SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended: Commission File Number:
June 30, 1997 0-19334
- ------------------- ------------------------
OUTBACK STEAKHOUSE, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 59-3061413
- ------------------------------- ----------------------------------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
550 North Reo Street, Suite 200
Tampa, FL 33609
---------------------------------------------------
(Address of principal executive offices) (Zip Code)
(813) 282-1225
---------------------------------------------------
(Registrant's telephone number, including area code)
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 .
------ -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. As of August 6, 1997, there
were 47,442,238 shares of Common Stock, $.01 par value outstanding.
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OUTBACK STEAKHOUSE, INC.
PART I: FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited consolidated financial statements have been
prepared by Outback Steakhouse, Inc. (the "Company") pursuant to the rules
and regulations of the Securities and Exchange Commission. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of the Company, all adjustments (consisting only of normal recurring
entries) necessary for the fair presentation of the Company's results of
operations, financial position and cash flows for the periods presented have
been included.
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OUTBACK STEAKHOUSE, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands)
June 30, December 31,
1997 1996
----------- ------------
ASSETS (unaudited)
CURRENT ASSETS
Cash and cash equivalents.............. $ 9,749 $ 15,661
Inventories............................ 17,297 16,637
Other current assets................... 9,641 8,810
-------- --------
Total current assets.............. 36,687 41,108
PROPERTY, FIXTURES AND EQUIPMENT, NET.... 441,141 397,759
INVESTMENTS IN AND ADVANCES TO
UNCONSOLIDATED AFFILIATES.............. 11,627 13,968
OTHER ASSETS............................. 15,074 17,008
-------- --------
$504,529 $469,843
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable....................... $ 14,756 $ 27,824
Sales taxes payable.................... 6,649 6,027
Accrued expenses....................... 24,220 19,208
Unearned revenue....................... 8,852 20,334
Current portion of long-term debt...... 484 706
-------- --------
Total current liabilities......... 54,961 74,099
DEFERRED INCOME TAXES.................... 1,320 1,141
LONG-TERM DEBT........................... 75,622 47,595
INTEREST OF MINORITY PARTNERS IN
CONSOLIDATED PARTNERSHIPS.............. 1,428 1,569
OTHER LONG TERM LIABILITIES.............. 4,800 3,000
-------- --------
Total liabilities.................... 138,131 127,404
-------- --------
STOCKHOLDERS' EQUITY
Common stock, $0.01 par value, 200,000
and 100,000 shares authorized at June
30, 1997 and December 31, 1996,
respectively; 47,388 and 48,009,
issued and outstanding as of June 30,
1997 and December 31, 1996, respectively 480 480
Additional paid-in capital............. 113,337 111,941
Retained earnings...................... 266,481 230,018
-------- --------
380,298 342,439
Less treasury stock, 736 shares
at June 30, 1997, at cost............ (13,900)
-------- --------
Total stockholders' equity........... 366,398 342,439
-------- --------
$504,529 $469,843
======== ========
See notes to consolidated financial statements.
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OUTBACK STEAKHOUSE, INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands except per share data, unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
-------- -------- -------- --------
REVENUES................ $287,729 $236,481 $558,766 $452,583
-------- -------- -------- --------
COSTS AND EXPENSES
Cost of revenues...... 109,731 91,704 213,551 174,894
Labor & other
related.............. 67,288 53,787 131,562 102,569
Other restaurant
operating............ 63,663 50,077 123,721 95,609
General & administrative 10,954 7,092 21,246 14,177
Loss (income) from
operations of uncon-
solidated affiliates. 209 73 414 (146)
-------- -------- -------- --------
251,845 202,733 490,494 387,103
-------- -------- -------- --------
INCOME FROM OPERATIONS.. 35,884 33,748 68,272 65,480
INTEREST EXPENSE, NET... (444) (90) (881) (525)
-------- -------- -------- --------
INCOME BEFORE ELIMINATION OF
MINORITY PARTNERS' INTEREST
AND INCOME TAXES...... 35,440 33,658 67,391 64,955
ELIMINATION OF MINORITY
PARTNERS' INTEREST.... 5,087 4,939 9,969 9,690
-------- -------- -------- --------
INCOME BEFORE PROVISION
FOR INCOME TAXES...... 30,353 28,719 57,422 55,265
PROVISION FOR INCOME
TAXES................. 11,079 10,483 20,959 20,172
-------- -------- -------- --------
NET INCOME.............. $ 19,274 $ 18,236 $ 36,463 $ 35,093
======== ======== ======== ========
EARNINGS PER COMMON
SHARE................. $ 0.40 $ 0.37 $ 0.76 $ 0.71
======== ======== ======== ========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES
OUTSTANDING........... 48,400 49,300 48,200 49,600
======== ======== ======== ========
See notes to consolidated financial statements.
