<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED APRIL 1, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 1-12104
BACK YARD BURGERS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 64-0737163
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1657 SHELBY OAKS DR. N. STE. 105, MEMPHIS, TENNESSEE 38134
(Address of principal executive offices)
(901) 367-0888
(Registrant's telephone number)
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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.
Class - Common stock, par value $.01 per share
Outstanding at April 27, 2000 - 4,623,023
<PAGE> 2
BACK YARD BURGERS, INC.
INDEX
<TABLE>
<CAPTION>
Page No.
<S> <C>
Part I - Financial Information
Item 1 - Unaudited Consolidated Financial Statements:
Balance Sheet as of April 1, 2000 and January 1, 2000 3
Statement of Income for the Thirteen Weeks Ended
April 1, 2000 and April 3, 1999 4
Statement of Cash Flows for the Thirteen Weeks Ended
April 1, 2000 and April 3, 1999 5
Notes to Unaudited Financial Statements 6
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-11
Item 3 - Quantitative and Qualitative Disclosures About Market Risk 11
Part II - Other Information
Item 1 - Legal Proceedings 12
Item 2 - Changes in Securities and Use of Proceeds 12
Item 3 - Defaults Upon Senior Securities 12
Item 4 - Submission of Matters to a Vote of Security Holders 12
Item 5 - Other Information 12
Item 6 - Exhibits and Reports on Form 8-K 12
Signatures 13
</TABLE>
2
<PAGE> 3
BACK YARD BURGERS, INC.
CONSOLIDATED BALANCE SHEET (UNAUDITED)
(IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
APRIL 1, JANUARY 1,
2000 2000
-------- ----------
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 1,333 $ 1,697
Receivables, net 294 284
Inventories 189 177
Current deferred tax asset 65 65
Prepaid expenses and other current assets 106 79
-------- --------
Total current assets 1,987 2,302
Property and equipment, at depreciated cost 13,122 13,211
Intangible assets 1,177 1,204
Noncurrent deferred tax asset 1,020 1,020
Note receivable 469 350
Other assets 240 253
-------- --------
$ 18,015 $ 18,340
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 619 $ 744
Accrued expenses 993 901
Reserve for closed stores 260 270
Income taxes payable 9 89
Current installments of long-term debt 710 489
-------- --------
Total current liabilities 2,591 2,493
Long-term debt, less current installments 5,224 5,689
Deferred franchise and area development fees 430 392
Other deferred income 568 633
Other deferred liabilities 72 75
-------- --------
Total liabilities 8,885 9,282
-------- --------
Commitments and contingencies -- --
Stockholders' equity
Preferred stock, $.01 par value, 2,000,000 shares authorized; 19,763 shares
issued and outstanding at April 1, 2000 (19,763 at January 1, 2000) -- --
Common stock, $.01 par value, 12,000,000 shares authorized;
4,623,023 shares issued and outstanding at April 1, 2000
(4,618,377 at January 1, 2000) 46 46
Paid-in capital 10,135 10,128
Deficit (1,051) (1,116)
-------- --------
Total stockholders' equity 9,130 9,058
-------- --------
Total liabilities and stockholders' equity $ 18,015 $ 18,340
-------- --------
</TABLE>
See accompanying notes to unaudited financial statements
3
<PAGE> 4
BACK YARD BURGERS, INC.
CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
-------------------------
APRIL 1, APRIL 3,
2000 1999
-------- --------
<S> <C> <C>
Revenues:
Restaurant sales $ 5,877 $ 6,175
Franchise and area development fees 43 54
Royalty fees 385 342
Advertising fees 110 143
Other 159 137
------- -------
Total revenues 6,574 6,851
------- -------
Expenses:
Cost of restaurant sales 1,955 2,119
Restaurant operating expenses 3,072 2,976
General and administrative 804 825
Advertising 327 412
Depreciation and amortization 320 325
------- -------
Total expenses 6,478 6,657
------- -------
Operating income 96 194
Interest income 7 7
Interest expense (128) (129)
Other, net 121 (2)
------- -------
Income before income taxes $ 96 $ 70
Income taxes 31 28
------- -------
Net income $ 65 $ 42
------- -------
Income per share:
Basic $ .01 $ .01
------- -------
Diluted $ .01 $ .01
------- -------
Weighted average number of common shares
and common equivalent shares outstanding
Basic 4,621 4,600
------- -------
Diluted 4,641 4,635
------- -------
</TABLE>
See accompanying notes to unaudited financial statements
4
<PAGE> 5
BACK YARD BURGERS, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
-------------------------
APRIL 1, APRIL 3,
2000 1999
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 65 $ 42
Adjustments to reconcile net income to net cash provided
(used) in operating activities
Depreciation and amortization of property and equipment 291 285
Deferred income taxes -- 15
Amortization of intangible assets 29 26
Provision for losses on receivables 36 44
Gain on sales of assets (131) (5)
(Increase) decrease in assets
Receivables (46) (27)
Inventories (12) (12)
Prepaid expenses and other current assets (27) (33)
Other assets 11 (7)
Increase (decrease) in liabilities
Accounts payable and accrued expenses (33) (139)
Reserve for closed stores (10) (8)
Income taxes payable (80) (136)
Other deferred income (65) --
Other deferred liabilities (3) --
Deferred franchise and area development fees 38 10
------- -----
Net cash provided by operating activities 63 55
------- -----
Cash flows from investing activities:
Proceeds from sale of property and equipment 31 5
Additions to property and equipment (221) (400)
------- -----
Net cash used in investing activities (190) (395)
------- -----
Cash flows from financing activities:
Issuance of stock 7 9
Principal payments on long-term debt and capital leases (244) (263)
Proceeds from issuance of long-term debt -- 177
------- -----
Net cash used in financing activities (237) (77)
------- -----
Net decrease in cash and cash equivalents (364) (417)
Cash and cash equivalents
Beginning of period 1,697 815
------- -----
End of period $ 1,333 $ 398
------- -----
Supplemental disclosure of cash flow information
Income taxes paid $ 111 $ 150
------- -----
Interest paid $ 163 $ 129
------- -----
Noncash operating activities
Property and equipment sold for a note receivable $ 119 $ 0
------- -----
</TABLE>
5
<PAGE> 6
BACK YARD BURGERS, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
Back Yard Burgers, Inc. owns and operates quick-service and fast-casual
restaurants and is engaged in the sale of franchises and the collection of
royalties based upon related franchise sales. The company grants franchise
rights for the use of "Back Yard Burgers," "BYB" or "BY Burgers" trade names and
other associated trademarks, signs, emblems, logos, slogans and service marks
which have been or may be developed.
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-Q and therefore do not include all
information and notes necessary for a fair presentation of financial position,
results of operations and cash flows in conformity with generally accepted
accounting principles. The statements do reflect all adjustments (consisting of
only normal recurring adjustments) which are, in the opinion of management,
necessary to present fairly the financial position and results of operations and
cash flows in conformity with generally accepted accounting principles. The
statements should be read in conjunction with the Notes to Financial Statements
for the year ended January 1, 2000 included in the company's 1999 Annual Report.
The financial statements include the accounts of Back Yard Burgers,
Inc. and its wholly-owned subsidiaries, Little Rock Back Yard Burgers, Inc.,
Atlanta Burgers BYB Corporation and BYB Properties, Inc., as well as the Back
Yard Burgers National Advertising Fund. All significant intercompany
transactions have been eliminated.
The results of operations for the thirteen-week period are not
necessarily indicative of the results to be expected for the full year.
The company maintains its financial records on a 52-53 week fiscal year
ending on the Saturday closest to December 31.
