UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year end December 31, 1996
-------------------------------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______ to ______ Commission file number
____________
A. Full title of the plan and the address of the plan,
if different from that of the issuer named below:
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
Financial Statements and Supplemental Schedules
as of and for the Years Ended December 31, 1996 and 1995
and Independent Auditors' Report
<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
TABLE OF CONTENTS
__________________________________________________________________________
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995:
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31, 1996:
Item 27a - Schedule of Assets Held for Investment Purposes 9
Item 27d - Schedule of Reportable Transactions 10
Schedules not filed herewith are omitted because of the absence of conditions
under which they are required.
<PAGE>
DELOITTE & TOUCHE LLP
Certified Public Accountants
201 East Kennedy Boulevard, Suite 1200
Tampa, Florida 33602-5821
(813) 273-8300
INDEPENDENT AUDITORS' REPORT
To the Participants of the
Outback Steakhouse of Florida, Inc.
Salaried Employees 401(k) Plan and Trust
We have audited the accompanying statements of net assets available for
benefits of the Outback Steakhouse of Florida, Inc. Salaried Employees 401(k)
Plan and Trust (the "Plan") as of December 31, 1996 and 1995 and the related
statements of changes in net assets available for benefits for the years then
ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as
of December 31, 1996 and 1995, and the changes in net assets available for
benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes as of December 31, 1996 and reportable
transactions for the year ended December 31, 1996, are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. These schedules
are the responsibility of the Plan's management. The supplemental schedules
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ Deloitte & Touche LLP
Tampa, Florida
June 27, 1997<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
___________________________________________________________________________
ASSETS 1996 1995
INVESTMENTS AT FAIR VALUE:
Mutual Funds $2,625,829 $1,204,488
Outback Stock Fund 1,106,479 900,812
Money Market Fund 338,295 230,035
Loans to Participants 275,579 97,553
__________ __________
NET ASSETS AVAILABLE FOR BENEFITS $4,346,182 $2,432,888
========== ==========
See notes to financial statements.
2
<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 1996 AND 1995
___________________________________________________________________________
1996 1995
ADDITIONS TO NET ASSETS AVAILABLE FOR BENEFITS
ATTRIBUTED TO:
Investment income:
Interest and dividend income $ 98,608 $ 41,886
Net appreciation in fair value of investments 2,333 301,317
---------- ----------
Total investment income 100,941 343,203
---------- ----------
Contributions:
Participants' 1,798,124 1,149,739
Participants' rollovers 176,413 252,495
--------- ---------
Total contributions 1,974,537 1,402,234
-------- ---------
TOTAL ADDITIONS 2,075,478 1,745,437
--------- ---------
DEDUCTIONS FROM NET ASSETS AVAILABLE FOR
BENEFITS ATTRIBUTED TO:
Benefits paid to participants 141,473 28,616
Administrative expenses 20,711 23,721
---------- ----------
TOTAL DEDUCTIONS 162,184 52,337
---------- ----------
NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 1,913,294 1,693,100
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 2,432,888 739,788
---------- ----------
END OF YEAR $4,346,182 $2,432,888
========== ==========
See notes to financial statements.
3
<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
- ----------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the Outback Steakhouse of Florida, Inc. Salaried
Employees 401(k) Plan and Trust (the "Plan") provides only general
information. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.
General - The Plan is a defined contribution plan established by Outback
Steakhouse of Florida Inc. (the "Company") as of January 1, 1994. The
Plan covers eligible salaried employees of the Company. It is subject to
the provisions of the Employee Retirement Income Security Act of 1974
("ERISA"). The trustee of the Plan is Investors Fiduciary Trust Company
(the "Trustee").
Eligibility - Salaried employees, excluding highly compensated, union
and leased employees, who have reached the age of 18, are eligible to
participate in the Plan.
Contributions - Participants may contribute from 1% to 20% of their pre-
tax annual compensation and may change this contribution percentage at
anytime. Contributions to the plan are limited by any contributions
made to a participant's Employer Stock Option Plan Account.
Participants are permitted to make rollover contributions and/or
transfer assets directly to the Plan from other qualified plans.
Contributions of nonperiodic deferrals such as bonuses may also be made
subject to limitations of the Plan. Total participant contributions are
subject to limitations imposed by the Internal Revenue Code. The
Company may contribute additional amounts at the option of the Company's
board of directors. No contributions were made by the Company during
the years ended December 31, 1996 and 1995.
Vesting - Participants are immediately vested in their contributions,
including rollovers, plus actual earnings thereon. Vesting in the
Company's discretionary contribution, plus actual earnings thereon, is
based on years of credited service. A participant is not vested in any
employer contributions until they have achieved five years of credited
service to the Company, at which time they will be 100 percent vested.
Participant Accounts - Each participant's account is credited with the
participant's contributions, a pro-rata share of Plan earnings and any
employer contributions. Plan earnings are allocated based upon the
participant's account balance. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's
vested account.
Forfeitures - Forfeitures are allocated to participants as additional
employer contributions.
