<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB - QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
FORM 10-QSB
(MARK ONE)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended April 21, 1996
--------------
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
-------- --------
Commission file number 0-26400
-------
LOGAN'S ROADHOUSE, INC.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
TENNESSEE 62-1602074
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
P.O. BOX 291047, NASHVILLE, TN 37229
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(615) 885-9056
- --------------------------------------------------------------------------------
(Issuer's telephone number, including area code)
- --------------------------------------------------------------------------------
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST
REPORT)
CHECK WHETHER THE ISSUER (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
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS
STATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES
OF COMMON EQUITY, AS OF THE LATEST PRACTICABLE DATE:
<TABLE>
<CAPTION>
CLASS OUTSTANDING MAY 31, 1996
----- ------------------------
<S> <C>
COMMON STOCK, $.01 PAR VALUE 4,007,500 SHARES
</TABLE>
TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE):
YES NO X
----- -----
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
LOGAN'S ROADHOUSE, INC.
(FORMERLY LOGAN'S PARTNERSHIP)
BALANCE SHEETS
<TABLE>
<CAPTION>
April 21, 1996
Assets (Unaudited) Dec. 31, 1995
---------------- -------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 19,352,458 2,260,776
Receivables: trade and other 197,812 184,875
Inventories 182,912 157,938
Preopening costs 438,961 376,014
Prepaid expenses and other current assets 145,685 232,788
---------------- ----------
Total current assets 20,317,828 3,212,391
Property, plant and equipment, net 18,960,687 16,600,294
Other assets 59,016 56,017
---------------- ----------
$ 39,337,531 19,868,702
================ ==========
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 1,058,507 730,176
Accrued payroll and related expenses 457,359 443,348
Deferred revenue 137,611 239,959
Income taxes payable 166,687 49,700
Accrued state and local taxes 523,470 450,475
Current portion of long-term
debt obligations (note 4) - 639,439
Deferred income taxes 139,300 139,300
---------------- ----------
Total current liabilities 2,482,934 2,692,397
---------------- ----------
Long-term obligations, less current portion
(note 4) - 1,939,812
Deferred income taxes 181,900 181,900
---------------- ----------
Total liabilities 2,664,834 4,814,109
Shareholders' equity (note 2):
Common stock, $0.01 par value;
Authorized 15,000,000 shares; issued
4,007,500 and 3,145,000 shares, respectively 40,075 31,450
Additional paid-in capital 35,053,404 14,302,035
Retained earnings 1,579,218 721,108
---------------- ----------
Total shareholders' equity 36,672,697 15,054,593
---------------- ----------
$ 39,337,531 19,868,702
================ ==========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE> 3
LOGAN'S ROADHOUSE, INC.
(FORMERLY LOGAN'S PARTNERSHIP)
STATEMENTS OF EARNINGS (UNAUDITED)
<TABLE>
<CAPTION>
Sixteen Weeks Ended:
--------------------------------
April 21, 1996 April 16, 1995
-------------- --------------
<S> <C> <C>
Net restaurant sales $ 10,905,150 6,856,722
Costs and expenses:
Food and beverage 3,596,148 2,424,221
Labor and benefits 3,008,121 1,841,796
Occupancy and other 1,673,241 1,209,350
Depreciation and amortization 478,613 205,466
General and administrative 744,639 468,929
------------- ---------
9,500,762 6,149,762
------------- ---------
Income from operations 1,404,388 706,960
Interest expense, net 63,592 55,997
------------- ---------
Earnings before taxes 1,340,796 650,963
Income taxes (note 3) 482,687 230,571
------------- ---------
Net earnings (note 3) $ 858,109 420,392
============= =========
Earnings per share (note 3) $ 0.26 0.21
============= =========
Weighted average shares outstanding (note 3) 3,312,136 2,045,000
============= =========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 4
LOGAN'S ROADHOUSE, INC.