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OUTBACK STEAKHOUSE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
Six Months Ended June 30,
1997 1996
Cash flows from operating activities: -------- --------
Net income.................................. $ 36,463 $ 35,093
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation.............................. 14,820 10,988
Amortization.............................. 7,358 6,557
Minority partners' interest in
consolidated partnerships' income........ 9,969 9,690
Loss (income) from unconsolidated affiliates 414 (146)
Change in assets and liabilities:
Increase in inventories................... (660) (2,395)
(Increase) decrease in other current assets (831) 4,817
Increase in other assets.................. (5,424) (5,218)
(Decrease) increase in accounts payable,
sales taxes payable, and accrued expenses (7,434) 9,597
Decrease in unearned revenue.............. (11,482) (8,704)
Increase in deferred income taxes......... 179 102
Increase in other long term liabilities... 1,800 5,500
-------- --------
Net cash provided by operating activities 45,172 65,881
Cash flows used in investing activities: -------- --------
Sales of investment securities............. 137
Capital expenditures....................... (58,202) (54,728)
Payments from unconsolidated affiliates.... 2,811 4,452
Distributions to unconsolidated affiliates. (181) (391)
Investments in and advances to unconsolidated
affiliates................................ (703) (1,746)
-------- --------
Net cash used in investing activities.... (56,275) (52,276)
-------- --------
Cash flows from financing activities:
Proceeds from issuance of common stock..... 1,396 802
Proceeds from issuance of long-term debt... 28,189 14,724
Proceeds from minority partners' contributions 750 1,425
Distributions to minority partners
and shareholders.......................... (10,860) (11,203)
Repayments of long-term debt............... (384) (25,983)
Purchases of treasury stock................ (13,900)
-------- --------
Net cash provided by (used in) financing
activities............................. 5,191 (20,235)
-------- --------
Net decrease in cash and cash equivalents... (5,912) (6,630)
Cash and cash equivalents at beginning
of period................................ 15,661 27,089
-------- --------
Cash and cash equivalents at end of period.. $ 9,749 $ 20,459
======== ========
Supplemental disclosures of cash flow information:
Cash paid for interest................... $ 1,256 $ 773
Cash paid for income taxes............... 17,691 5,589
See notes to consolidated financial statements.