Payment of Benefits - Upon termination of service due to death,
disability or retirement, a participant may elect to have his or her
benefits paid in the form of a lump sum cash payment. In addition,
under very limited circumstances, a participant may receive a financial
hardship distribution. A maximum of four such withdrawals are permitted
annually. At December 31, 1996 and 1995, there were no benefits due to
participants. 4<PAGE>
Participant Loans - Loans are available to active participants who
maintain an account balance under the Plan provided that the minimum
loan amount is $1,000. Such loans are collateralized by each respective
participant's account and interest and principal payments are credited
to the participant's account according to the then current investment
choices. All loans are subject to repayment via payroll deductions over
a maximum period of five years. The interest for loans will be
determined as of the first day of each calendar quarter and will be at
an interest rate commensurate with local prevailing rates determined by
the Trustee.
Plan Termination - Although it has not expressed any intention to do so,
the Company has the right under the Plan to terminate the Plan subject
to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts.
Administrative Expenses - All expenses incurred in connection with the
Plan's administration are paid by the Plan.
Tax Status - The Internal Revenue Service has determined and informed
the Company by a letter dated September 27, 1995, that the Plan, as then
designed, was in compliance with the applicable requirements of the
Internal Revenue Code (IRC). The Plan has been amended since receiving
the determination letter. However, the Plan administrator believes that
the Plan is designed and is currently being operated in compliance with
the applicable requirements of the IRC. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements of the Plan
are prepared under the accrual method of accounting.
Investments - Investments in mutual funds and Company stock are recorded
on the trade date and carried at their quoted market value. The money
market fund is recorded at cost, which approximates fair value.
Payment of Benefits - Benefits are recorded when paid.
3. INVESTMENTS
The Trustee invests all contributions, as well as earnings thereon,
pursuant to the terms of the Plan. The Trustee has custody of all
assets in the funds.
5
<PAGE>
Market value at December 31, 1996 and 1995 of those investments that
represent 5% or more of the Plan's net assets as of the end of each
respective Plan year is as follows:
1996 1995
Investments at fair value as determined by quoted
market prices:
Mutual Funds:
Fidelity Balanced Fund $ 531,066 $ 257,174
Janis Fund 1,154,730 491,983
T. Rowe Price International Fund 940,033 455,331
Outback Stock Fund 1,106,479 900,812
Investment at estimated fair value:
Money Market - Invesco Stable Value Fund 338,295 230,035
Other 275,579 97,553
---------- ----------
Total Investments $4,346,182 $2,432,888
========== ==========
The Plan's investments (including investments bought and sold as well as held
during the year) appreciated in value by $2,333 and $301,317 in the aggregate
during the years ended December 31, 1996 and 1995, respectively, as shown
below.
Year Ended December 31
1996 1995
Net change in fair value of investments:
Mutual funds $ 209,842 $ 96,814
Outback stock fund (207,509) 204,503
---------- ----------
Net appreciation $ 2,333 $ 301,317
========== ==========
6
<PAGE>
4. SCHEDULE OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY SEPARATE FUND:
<TABLE>
<CAPTION> Year Ended December 31, 1996
Fidelity T. Rowe Price Outback Invesco
Balanced Janus International Stock Stable Value Participant
Fund Fund Fund Fund Fund Loans TOTAL
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS AVAILABLE
FOR BENEFITS ATTRIBUTED TO:
Investment income:
Interest and dividend income $ 19,439 $ 37,592 $ 12,533 $ 762 $ 16,756 $ 11,526 $ 98,608
Net appreciation (depreciation)
in fair value of investments 24,848 96,005 88,989 (207,509) 2,333
-------- ------- -------- ------- -------- -------- ----------
Total investment income (loss) 44,287 133,597 101,522 (206,747) 16,756 11,526 100,941
-------- ------- -------- ------- -------- -------- ----------
Contributions:
Participants' 259,142 472,425 415,635 488,049 162,873 1,798,124
Participants' rollovers 4,595 49,525 1,050 118,068 3,175 176,413
-------- -------- -------- ------- -------- -------- ----------
Total contributions 263,737 521,950 416,685 606,117 166,048 1,974,537
-------- -------- -------- ------- -------- -------- ----------
TOTAL ADDITIONS 308,024 655,547 518,207 399,370 182,804 11,526 2,075,478
-------- -------- -------- ------- -------- -------- ----------
DEDUCTIONS FROM NET ASSETS AVAILABLE
FOR BENEFITS ATTRIBUTED TO:
Benefits paid to participants 20,068 31,860 25,309 37,987 14,003 12,246 141,473
Administrative expenses 2,762 5,157 4,247 5,439 3,106 20,711