(FORMERLY LOGAN'S PARTNERSHIP)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Sixteen Weeks Ended
April 21, 1996 April 16, 1995
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 858,109 650,963
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 478,613 205,467
Net effect of changes in current assets and
current liabilities 203,034 (162,983)
------------- ----------
Net cash provided by operating activities 1,539,756 693,447
------------- ----------
Cash flows from investing activities:
Additions to property, plant and equipment (2,625,817) (1,407,084)
Increase in other assets (3,000) -
------------- ----------
Net cash used by investing activities (2,628,817) (1,407,084)
------------- ----------
Cash flows from financing activities:
Net proceeds from secondary public offering 20,759,994 -
Proceeds from issuance of long-term debt - 677,000
Payments on long-term obligations (2,579,251) (93,624)
Partner distributions and costs relating to the
formation of the new corporate structure - (238,229)
------------- ----------
Net cash provided by financing activities 18,180,743 345,147
------------- ----------
Net increase (decrease) in cash 17,091,682 (368,490)
Cash and cash equivalents, beginning of period 2,260,776 400,123
------------- ----------
Cash and cash equivalents, end of period $ 19,352,458 31,633
============= ==========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE> 5
LOGAN'S ROADHOUSE, INC.
(FORMERLY LOGAN'S PARTNERSHIP)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
SIXTEEN WEEKS ENDED APRIL 21, 1996 AND APRIL 16, 1995
(1) BASIS OF PRESENTATION
The accompanying financial statements have been prepared by the
Company without audit, with the exception of the December 31, 1995 balance
sheet which was derived from the audited financial statements included in the
Company's December 31, 1995 Annual Report. The financial statements include
balance sheets, statements of earnings and statements of cash flows and have
been prepared in accordance with generally accepted accounting principles for
interim financial reporting and in accordance with Item 310 (b) of Regulation
S-B.
From inception through July 25, 1995, the Company was a partnership
and, accordingly, incurred no federal or state income tax liability. The
discussion of financial condition and results of operations included in the
paragraphs that follow reflect a pro forma adjustment for federal and state
taxes that would have been recorded during the first quarter of 1995 if the
Company had been subject to corporate income taxes for such period.
In the opinion of management, the unaudited interim financial
statements contained in this report reflect all adjustments, consisting of only
normal recurring accruals, which are necessary for a fair presentation of the
financial position and the results of operations for the interim periods
presented. The results of operations for any interim period are not
necessarily indicative of results for the full year.
These financial statements, note disclosures and other information
should be read in conjunction with the "Selected Financial Data" financial
statements and the notes thereto included in the Company's December 31, 1995
Annual Report.
For accounting purposes, the Company has adopted a 52/53 week fiscal
year ending on the last Sunday in December. For financial reporting purposes,
the first quarter consists of sixteen weeks with the second, third and fourth
quarters each consisting of twelve weeks (thirteen weeks in the 4th Quarter of
a 53 week year).
(2) REGISTERED PUBLIC OFFERINGS
On July 26, 1995, the Company completed its initial public offering
whereby 1.1 million shares of common stock were sold in a registered offering.
Proceeds to the Company (after underwriting discounts and expenses) amounted to
approximately $13.3
5
<PAGE> 6
million. The net proceeds were used to repay approximately $1.7 million under
its existing line of credit and to purchase for approximately $6.1 million
land, buildings and leasehold improvements for five restaurants which had
previously been leased. The remaining $5.5 million of net proceeds have been
used, together with cash from operations and borrowings, to fund the
development of additional restaurants and for the maintenance and improvement
of existing restaurants.
Pursuant to a registered public offering on April 10, 1996, the
Company sold 862,500 common shares at $26.00 per share. After deducting
expenses of the offering, proceeds to the Company amounted to approximately
$20.8 million. From the net proceeds the Company has repaid approximately $2.4
million of outstanding indebtedness and plans to use the remaining $18.4
million of net proceeds, together with cash on hand and cash flow from
operations, to open 11 or 12 additional restaurants during the remainder of
1996 and 1997, depending on the availability of quality sites, the hiring and
training of sufficiently skilled management and other personnel and other
factors. The Company currently has 4,007,500 common shares outstanding.
