====
</TABLE>

(1) Percentage of restaurant and consumer product sales

NUMBER OF RESTAURANTS AT END OF QUARTER:

<TABLE>
<S>                                                           <C>             <C>
Company-owned Uno's - full service                            84              75
Franchised Uno's - full service                               62              59
</TABLE>


                                        7
<PAGE>   8
Total revenue increased 7.6% to $44.7 million from $41.5 million last year.
Company-owned restaurant sales rose 8.9% to $41.6 million from $38.2 million
last year due primarily to 12% growth in store operating weeks of full-service
Pizzeria Uno units resulting from the addition of 9 restaurants during the past
four quarters. Comparable-store sales for the third quarter were .7% above the
same period last year. Average weekly sales, which includes sales at comparable
stores as well as new units, were 2.0% below last year, reflecting
lower-than-average sales levels for the 13 newest units opened during the past
five quarters, which are not included in the comparable-store base.
Year-over-year percentage increases and decreases in comparable-store sales and
average weekly sales for the past four quarters are as follows:

<TABLE>
<CAPTION>
Sales                                  Sep 1995   Dec 1995     Mar 1996   Jun 1996
- ----------------                       --------   --------     --------   --------
<S>                                     <C>         <C>         <C>         <C>
Comparable-store                         (.1)%      (4.6)%      (1.2)%        .7%

Average weekly                          (2.6)%      (7.6)%      (4.4)%      (2.0)%
</TABLE>

Consumer product sales decreased 8.7% for the second quarter this year to
$2,118,000 from $2,320,000 last year. Sales for the frozen product category
increased as shipments to our wholesale club store customers rose, while airline
sales declined. Sales volumes within our fresh refrigerated category experienced
modest growth for the quarter.

Franchise income, which includes royalty income and initial franchise fees,
remained virtually flat at $1,018,000 versus $1,040,000 last year. Royalty
income remained relatively stable at $978,000 this year compared to $994,000
last year. Initial franchise fees amounted to $40,000 this year compared to
$45,000 last year.

Operating income was $2,963,000, which represents an operating margin of 6.6%.
Last year's operating income was $3,527,000, generating an operating margin of
8.5%. Cost of food and beverage as a percentage of restaurant and consumer
product sales increased to 26.5% compared to 25.5% last year. This increase was
due primarily to higher cheese costs, but also reflects changes in menu products
and menu pricing intended to enhance customers' value perception. Labor costs
decreased to 30.3% as a percentage of restaurant and consumer product sales from
30.8% in the prior year due to lower expenses associated with improved claims
experience for workers' compensation and health insurance. Occupancy costs rose
as a percentage of restaurant and consumer product sales to 15.4% from 14.5%
primarily due to lower average weekly sales levels at new units. Other operating
costs increased to 9.5% as a percentage of restaurant and consumer product sales
from 9.2% last year due primarily to the effect of lower average weekly sales on
fixed expenses. General and administrative expenditures as a percentage of total
revenues increased to 6.7% from 6.4% last year as a result of less leverage
resulting from the Company's slower rate of new unit growth this year.
Depreciation and amortization expenses as a percentage of restaurant and
consumer product sales decreased to 7.0% from 7.3% last year due primarily to
lower pre-opening cost amortization associated with the Company's slower rate of
new unit growth this year.

Other expense of $655,000 increased from $587,000 last year due to higher
interest expense related to the Company's increased debt level this year. The
effective tax rate of 36% for the quarter compared favorably to last year's rate
of 37% due to generally lower state income taxes. Net income decreased from
$1,852,000 last year to $1,477,000 this year based on the factors noted above.


                                        8
<PAGE>   9
THIRTY-NINE WEEKS ENDED JUNE 30, 1996 COMPARED TO THIRTY-NINE WEEKS ENDED
JULY 2, 1995

<TABLE>
<CAPTION>
                                                              39 Weeks Ended
                                                          -----------------------
                                                          6/30/96          7/2/95
                                                          -------          ------
<S>                                                        <C>             <C>
REVENUES:
Restaurant sales                                            92.4%           91.5%
Consumer product sales                                       5.2             5.8
Franchise income                                             2.4             2.7
                                                           -----           -----

     Total                                                 100.0%          100.0%
                                                           -----           -----

COSTS AND EXPENSES:
Cost of food & beverages (1)                                26.3%           25.8%
Labor and benefits (1)                                      31.3            30.9
Occupancy costs (1)                                         16.0            14.7
Other operating costs (1)                                    9.4             8.9
General and administrative                                   7.3             7.2
Depreciation and amortization (1)                            7.8             7.0
Asset Impairment Charge (1)                                  3.2
                                                           -----           -----
Operating income                                              .9             7.7

Other income (expense)                                      (1.7)           (1.3)
                                                           -----           -----