NOTE 2 - NET INCOME PER SHARE
The company calculates earnings per share in accordance with Statement of
Financial Accounting Standards No. 128, Earnings per Share, which requires the
presentation of basic and diluted earnings per share. Basic earnings per share
excludes dilution and is computed by dividing income available to common
stockholders by the weighted-average number of common shares outstanding for the
period. Diluted earnings per share reflects the potential dilution that could
occur if securities or other contracts to issue common stock were exercised or
converted into common stock or resulted in the issuance of common stock that
then shared in the earnings of the entity.
NOTE 3 - DEFERRED FRANCHISE AND AREA DEVELOPMENT FEES
Amounts received for certain franchise and area development rights, net of
commissions paid, have been deferred. Revenues on individual franchise fees are
recognized when substantially all of the initial services required of the
company have been performed, which generally coincides with the opening of the
franchises. Under the terms of the franchise agreements, these fees are
non-refundable, and may be recognized as income should the franchisee fail to
perform as agreed. Area development fees are recognized on a pro-rata basis as
each unit opens. At April 1, 2000, deferred fees include franchise and area
development rights sold during the following years:
<TABLE>
<S> <C>
2000 $ 81
1999 203
Previous years 146
------------
$ 430
------------
</TABLE>
NOTE 4 - COMMITMENTS AND CONTINGENCIES
The company is party to several pending legal proceedings and claims. Although
the outcome of the proceedings and claims cannot be determined with certainty,
management of the company is of the opinion that it is unlikely that these
proceedings and claims will have a material adverse effect on the financial
condition or results of operations of the company.
The company purchased the operating businesses, including personal
property, of Back Yard Burgers stores located in Jackson, Tennessee, Tupelo,
Mississippi, and Jonesboro, Arkansas, from a franchisee, KEA Foods, effective
May 7, 2000. The acquisition will be accounted for as an asset purchase, and the
company will finance the purchase with a combination of existing cash on hand
and a short-term note payable to the seller. No real property was purchased by
the company.
6
<PAGE> 7
FORWARD-LOOKING INFORMATION
Certain information included herein may contain statements that are
forward-looking, such as statements related to financial items and results,
plans for future expansion and other business development activities, capital
spending or financing sources, capital structure and the effects of regulation
and competition. Forward-looking statements made by the company are based upon
estimates, projections, beliefs and assumptions of management at the time of
such statements and should not be viewed as guarantees of future performance.
Such forward-looking information involves important risks and uncertainties that
could significantly impact anticipated results in the future and, accordingly,
such results may differ materially from those expressed in any forward-looking
statements by or on behalf of the company. These risks and uncertainties
include, but are not limited to, increased competition within the industry for
customers, qualified labor and desirable locations, increased costs for beef,
chicken or other food products and management decisions related to restaurant
growth, financing, franchising and new product development, as well as items
described under "Management's Discussion and Analysis of Financial Condition and
Results of Operations" below.
Item 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations
INTRODUCTION
As of April 1, 2000, the Back Yard Burgers system included 87
restaurants, of which 34 were company-operated and 53 were franchised. The
company's revenues are derived primarily from company-operated restaurant sales,
franchise and area development fees and royalty fees. Certain expenses (cost of
restaurant sales, restaurant operating expenses, depreciation and amortization
and advertising) relate directly to company-operated restaurants, while general
and administrative expenses relate to both company-operated restaurants and
franchise operations. The company's revenues and expenses are affected by the
number and timing of the opening of additional restaurants. Sales for new
restaurants in the period immediately following their opening tend to be high
because of trial by public and promotional activities. As a result, the timing
of openings can affect the average volume and other period-to-period
comparisons.
RESULTS OF OPERATIONS
The following table sets forth the percentage relationship to total revenue,
unless otherwise indicated, of certain items included in the company's
historical operations and operating data for the periods indicated.