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OUTBACK STEAKHOUSE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. Other Current Assets
Other current assets consisted of the following (in thousands):
June 30, December 31,
1997 1996
-------- ---------
Deposits.......................... $ 472 $ 755
Accounts receivable............... 2,129 1,898
Prepaid expenses.................. 4,788 4,961
Other current assets.............. 2,252 1,196
-------- ---------
$ 9,641 $ 8,810
======== =========
2. Property, Fixtures and Equipment, Net
Property, fixtures and equipment consisted of the following (in
thousands):
June 30, December 31,
1997 1996
-------- ---------
Land.............................. $ 95,759 $ 85,255
Buildings and building improvements 174,328 153,212
Furniture and fixtures............ 43,263 36,794
Equipment......................... 102,011 92,800
Leasehold improvements............ 81,423 74,858
Construction in progress.......... 22,421 18,084
Accumulated depreciation.......... (78,064) (63,244)
-------- ---------
$441,141 $ 397,759
======== =========
3. Other Assets
Other assets consisted of the following (in thousands):
June 30, December 31,
1997 1996
-------- ---------
Preopening costs, net............. $ 6,827 $ 8,818
Intangible assets (including liquor
licenses)........................ 5,047 4,485
Other assets...................... 3,200 3,705
-------- ---------
$ 15,074 $ 17,008
======== =========
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OUTBACK STEAKHOUSE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
4. Long-term Debt
Long-term debt consisted of the following (in thousands):
June 30, December 31,
1997 1996
-------- ---------
Notes payable to banks collateralized by
various items including stock, property,
fixtures and equipment, fixed and
variable interest rates ranging
from 9.325% to 10.4% at June 30, 1997...... $ 1,238 $ 1,336
Notes payable to leasing companies, collater-
alized by equipment, interest at rates
ranging from 8% to 13.2%................... 36 127
Note payable to corporation, collaterized
by real estate, interest at 9.0%........... 332 455
Other notes payable, unsecured, interest
rates ranging from 5.35% to 7.99%.......... 991 1,063
Revolving line of credit, (see below)........ 73,509 45,320
-------- ---------
76,106 48,301
Less current portion 484 706
-------- ---------
Long-term debt $75,622 $47,595
======== =========
The Company has an unsecured revolving line of credit which permits
borrowing up to a maximum of $75,000,000 at a rate of 75 basis points over
the 30,60, 90 or 180 day London Interbank Offered Rate (LIBOR) (6.44% to
6.66% at June 30, 1997). At June 30, 1997 the unused portion of the
revolving line of credit was $1,491,000. The line matures in June 1999.
In May 1997, the Company obtained a $25,000,000, unsecured line
of credit bearing interest of 75 basis points over the LIBOR. As of June 30,
1997, no funds had been drawn on the line of credit. The line matures in
November 1997.
The Company has a $7,500,000 unsecured line of credit bearing interest of
75 basis points over the LIBOR. Approximately $2,957,000 of the line of
credit is committed for the issuance of letters of credit, $543,000 of which
is to secure loans made by the bank to certain franchisees.
The Company is the guarantor of an unsecured line of credit which permits
borrowing of up to a maximum of $25,000,000, maturing in March 2002, for one
of its franchise groups. At June 30, 1997 the balance was approximately
$700,000.
See "Liquidity and Capital Resources" in Item 2. "Management's
Discussion and Analysis of Financial Condition and Results of Operations."
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OUTBACK STEAKHOUSE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
5. Accrued Expenses
Accrued expenses consisted of the following (in thousands):
June 30, December 31,
1997 1996
-------- ---------
Accrued payroll................... $ 7,337 $ 4,624
Accrued advertising............... 6,100 2,876
Accrued rent...................... 1,038 1,148
Accrued insurance................. 4,569 4,490
Accrued property taxes............ 3,045 1,150
Other accrued expenses............ 2,131 4,920
-------- --------
$ 24,220 $ 19,208
======== ========
6. Treasury Stock
During the second quarter of 1997, the Company repurchased 735,600 shares
of Common Stock, $.01 par value, for an aggregate purchase price of
$13,900,000. The treasury shares are reported at cost.