Income before taxes                                          (.8)            6.4
Provision for income taxes                                   (.3)            2.4
                                                           -----           -----
Net income                                                   (.5)%           4.0%
                                                           =====           =====
</TABLE>

(1) Percentage of restaurant and consumer product sales

Total revenue increased 9.5% to $125.5 million from $114.7 million last year.
Company-owned restaurant sales rose 10.5% to $115.9 million from $104.9 million
last year due primarily to 17.1% growth in store operating weeks of full-service
Pizzeria Uno units resulting from the addition of 9 restaurants during the past
four quarters. Comparable-store sales for Uno units for the first three quarters
of the fiscal year were 1.6% below the same period last year. During the same
period, average weekly sales, which includes sales at comparable stores as well
as new units, were 4.6% below last year.

Consumer product sales decreased 2% to $6,557,000 from $6,673,000 for the first
nine months this year compared to the same period last year. Sales to American
Airlines have declined, due probably to a reduction of the number of flights on
which food service is offered. This sales decline was mostly offset by new
business within the frozen products and contract food service categories, and
modest growth in sales volumes for existing customers in the fresh refrigerated
segment.

Franchise income, which includes royalty income and initial franchise fees was
virtually unchanged from last year.

The Company's operating loss of $1,152,000 includes a charge for asset
impairment of $3,937,000 in connection with the adoption of SFAS 121 during the
second fiscal quarter. The Company recorded this write-down for three Uno Pizza
Takery's, one full-service Pizzeria Uno unit and a partial write-down of its
investment in three Bay Street Grill units. The write-down represents non-cash
adjustments made to reduce assets to net realizable value for each of these
restaurants.

Operating income, exclusive of the asset impairment charge, was $5,089,000,
which represents an operating margin of 4.1%. Last year's operating income was


                                        9
<PAGE>   10
$8,868,000, generating an operating margin of 7.7%. The declines in operating
income and margin are due mostly to the lower sales level at comparable stores,
as well as the below-average sales level at newly-opened units.

Cost of food and beverage as a percentage of restaurant and consumer product
sales increased to 26.3% compared to 25.8% last year. This increase was due
primarily to higher cheese costs, but also reflects changes in menu products and
menu pricing intended to enhance customers' value perception. Labor costs
increased to 31.3% as a percentage of restaurant and consumer product sales from
30.9% in the prior year due to additional training costs associated with the
introduction of a revised menu during the first fiscal quarter. Occupancy costs
rose as a percentage of restaurant and consumer product sales to 16.0% from
14.7% primarily due to lower sales levels at comparable stores and new units.
Other operating costs increased to 9.4% from 8.9% last year due primarily to
higher advertising expenditures associated with the roll-out of the new menu.
General and administrative expenditures as a percentage of total revenues
remained virtually unchanged. Depreciation and amortization expenses as a
percentage of restaurant and consumer product sales increased to 7.8% from 7.0%
last year for several reasons: lower sales levels at comparable stores and new
units, increased capital expenditures for facility renovations, and increased
amortization of pre-opening costs associated with a higher rate of unit growth.

Other expense of $2,121,000 increased from $1,541,000 last year due partly to a
net loss of $282,000 for the disposition of various fixed assets. In addition,
the Company incurred higher interest expense relating to the increased level of
debt used to fund the Company's expansion plan and its ownership of an
increasing number of restaurant properties. The effective tax rate of 36% for
the first three quarters of the fiscal year compared favorably to last year's
rate of 37% due mostly to lower state income taxes.

LIQUIDITY AND SOURCES OF CAPITAL

The following table presents a summary of the Company's cash flows for the
period ended June, 1996.

<TABLE>
<CAPTION>
                                                                    (In Thousands)
<S>                                                                    <C>
Net cash provided by operating activities                              $ 10,559
Net cash used in investing activities                                   (18,799)
Net cash provided by financing activities                                 7,104
                                                                       --------
Increase (Decrease) in cash                                            ($ 1,136)
                                                                       ========
</TABLE>

Historically, the Company had leased most of its restaurant locations and
pursued a strategy of controlled growth, financing its expansion principally
from operating cash flow, public equity offerings, the sale of senior, unsecured
notes, and revolving lines of credit. During the first nine months of fiscal
1996, the Company's investment in property, equipment and leasehold improvements
was $18.9 million.

The Company currently plans to open seven restaurants in fiscal 1996, five of
which were open by the third quarter. The average cash investment required to
open a full service Pizzeria Uno restaurant, excluding land and pre-opening
costs, is approximately $1.6 million.