-------- ------- -------- -------- -------- -------- ----------
TOTAL DEDUCTIONS 22,830 37,017 29,556 43,426 17,109 12,246 162,184
-------- ------- -------- -------- -------- -------- ----------
TRANSFERS (11,302) 44,217 (3,949) (150,277) (57,435) 178,746
-------- ------- -------- -------- -------- -------- ----------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 273,892 662,747 484,702 205,667 108,260 178,026 1,913,294
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 257,174 491,983 455,331 900,812 230,035 97,553 2,432,888
---------- -------- ---------- -------- -------- -------- ----------
END OF YEAR $531,066 $1,154,730 $940,033 $1,106,479 $338,295 $275,579 $4,346,182
========== ========== ========== ========= ======== ======== ==========
</TABLE> 7
<PAGE>
<TABLE>
<CAPTION> Year Ended December 31, 1995
Fidelity T. Rowe Price Outback Invesco
Balanced Janus International Stock Stable Value Participant
Fund Fund Fund Fund Fund Loans TOTAL
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS AVAILABLE
FOR BENEFITS ATTRIBUTED TO:
Investment income:
Interest and dividend income $ 7,559 $ 15,454 $ 6,402 $ 9,280 $ 3,191 $ 41,886
Net appreciation in fair value
of investments 14,532 52,441 29,841 $204,503 301,317
-------- -------- -------- -------- -------- ------- ----------
Total investment income 22,091 67,895 36,243 204,503 9,280 3,191 343,203
-------- -------- -------- -------- -------- ------- ----------
Contributions:
Participants' 156,430 260,564 257,924 378,249 96,572 1,149,739
Participants' rollovers 30,206 26,036 47,068 112,887 36,298 252,495
-------- -------- -------- -------- -------- ------- ----------
Total contributions 186,636 286,600 304,992 491,136 132,870 1,402,234
-------- -------- -------- -------- -------- ------- ----------
TOTAL ADDITIONS 208,727 354,495 341,235 695,639 142,150 3,191 1,745,437
-------- -------- -------- -------- -------- ------- ----------
DEDUCTIONS FROM NET ASSETS AVAILABLE
FOR BENEFITS ATTRIBUTED TO:
Benefits paid to participants 5,273 4,294 5,464 6,987 6,598 28,616
Administrative expenses 3,016 5,214 4,755 7,773 2,963 23,721
-------- -------- -------- -------- -------- ------- ----------
TOTAL DEDUCTIONS 8,289 9,508 10,219 14,760 9,561 52,337
-------- -------- -------- -------- -------- ------- ----------
TRANSFERS (13,845) 14,519 (32,848) 22,545 (72,726) 82,355
-------- -------- -------- -------- -------- ------- ----------
NET INCREASE IN NET ASSETS AVAILABLE
FOR BENEFITS 186,593 359,506 298,168 703,424 59,863 85,546 1,693,100
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 70,581 132,477 157,163 197,388 170,172 12,007 739,788
-------- -------- -------- -------- -------- ------- ----------
END OF YEAR $257,174 $491,983 $455,331 $900,812 $230,035 $97,553 $2,432,888
======== ======== ======== ======== ======== ======= ==========
</TABLE> 8<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
- ----------------------------------------------------------------------------
Party in Description of
Interest Description of Asset Investment Cost Current Value
- -------- --------------------- -------------- ------ -------------
Yes Outback Stock Fund Common Stock $1,177,934 $1,106,479
No Invesco Stable Value Fund Money market 338,296 338,295
No Fidelity Balanced Fund Pooled mutual 502,235 531,066
No Janis Fund Pooled mutual 1,152,169 1,154,730
No T. Rowe Price International Fund Pooled mutual 870,292 940,033
Loans to Participants 1-5 years, 7.25% - 275,579 275,579
9% interest rate
Employer Identification Number: 59-3061413
----------
Plan Number: 002
----------
9<PAGE>
OUTBACK STEAKHOUSE OF FLORIDA, INC.
SALARIED EMPLOYEES 401(k) PLAN AND TRUST
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
- ----------------------------------------------------------------------------
<TABLE>
Current Value
of Asset on
Purchase Sales Cost of Transaction Gain/
Identity of Party Involved Description of Asset Price Price Asset Date (Loss)
<C> <C> <C> <C> <C> <C> <C>
Series of transactions -
Investors Fiduciary Trust Company Outback Stock Fund $ 781,317 $ 781,317 $ 781,317
$ 368,760 330,751 368,760 $ 38,009
Investors Fiduciary Trust Company Fidelity Balanced Fund 351,256 351,256 351,256
101,057 93,627 101,057 7,430
Investors Fiduciary Trust Company Janus Fund 814,645 814,645 814,645
151,350 115,108 151,350 36,242
Investors Fiduciary Trust Company T. Rowe Price
International Fund 579,712 579,712 579,712
169,558 151,030 151,030 18,528
Investors Fiduciary Trust Company Invesco Stable Value
Fund 266,375 266,375 266,375
155,884 155,884 155,884 -
</TABLE>
Employer Identification Number: 59-3061413
__________
Plan Number: 002
__________
10
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange
Act of 1934, the Plan Administrator has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
PLAN ADMINISTRATOR
OUTBACK STEAKHOUSE OF FLORIDA, INC.
By: /s/ Chris T. Sullivan
Chris T. Sullivan, Chairman
Dated: July 11, 1997