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
-------------------------
APRIL 1, APRIL 3,
2000 1999
-------- --------
<S> <C> <C>
Revenues
Restaurant sales 89.4% 90.1%
Franchise and area development fees .6 .8
Royalty fees 5.9 5.0
Advertising fees 1.7 2.1
Other operating revenue 2.4 2.0
------ ------
Total revenue 100.0% 100.0%
------ ------
</TABLE>
7
<PAGE> 8
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
------------------------
APRIL 1, APRIL 3,
2000 1999
-------- --------
<S> <C> <C>
Costs and Expenses
Cost of restaurant sales(1) 33.3% 34.3%
Restaurant operating expenses(1) 52.3 48.2
General and administrative 12.2 12.0
Advertising 5.0 6.0
Depreciation and amortization 4.9 4.7
Operating income 1.5 2.8
Interest income .1 .1
Interest expense (1.9) (1.9)
Other, net 1.8 --
Income before income taxes 1.5 1.0
Income taxes(2) (32.3) (40.0)
Net income 1.0 .6
</TABLE>
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
APRIL 1, APRIL 3,
2000 1999
-------- --------
($000'S)
<S> <C> <C>
System-wide restaurant sales
Company-operated $ 5,877 $ 6,175
Franchised 9,770 8,856
------- -------
Total $15,647 $15,031
------- -------
Average annual sales per restaurant open for a
Full year(3)
Company-operated $ 749 $ 783
Franchised $ 787 $ 764
System-wide $ 771 $ 771
Number of restaurants
Company-operated 34 35
Franchised 53 49
------- -------
Total 87 84
------- -------
</TABLE>
(1) As a percentage of restaurant sales.
(2) As a percentage of income before taxes.
(3) Includes sales for restaurants open for entire trailing twelve-month
period. Restaurants are included in the calculation after the
completion of eighteen months of operation as sales during the
six-month period immediately after the opening tend to be higher due to
promotions and trial by public.
8
<PAGE> 9
COMPARISON OF THE COMPANY'S RESULTS FOR THE THIRTEEN WEEKS ENDED APRIL 1, 2000
AND APRIL 3, 1999.
RESTAURANT SALES decreased 4.8% to $5,877,000 during the thirteen weeks
ended April 1, 2000, compared to $6,175,000 for the same 1999 period. This
decrease is primarily the result of a decrease in same-store sales at
restaurants open for more than one year of 8.2%. This decrease is offset by the
company operating 35 stores for virtually the entire quarter during 2000, versus
operating 33 stores during the first quarter of 1999 with 2 additional stores
opening during the last half of March 1999. One company-operated store was
closed at the end of the first quarter of 2000.
FRANCHISE AND AREA DEVELOPMENT FEES decreased 20.4% to $43,000 for the
thirteen weeks ended April 1, 2000, from $54,000 in the year-earlier period due
to the recognition of income of $10,000 during the prior year relating to the
expiration of area development agreements.
ROYALTY FEES increased 12.6% to $385,000 during the thirteen week period
ended April 1, 2000, compared to $342,000 during the same period in 1999. The
increase is due to a net increase of four franchised stores since the prior
year. This increase was partially offset by a 2.9% decrease in same-store sales
at franchised restaurants compared with the prior year period.
ADVERTISING FEES decreased 23.1% to $110,000 for the thirteen weeks ended
April 1, 2000, compared to $143,000 during the comparable period in 1999. The
decrease is primarily due to a change in the number of franchisee direct mail
program participants from forty in the first quarter of 1999 to twelve in the
first quarter of 2000.
COST OF RESTAURANT SALES, consisting of food and paper costs, totaled
$1,955,000 for the thirteen weeks ended April 1, 2000, and $2,119,000 during the
same period in 1999, decreasing as a percentage of restaurant sales to 33.3%
from 34.3%. This decrease as a percentage of sales is primarily the result of a
decrease in coupons and discounts as well as a decrease in waste, consisting of
prepared food items not sold due to product hold time requirements of the
company and spoilage.