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OUTBACK STEAKHOUSE, INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The following table sets forth, for the periods indicated, (i) the
percentages which the items in the Company's Consolidated Statements of
Income bear to total revenues, or restaurant sales as indicated, and (ii)
selected operating data:
Three Months Ended Six Months Ended
June 30, June 30,
---------------- ----------------
1997 1996 1997 1996
------ ------ ------ ------
REVENUES 100.0% 100.0% 100.0% 100.0%
COSTS AND EXPENSES:
Cost of sales (1) 38.4 39.0 38.5 38.9
Labor & other related (1) 23.6 22.9 23.7 22.8
Other restaurant operating (1) 22.3 21.3 22.3 21.3
General & administrative 3.8 3.0 3.8 3.1
Loss from operations of
unconsolidated affiliates 0.1 0.1
Total costs and expenses 87.5 85.7 87.8 85.5
------ ------ ------ ------
INCOME FROM OPERATIONS 12.5 14.3 12.2 14.5
INTEREST EXPENSE, NET (0.2) (0.1) (0.2) (0.1)
------ ------ ------ ------
INCOME BEFORE ELIMINATION OF
MINORITY PARTNERS' INTEREST
AND INCOME TAXES 12.3 14.2 12.0 14.4
ELIMINATION OF MINORITY PARTNERS'
INTEREST 1.7 2.1 1.8 2.1
------ ------ ------ ------
INCOME BEFORE PROVISION FOR
INCOME TAXES 10.6 12.1 10.3 12.3
PROVISION FOR INCOME TAXES 3.9 4.4 3.8 4.5
------ ------ ------ ------
NET INCOME 6.7% 7.7% 6.5% 7.8%
====== ====== ====== ======
System-wide sales (millions of dollars):
Outback Steakhouses
Company owned restaurants $261.4 $227.0 $509.2 $434.4
Franchised restaurants 47.9 26.0 90.5 54.8
------ ------ ------ ------
Total 309.3 253.0 599.7 489.2
------ ------ ------ ------
Carrabba's Italian Grills
Company owned restaurants 24.1 8.0 45.2 15.4
Joint venture restaurants 6.4 5.3 12.0 10.4
------ ------ ------ ------
Total 30.5 13.3 57.2 25.8
------ ------ ------ ------
System-wide total $339.8 $266.3 $656.9 $515.0
====== ====== ====== ======
(1) As a percentage of restaurant sales.
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Results of Operations (continued)
June 30,
--------------
1997 1996
---- ----
Number of restaurants (at end
of the period):
Outback Steakhouses
Company owned restaurants 339 289
Domestic franchised restaurants 59 43
International franchised restaurants 7
--- ---
Total 405 332
--- ---
Carrabba's Italian Grills
Company owned restaurants 45 17
Joint venture restaurants 13 11
--- ---
Total 58 28
--- ---
System-wide total 463 360
=== ===
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<PAGE>
Three months ended June 30, 1997 and 1996
Revenues. Total revenues increased by 21.7% to $287,729,000 during
the second quarter of 1997 as compared with $236,481,000 in the same period
in 1996. The increase was attributable to the opening of new restaurants
after June 30, 1996 and a 1.2% menu price increase in May 1997. The increase
was partially offset by a 1.6% decrease in same-store sales which resulted
from lower customer check averages. The Company has experienced lower
customer check averages in 1997 after adding lower priced selections to
the Outback Steakhouse menu.
Costs and expenses. Costs of restaurant sales, consisting of food
and beverage costs, decreased in the second quarter of 1997 to 38.4% of
restaurant sales as compared with 39.0% in the same period in 1996. This
decrease resulted from decreases in the cost of meat, shrimp and produce.
Labor and other related expenses increased as a percentage of
restaurant sales by 0.7% to 23.6% in the second quarter of 1997 as compared
with 22.9% in the same period in 1996. Of the increase, 0.5% was attributable
to an increase in the proportion of Carrabba's in operation which have higher
average labor costs than Outback Steakhouses. The remainder of the increase
resulted from an overall increase in back of the house wage rates due to a
competitive labor market, and lower average unit volumes generated by Outback
Steakhouses.
Other restaurant operating expenses include all other unit-level
operating costs, the major components of which are operating supplies, rent,
repairs and maintenance, advertising expenses, utilities, depreciation and
amortization and other occupancy costs. A substantial portion of these
expenses are fixed or indirectly variable. These costs increased by 1.0% of
restaurant sales to 22.3% in the second quarter of 1997, as compared with
21.3% in the same period in 1996. Of the increase, 0.7% was attributable to
an increase in the proportion of Carrabba's in operation which have higher
average operating expenses as a percentage of sales than Outback Steakhouses.