(3) FORMATION OF LOGAN'S ROADHOUSE, INC. AND PRO FORMA ADJUSTMENTS
Prior to the effective date of the initial public offering (July 26,
1995), the Company operated as a partnership. On July 25, 1995, the partners
of Logan's Partnership exchanged their respective partnership interests for an
aggregate of 2,045,000 shares of common stock of the Company pursuant to a
reorganization. Logan's Partnership's historical carrying value for assets and
liabilities carried over to the Company upon consummation of the
reorganization. Income taxes on earnings of the Company through April 16, 1995
were the responsibility of the partners. Income tax expense as reflected for
the period ended April 16, 1995, provided for pro forma income taxes in
accordance with Statement of Financial Accounting Standards No. 109, Accounting
for Income Taxes assuming that a corporation existed during the entire period.
Net earnings per share for the period ended April 16, 1995, is based on the
number of shares which would have been outstanding assuming the partners had
been shareholders and is based on the number of shares the partners received
when the reorganization was consummated.
6
<PAGE> 7
(4) LONG-TERM OBLIGATIONS
The following is a summary of long-term obligations at April 21, 1996
and December 31, 1995, respectively.
<TABLE>
<CAPTION>
April 21, 1996 December 31, 1995
-------------- ------------------
<S> <C> <C>
Installment notes payable bearing interest at prime rate
(8.5% at Dec. 31, 1995). The notes were secured by
certain furniture, fixtures and equipment and were paid
prior to maturity . . . . . . . . . . . . . . . . . . . . . . . - 1,659,988
Capital lease obligations with interest rates ranging
from 8.8% to 12.8% . . . . . . . . . . . . . . . . . . . . . . - 648,910
Unsecured installment notes payable to a fianancing
company bearing interest at 8.4%. The notes were paid
prior to maturity . . . . . . . . . . . . . . . . . . . . . . - 270,353
---------
- 2,579,251
Less current installments, including capital lease
obligations . . . . . . . . . . . . . . . . . . . . . . . . . . - (639,439)
---------
- 1,939,812
=========
</TABLE>
7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
General
The following discussion includes comments and data relating to the
Company's financial condition and results of operations for the first quarter
(16 weeks) ended April 21, 1996. This section should be read in connection
with the Selected Financial Data and financial statements and related notes
included in the Company's December 31, 1995 Annual Report.
On April 10, 1996, the Company completed a secondary offering whereby
it sold 862,500 shares of common stock in a registered offering. Proceeds to
the Company (after underwriting discounts and expenses) amounted to
approximately $20.8 million. The Company currently has 4,007,500 common shares
outstanding.
Results of Operations
The following table sets forth for the periods indicated, the
percentages which items in the statements of earnings bear to net sales.
<TABLE>
<CAPTION>
Percentage of Net Restaurant Sales
----------------------------------
1st Quarter
(16 Weeks Ended)
---------------
April 21, 1996 April 16,1995
-------------- --------------
<S> <C> <C>
Net restaurant sales . . . . . . . . . . . . . . . . . . . 100.0% 100.0%
Costs and expenses:
Food and beverage . . . . . . . . . . . . . . . . . 33.0 35.4
Labor and benefits . . . . . . . . . . . . . . . . 27.6 26.9
Occupancy and other . . . . . . . . . . . . . . . . 15.3 17.6
Depreciation and amortization . . . . . . . . . . . 4.4 3.0
General and administrative . . . . . . . . . . . . 6.8 6.8
------ ------
Total operating costs and expenses . . . .