RESTAURANT OPERATING EXPENSES, consisting of labor, supplies, utilities,
maintenance, rent and certain other unit level operating expenses, increased to
$3,072,000 for the thirteen weeks ended April 1, 2000, from $2,976,000 in the
same prior year period, increasing as a percentage of restaurant sales to 52.3%,
from 48.2% for the year-earlier period. A portion of this increase as a
percentage of sales was due to the decrease in same-store sales for the quarter
given the fixed or semi-variable nature of some operating expenses; however,
management also made a conscious effort during the quarter to increase staffing
at certain locations as well as increase maintenance spending to improve the
physical condition and appearance of our restaurants. These steps were taken to
improve customer service and enhance the overall guest experience. Labor costs
as a percentage of sales increased by 2.8% over the year-earlier period.
Increases in maintenance costs and property taxes, as well as comparable
spending on other costs of a fixed and semi-variable nature, such as rent,
utilities and insurance accounted for the remaining 1.3% increase.
GENERAL AND ADMINISTRATIVE COSTS which decreased to $804,000 for the
thirteen weeks ended April 1, 2000 from $825,000 in the same year earlier
period, increased as a percentage of total revenue for the thirteen weeks ended
April 1, 2000, to 12.2% from 12.0% in the same period in 1999. The decrease of
$21,000 is primarily the result of a reduction in corporate personnel costs
through a combination of turnover and the elimination of certain corporate
positions.
ADVERTISING EXPENSE which decreased to $327,000 for the thirteen weeks
ended April 1, 2000, from $412,000 in the same period in 1999, decreased as a
percentage of total revenues to 5.0% from 6.0%. This is the result of a decrease
in advertising fees, as described above, which are used for the development and
production of marketing campaigns and collateral material as well as scaling
back spending on direct mail programs for company-operated units.
9
<PAGE> 10
INTEREST EXPENSE decreased .1% to $128,000 for the thirteen weeks ended
April 1, 2000, from $129,000 in the year-earlier period. Since April 3, 1999,
debt increased by $562,000, or 10.5%, to $5,934,000 as of April 1, 2000.
OTHER, NET income was $121,000 for the thirteen weeks ended April 1, 2000,
compared with a net $2,000 expense in the prior year. This change is due to the
recognition of $131,000 in net gains on the sale of assets during the first
quarter of 2000.
IMPAIRMENT OF LONG-LIVED ASSETS
The company reviews the carrying value of its long-lived and intangible
assets for possible impairment whenever events or changes in circumstances
indicate that the carrying amount of assets may not be recoverable. A new cost
basis is established for impaired assets based on the fair value of these assets
as of the date the assets are determined to be impaired.
In the past, the company incurred non-cash charges for the effect of
company-operated restaurant closings and impaired assets at company-operated
restaurants. Also, related accruals for future lease payments of closed stores,
net of estimated sub-lease income, were previously recorded. During the thirteen
weeks ended April 1, 2000, $10,000 of lease obligation payments were incurred
for closed stores and charged against this reserve. As of April 1, 2000, the
company's remaining accrual for all future lease obligations discussed above was
$260,000 for the remaining lease payments due, net of estimated sub-lease
income.
LIQUIDITY AND CAPITAL RESOURCES
Capital expenditures totaled $221,000 for the thirteen weeks ended April 1,
2000 and $400,000 for the year-earlier period. Generally, the company constructs
its restaurant buildings on leased properties for its company-operated
restaurants. The average monthly lease cost for the 15 company-operated
restaurants on leased sites at April 1, 2000 is approximately $3,231 per month.
For the 11 restaurants where the company leases the building as well as the
site, the average monthly lease cost is approximately $4,401.
Cash from operations for the company is primarily affected by net earnings
adjusted for deferred franchise fees and non-cash expenses which consist
primarily of depreciation and amortization. Depreciation and amortization
totaled $320,000 for the thirteen weeks ended April 1, 2000 and $325,000 for the
year-earlier period. This decrease is primarily the result of the write-down of
impaired assets during 1999 offset by the addition of two company-operated
stores since the prior year.