An increase in advertising spending contributed to the remaining 0.3% of the
increase.
General and administrative costs increased to 3.8% of revenues in
the second quarter of 1997 compared with 3.0% in 1996. This increase resulted
from an increase in salary expenses related to managers in training, and
additional staffs employed to manage Carrabba's and Outback Steakhouse
international franchise operations.
Loss (income) from operations of unconsolidated affiliates
represents the Company's portion of the loss or income from the Carrabba's
Italian Grills operated in Texas under a joint venture. Loss from the Texas
joint venture was $209,000 during the second quarter of 1997 and $73,000
during the second quarter of 1996.
Income from operations. As a result of the increase in revenues,
the changes in the relationship between revenues and expenses discussed above
and the opening of new restaurants, income from operations increased by
$2,136,000, to $35,884,000, in the second quarter of 1997 as compared with
$33,748,000 in the same period in 1996.
Interest expense, net. Net interest expense was $444,000 during the
second quarter of 1997 as compared with net interest expense of
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<PAGE>
$90,000 in the same period in 1996. Period to period changes in interest
expense reflected changes in available cash and cash equivalents,
fluctuations in interest rates on the Company's line of credit, and changes
in borrowing needs as funds were expended to finance new restaurants.
Elimination of minority partners' interests. The costs included in
this line item represent the portion of income from operations included in
consolidated operating results attributable to the ownership interests of
restaurant managers and joint venture partners in Company owned restaurants.
As a percentage of revenues, these costs were 1.7% and 2.1% during the
quarters ended June 30, 1997 and 1996, respectively. The decrease in this
ratio reflected the decrease in overall operating margins.
Provision for income taxes. The provision for income taxes in both
quarters reflected expected income taxes due at federal statutory rates and
state income tax rates, net of the federal benefit. The effective income tax
rates were 36.5% for both of the second quarters of 1997 and 1996.
Net income and earnings per common share. Net income for the second
quarter of 1997 was $19,274,000 as compared with net income of $18,236,000 in
the same period in 1996, an increase of 5.7%. Earnings per share increased
to $0.40 during the second quarter of 1997 as compared with earnings per
share of $0.37 for the same period in 1996.
Six months ended June 30, 1997 and 1996
Revenues. Total revenues increased by 23.5% to $558,766,000 during
the first half of 1997 as compared with $452,583,000 in the same period in
1996. The increase was attributable to the opening of new restaurants after
June 30, 1996 and a 1.2% menu price increase in May of 1997. The increase
was partially offset by a 1.8% decrease in same store sales which resulted
from lower customer check averages. The Company has experienced lower
customer check averages in 1997 after adding lower priced selections to
the Outback Steakhouse menu.
Costs and expenses. Cost of restaurant sales decreased by 0.4% to
38.5% in the first half of 1997 as compared with 38.9% in the same period in
1996. Of the decrease, 0.1% resulted from an increase in the proportion of
Company owned Carrabba's in operation which have lower average food costs
than Outback Steakhouses. The remainder of the decrease resulted from
decreases in the cost of meat, shrimp and produce.
Labor and other related expenses increased as a percentage of
restaurant sales by 0.9% to 23.7% in the first half of 1997 as compared with
22.8% in the same period in 1996. Of the increase, 0.4% was attributable to
an increase in the proportion of Carrabba's in operation which have higher
average labor costs than Outback Steakhouses. The remainder of the increase
resulted from an overall increase in back of the house wage rates due to a
competitive labor market, and lower average unit volumes generated by Outback
Steakhouses.
Other restaurant operating expenses increased by 1.0% of restaurant
sales to 22.3% in the first half of 1997 as compared with 21.3% in the same
period in 1996. Of the increase, 0.6% was attributable to an increase in the
proportion of Carrabba's in operation which have higher
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average operating expenses as a percentage of sales than Outback Steakhouses.