As of June 30, 1996, the Company had outstanding indebtedness of $38.1 million
under its $50 million unsecured revolving credit facility and $1,277,000 in
capital lease obligations. The current revolving credit facility will convert to
a three year term loan in December 1997. Advances under the revolving credit
facility will accrue interest at the lender's prime rate, or alternatively, 100-
175 basis points above LIBOR. The Company anticipates using the revolving credit
facility in the future for the development of additional restaurants, and


                                       10
<PAGE>   11
for working capital.

In October 1995, the Board of Directors of the Company authorized the repurchase
of up to 1.5 million shares of the Company's Common stock in the market from
time to time during the subsequent six months. This superseded the Board of
Directors' previous authorization in July 1995 for the repurchase of up to a
total of 500,000 shares of the Company's Common Stock. As of August 8, 1996 the
Company has repurchased a total of 1,321,600 shares of its Common Stock at an
average price of $7.14 per share.

The Company believes that existing cash balances, cash generated from operations
and borrowing under its revolving line of credit will be sufficient to fund the
Company's capital requirements through fiscal 1997.

The Company is currently obligated under 86 leases, including 83 leases for
Company-owned restaurants, two leases for its executive offices, and a lease for
an office building containing one of its restaurants.

IMPACT OF INFLATION

Inflation has not been a major factor in the Company's business for the last
several years. The Company believes it has historically been able to pass on
increased costs through menu price increases, but there can be no assurance that
it will be able to do so in the future.

SEASONALITY

The Company's business is seasonal in nature, with revenues and, to a greater
degree, operating income being lower in its first and second fiscal quarters
than its other quarters. The Company's seasonal business pattern is due to its
concentration of units in the Northeast, and the resulting lower winter volumes.


                                       11
<PAGE>   12
PART II.  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

                  (a) Exhibits

                        11.   Statement re: computation of per share earnings

                  (b)   Reports on Form 8-K

                        Uno Restaurant Corporation did not file any reports on
                        Form 8-K during the third fiscal quarter.


                                       12
<PAGE>   13
                                   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.

                                        UNO RESTAURANT CORPORATION
                                        (Registrant)


Date:    August 12, 1996             By: /s/ Aaron D. Spencer
       -------------------              ---------------------
                                        Aaron D. Spencer
                                        Chairman and
                                        Chief Executive Officer

Date:    August 12, 1996             By: /s/ Robert M. Brown
       -------------------              --------------------
                                        Robert M. Brown
                                        Senior Vice President-Finance,
                                        and Chief Financial Officer


                                       13

<PAGE>   1
                                   Exhibit 11

Statement re:  computation of per share earnings

<TABLE>
<CAPTION>
                                          Thirteen Weeks Ended        Thirty-nine Weeks Ended
                                      ---------------------------   ----------------------------
                                        June 30,        July 2,       June 30,         July 2,
                                          1996           1995           1996            1995
                                      ------------   ------------   ------------    ------------
<S>                                   <C>            <C>            <C>             <C>
Weighted average shares outstanding     12,446,168     12,185,627     12,818,541      11,634,603

Common Stock equivalents:
  Stock options                             69,323        305,794         68,520         318,769
                                      ------------   ------------   ------------    ------------

                                        12,515,491     12,491,421     12,887,061      11,953,372
                                      ============   ============   ============    ============


     Net Income(Loss)                 $  1,477,000   $1,852,0000    ($   620,000)   $  4,615,000
                                      ============   ============   ============    ============


EARNINGS PER COMMON SHARE             $        .12   $        .15           (.05)            .39
                                      ============   ============   ============    ============
</TABLE>


                                       14
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          SEP-29-1996
<PERIOD-START>                             OCT-02-1995
<PERIOD-END>                               JUN-30-1996
<EXCHANGE RATE>                                      1
<CASH>                                             169
<SECURITIES>                                         0
<RECEIVABLES>                                    1,208
<ALLOWANCES>                                         0
<INVENTORY>                                      2,454
<CURRENT-ASSETS>                                 7,729
<PP&E>                                         163,467
<DEPRECIATION>                                  44,035
<TOTAL-ASSETS>                                 133,591
<CURRENT-LIABILITIES>                           13,997
<BONDS>                                         39,242
<COMMON>                                           137
                                0
                                          0
<OTHER-SE>                                      75,960
<TOTAL-LIABILITY-AND-EQUITY>                   133,591
<SALES>                                        125,541
<TOTAL-REVENUES>                               125,541
<CGS>                                           32,255
<TOTAL-COSTS>                                  124,389
<OTHER-EXPENSES>                                   366
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               1,755
<INCOME-PRETAX>                                  (969)
<INCOME-TAX>                                     (349)
<INCOME-CONTINUING>                              (620)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     (620)
<EPS-PRIMARY>                                    (.05)
<EPS-DILUTED>                                    (.05)
<FN>
ITEM NUMBER 5-02(31) NET OF TREASURY STOCK.
</FN>
        

</TABLE>


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