Cash provided by operations for the thirteen week period ended April 1,
2000, was $63,000 compared with $55,000 in the year-earlier period. In recent
history, cash from operations and debt have been used for the addition of dining
rooms to certain existing double drive-thru restaurants, new restaurants and
equipment.
As of April 1, 2000, the company had total long-term debt of $5,934,000 and
unused lines of credit and loan commitments of potential additional borrowings
of $1,026,000. During the quarter, the company repurchased equipment sold in
1999 under a sale-leaseback transaction of approximately $165,000, and the
additional $435,000 borrowing commitment under the lease agreement was cancelled
as well. No additional debt commitments were made by the company during the
thirteen weeks ended April 1, 2000.
The company is planning approximately $2,500,000 in capital expenditures
during 2000 and plans to fund these expenditures through existing cash on hand,
internally generated cash flow as well as the borrowing commitments secured in
1998 or before. These capital expenditures may require additional debt or equity
financing, which the company has not secured at this time.
SEASONALITY AND INFLATION
While the company does not believe that seasonality affects its operations
in a materially adverse manner, first quarter results will generally be lower
than other quarters due to seasonal climate conditions in the locations of many
of its restaurants. Management does not believe that inflation has had a
material effect on income during the thirteen weeks ended April 1, 2000.
Increases in food, labor or other operating costs could adversely affect the
company's operations. In the past, however, the company generally has been able
to increase menu prices or modify its operating procedures to substantially
offset increases in its operating costs.
10
<PAGE> 11
CONVERSION OF PREFERRED STOCK
In accordance with the provisions of the company's Certificate of
Incorporation regarding preferred stock, as a result of the company's having
attained after tax net income in excess of $600,000 during 1994, each share of
preferred stock is convertible into one share of common stock, at the option of
the holder. The company notified preferred stockholders of their right to
convert preferred stock to common stock, and anticipates that all shares of
preferred stock will eventually be converted. Such conversion began on April 5,
1995, at which time there were 1,199,979 shares of preferred stock outstanding.
As of April 1, 2000, only 19,763 shares have yet to be converted.
KNOWN TRENDS AND UNCERTAINTIES
Labor will continue to be a critical factor for the company in the
foreseeable future. In most areas where the company operates restaurants, there
is a shortage of suitable labor. This, in itself, could result in higher wages
as the competition for employees intensifies, not only in the restaurant
industry, but in practically all retail and service industries. It is crucial
for the company to develop and maintain programs to attract and retain quality
employees.
During the thirteen weeks ended April 1, 2000, the cost of beef and chicken
was relatively stable; however, management of the company expects these costs to
rise at some point in the future, and that it will be difficult to raise menu
prices to fully cover these anticipated increases due to the competitive state
of the quick-service restaurant industry. Additional margin improvements would
have to be made through operational improvements, equipment advances and
increased volumes to help offset these potential increases.
Due to the competitive nature of the restaurant industry, site selection
continues to increase in difficulty as the number of businesses vying for
locations with similar characteristics increases. This will likely result in
higher occupancy costs for prime locations.
Same-store sales decreased 8.2% during the first quarter of 2000. The
company has implemented a targeted local store marketing plan combined with a
broader media campaign to aid in the reversal of this negative trend.
The future success of the company will be determined, to a great extent, by
its ability to positively address these issues.
Item 3 Quantitative and Qualitative Disclosures About Market Risk
The company is exposed to certain financial market risks, the most
predominant being fluctuations in interest rates on variable rate debt and the
repricing of fixed rate debt at maturity. Management monitors interest rate
fluctuations as an integral part of the company's overall risk management
program, which recognizes the unpredictability of financial markets and seeks to
reduce the potential adverse effect of our results. The effect of interest rate
fluctuations historically has been small relative to other factors affecting
operating results, such as food, labor and occupancy costs.