The remainder of the increase resulted from an increase in advertising spending.
General and administrative costs increased to 3.8% of revenues
during the first half of 1997 as compared to 3.1% of revenues in the same
period in 1996. This increase resulted from an increase in salary expenses
related to managers in training, and additional staffs employed to manage
Carrabba's and Outback Steakhouse international franchising operations.
(Loss) income from operations of unconsolidated affiliates
represents the Company's portion of the income from the Carrabba's Italian
Grills operated by the Texas joint venture and Outback Steakhouses operated
as development joint ventures. Loss from unconsolidated affiliates was
$414,000 in the first six months of 1997 as compared with income of $146,000
in the same period in 1996. This decrease was attributable to losses from
Carrabba's Texas operations, and to fewer Outback Steakhouses operating as
development joint ventures as a result of the restructuring of the Company's
Nevada operations in April 1996.
Income from operations. As a result of the increase in revenues,
the changes in the relationship between revenues and expenses discussed above
and the opening of new restaurants, income from operations increased by
$2,792,000, to $68,272,000 in the first half of 1997 as compared with
$65,480,000 in the same period in 1996.
Interest expense, net. Net interest expense was $881,000 during the
first half of 1997 as compared with net interest expense of $525,000 in the
same period in 1996. Period to period changes in interest expense reflected
changes in available cash and cash equivalents, fluctuations in interest
rates on the Company's line of credit, and changes in borrowing needs as
funds were expended to finance new restaurants.
Elimination of minority interests. The costs included in this line
item represent the portion of income from operations included in consolidated
operating results attributable to the ownership interests of restaurant
managers and joint venture partners in Company owned restaurants. As a
percentage of revenues, these costs were 1.8% and 2.1% for the six months
ended June 30, 1997 and 1996, respectively. The decrease in this ratio
reflected the decrease in overall operating margins.
Provision for income taxes. The effective income tax rates were
36.5% for both the six month periods ended June 30, 1997 and 1996.
Net income and earnings per common share. Net income for the first
half of 1997 was $36,463,000 as compared with net income of $35,093,000 in
the same period in 1996, an increase of 3.9%. Earnings per share increased
to $0.76 during the first half of 1997 as compared with earnings per share of
$0.71 in the same period in 1996.
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<PAGE>
Liquidity and Capital Resources
The following table presents a summary of the Company's cash flows
from operating, investing and financing activities for the periods indicated
(in thousands).
Year Ended Six Months Ended
December 31, June 30, June 30,
1996 1997 1996
--------- ---------- ----------
Net cash provided by
operating activities $ 122,799 $ 45,172 $ 65,881
Net cash used in investing
activities (126,631) (56,275) (52,276)
Net cash (used in) provided
by financing activities (7,596) 5,191 (20,235)
--------- ---------- ----------
Net (decrease) increase in
cash and cash equivalents $ (11,428) $( 5,912) $ (6,630)
========= =========== ========
The Company requires capital principally for the development of new
Company owned and joint venture restaurants. Capital expenditures totaled
approximately $130,987,000 for year ended December 31, 1996 and $58,202,000
and $54,728,000 during the first six months of 1997 and 1996, respectively.
The Company either leases its restaurants under operating leases for periods
ranging from five to twenty years or purchases land and buildings where it is
cost effective. The Company anticipates that 80% to 90% of the Company owned
restaurants to be opened in 1997 will be free-standing units.
At June 30, 1997 the Company had three unsecured lines of credit
totalling $107,500,000. Approximately $2,957,000 is committed for the
issuance of letters of credit, some of which are to secure loans made by the
bank to certain franchisees, and $73,509,000 has been drawn by the Company to
finance capital expenditures and the repurchase of treasury shares. See
Notes 4 and 6 of Notes to Consolidated Financial Statements.