Less than 25% of the company's debt portfolio as of April 1, 2000, had
variable rates or had maturity dates of less than two years. With every 25 basis
point increase in interest rates, the company could be subject to additional
interest expense of approximately $4,000 annually, depending on the timing of
the rate changes and debt maturities.
The company has considered the use of hedging instruments to minimize
interest rate fluctuation risk, but based on the debt portfolio structure
described above, no hedging tool has been deemed necessary for the company at
this time.
11
<PAGE> 12
PART II OTHER INFORMATION
Item 1 Legal Proceedings
The company is involved in litigation incidental to its business,
including, but not necessarily limited to, claims alleging violations of the
Civil Rights Act of 1964 and/or discrimination. Aside from the cost of defense,
such litigation is not presently considered by management to be material to the
financial condition or results of operations of the company.
Item 2 Changes in Securities and Use of Proceeds
None
Item 3 Defaults Upon Senior Securities
Not Applicable
Item 4 Submission of Matters to a Vote of Security Holders
None
Item 5 Other Information
None
Item 6 Exhibits and Reports on Form 8-K
Exhibits
11 - Calculation of Income Per Share
27 - Financial Data Schedule, which is submitted
electronically to the Securities and Exchange Commission
for information only and not filed.
Reports on Form 8-K
None
12
<PAGE> 13
SIGNATURES
In accordance with 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 thereto duly authorized.
BACK YARD BURGERS, INC.
Date: May 15, 2000 By: /s/ Lattimore M. Michael
------------------------------
Lattimore M. Michael
Chairman and Chief Executive
Officer
Date: May 15, 2000 By: /s/ Michael G. Webb
-----------------------------
Michael G. Webb
Chief Financial Officer
13
<PAGE> 1
EXHIBIT 11
BACK YARD BURGERS, INC.
COMPUTATION OF INCOME (LOSS) PER SHARE
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
THIRTEEN WEEKS
ENDED
-----------------------
APRIL 1, APRIL 3,
2000 1999
<S> <C> <C>
Net Income $ 65 $ 42
------ ------
Weighted average number of common shares outstanding
during the period 4,621 4,600
------ ------
Basic income per share $ .01 $ .01
------ ------
Basic weighted average number of common shares
outstanding during the period 4,621 4,600
Preferred shares convertible to common shares 20 23
Stock options -- 12
------ ------
4,641 4,635
------ ------
Diluted income per share $ .01 $ .01
------ ------
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET OF BACK YARD BURGERS, INC. AT APRIL 1, 2000 AND THE
CONSOLIDATED STATEMENT OF INCOME FOR THE THIRTEEN WEEKS ENDED APRIL 1, 2000 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-30-2000
<PERIOD-START> JAN-02-2000
<PERIOD-END> APR-01-2000
<CASH> 1,333
<SECURITIES> 0
<RECEIVABLES> 294<F1>
<ALLOWANCES> 0
<INVENTORY> 189
<CURRENT-ASSETS> 1,987
<PP&E> 13,122<F1>
<DEPRECIATION> 0<F1>
<TOTAL-ASSETS> 18,015
<CURRENT-LIABILITIES> 2,591
<BONDS> 0
0
0
<COMMON> 46
<OTHER-SE> 9,084
<TOTAL-LIABILITY-AND-EQUITY> 18,015
<SALES> 5,877
<TOTAL-REVENUES> 6,574
<CGS> 1,955
<TOTAL-COSTS> 3,399
<OTHER-EXPENSES> 1,088
<LOSS-PROVISION> 36
<INTEREST-EXPENSE> 128
<INCOME-PRETAX> 96
<INCOME-TAX> 31
<INCOME-CONTINUING> 65
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 65
<EPS-BASIC> 0.01
<EPS-DILUTED> 0.01
<FN>
<F1>ASSET VALUE REPRESENTS NET AMOUNT.
</FN>
</TABLE>