The Company has entered an agreement to obtain a $125,000,000 unsecured
line of credit bearing interest of 50 to 75 basis points over the 30, 60, 90
or 120 day London Interbank Offered Rate. The line of credit will be effective
in August, 1997 and will replace the Company's existing $75,000,000 and
$25,000,000 lines of credit. The line matures in August 2000. See Note 4 of
Notes to the Consolidated Financial Statements.
The Company notes that a variety of factors could cause the actual
results and experience to differ from the anticipated results referred to in
the previous paragraphs. The Company's forward looking statements regarding
its development schedule for new restaurant openings are subject to a number
of risk factors including:
(i) Ability to secure appropriate real estate sites at acceptable prices;
(ii) Ability to obtain all required governmental permits including zoning
approvals and liquor licenses on a timely basis;
(iii) Impact of government moratoriums or approval processes which could
result in significant delays;
(iv) Ability to secure all necessary contractors and sub-contractors;
(v) Union activities such as picketing and hand billing which could
delay construction;
(vi) Weather and acts of God beyond the Company's control resulting in
construction delays.
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OUTBACK STEAKHOUSE, INC.
PART II: OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
The Company held an Annual Meeting of Stockholders on Wednesday, April
23, 1997. The matters submitted for vote and the related election results
are as follows:
1. To elect Debbi Fields, Edward L. Flom, Robert S. Merritt, and Chris
T. Sullivan as directors of the Company, each for a three year
term. The results of proxies voted for the election of the
directors are as follows:
For 38,601,266 80.37%
Withheld 348,138 .73
Exceptions 99,701 .20
---------- -----
Total 39,049,105 81.30%
========== =====
Eligible 48,030,588
2. To vote on a proposal to amend the Company's Certificate of
Incorporation to increase the authorized number of shares of
Common Stock, par value $.01, from 100,000,000 shares to
200,000,000 shares. The results of proxies voted are as follows:
For 35,781,308 74.50%
Withheld 3,186,428 6.63
Exceptions 81,369 .17
---------- -----
Total 39,049,105 81.30%
========== =====
3. To vote on a proposal to amend the Company's Amended and
Restated Stock Option Plan to increase the number of shares of
Common Stock for which options may be granted from 4,923,500 to
10,000,000, and adopt certain other amendments regarding
administration of the plan. The results of proxies voted are as
follows:
For 27,864,674 58.01%
Withheld 4,202,288 8.75
Exceptions 119,785 .25
---------- -----
Total 32,186,747 67.01%
========== =====
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27- Financial Data Schedules (for SEC use only)
(b) Reports on Form 8-K
There were no reports filed on Form 8-K during
the quarter ended June 30, 1997.
15 of 16<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 of the
undersigned thereunto duly authorized.
OUTBACK STEAKHOUSE, INC.
________________________
(Registrant)
Date: August 13, 1997 By: /s/ Robert S. Merritt
__________________ __________________________
Robert S. Merritt
Senior Vice President,
Finance (Principal Financial
and Accounting Officer)
16 of 16
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
EXHIBIT 27
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QUARTER
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 9,749
<SECURITIES> 0
<RECEIVABLES> 2,129
<ALLOWANCES> 0
<INVENTORY> 17,297
<CURRENT-ASSETS> 36,687
<PP&E> 519,205
<DEPRECIATION> 78,064
<TOTAL-ASSETS> 504,529
<CURRENT-LIABILITIE> 54,961
<BONDS> 0
0
0
<COMMON> 480
<OTHER-SE> 365,918
<TOTAL-LIABILITY-AND-EQUITY> 504,529
<SALES> 554,400
<TOTAL-REVENUES> 558,766
<CGS> 213,551
<TOTAL-COSTS> 469,248
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 881
<INCOME-PRETAX> 57,422
<INCOME-TAX> 20,959
<INCOME-CONTINUING> 36,463
<DISCONTINUED> 0
<EXTRAORIDNARY> 0
<CHANGES> 0
<NET-INCOME> 36,463
<EPS-PRIMARY> 0
<EPS-DILUTED> 0.76
</TABLE>