87.1 89.7
------ ------
Operating income . . . . . . . . . . . . . 12.9 10.3
Interest expense, net . . . . . . . . . . . . . . . . . . . .6 .8
------ ------
Earnings before taxes . . . . . . . . . . . 12.3 9.5
Income taxes . . . . . . . . . . . . . . . . . . . . . . . 4.4 3.4
------ ------
Net earnings . . . . . . . . . . . . . . . 7.9% 6.1%
====== ======
</TABLE>
8
<PAGE> 9
Net restaurant sales
Sales during the first quarter (16 weeks) of 1996 increased 59.0% when
compared to the first quarter of 1995. The following table indicates
percentage sales changes by components for the first quarter of 1996 as
compared to the first quarter of 1995.
<TABLE>
<CAPTION>
1st Quarter
(16 weeks)
Ended April 21, 1996
--------------------
% of
Restaurants No. Change
----------- --- ------
<S> <C> <C>
In operation, for comparable quarters 5 (0.2%)
Newly opened (non-comparable) 5 59.2
-- ----
10 59.0%
== ====
</TABLE>
Since the beginning of the first quarter of 1995, the Company has opened
five new restaurants bringing to ten the number of restaurants in operation at
April 21, 1996. The 0.2% decrease in same store sales for the first quarter of
1996 is primarily attributable to the unusually severe winter weather in
January and early February in all of the Company's markets as well as a
relatively high 10.6% increase in same store sales for the first quarter of
1995. In late November 1995, the Company implemented a 3.0% menu price
increase. Alcoholic beverage sales, consisting of liquor and beer, accounted
for 12.5% and 13.0% of net restaurant sales for the first quarters of 1996 and
1995, respectively. Management attributes the decrease to an overall increase
in the Company's lunch sales and a relative decrease in liquor sales as a
percentage of alcoholic beverage sales.
Food and beverage costs
This category consists of the cost of all food and beverages, including
alcoholic and non-alcoholic beverages. In addition, the cost of peanuts, which
are complimentary to all customers, are reflected in this category.
Food and beverage costs decreased 2.4% as a percentage of net sales from
35.4% in the first quarter of 1995 to 33.0% in the first quarter of 1996.
Management attributes the first quarter 2.4% decline to lower beef prices and
the switch to a new food distributor during the fourth quarter of 1995. The
prices of the Company's commodities (beef, pork, chicken, seafood and produce)
are subject to seasonal fluctuations. Accordingly, food cost results for the
first quarter may not necessarily be indicative of results to be expected for
the year. The Company has historically experienced higher food costs during
the spring (second quarter) and summer (third quarter) time periods.
9
<PAGE> 10
Labor and benefits
Labor and benefits include restaurant management salaries, bonuses, hourly
wages for unit level employees, payroll taxes and various employee benefit
programs.
As a percentage of net sales, labor and benefits increased .7% from 26.9%
in the first quarter of 1995 to 27.6% in the first quarter of 1996. The first
quarter increase of .7% is primarily attributable to the effects of the adverse
winter weather that disrupted labor schedules and efficiency. In addition, the
Company opened a new unit during the quarter with associated high labor costs.
Generally, when a new restaurant opens, management budgets and incurs labor
costs approximately 15% higher than normal to accommodate the initial increased
business and to ensure a high level of food quality and service to its
customers. As the new staff gains experience over a 30-60 day post-opening
period, hourly labor schedules are gradually adjusted to provide maximum
efficiency with existing sales volume.
Occupancy and other
Occupancy and other costs and expenses are primarily fixed in nature and,
with the exception of rent and advertising, generally do not vary with unit
sales volume. Rent, insurance, property taxes, utilities, maintenance and
advertising account for the major expenditures in this category.
These costs, as a percentage of net sales, have declined 2.3% from 17.6%
in the first quarter of 1995 to 15.3% in the first quarter of 1996.
As a result of operating with a larger restaurant base during the first
quarter, occupancy and other costs and expenses have increased in total
absolute dollars. The percentage decline of 2.3% in the first quarter is
primarily attributable to the elimination of a substantial amount of rent
expense. In connection with the Company's initial public offering in July,
1995, five leased facilities consisting of land, buildings and leasehold
improvements were purchased for $6.1 million. Accordingly, rent expense in
this category has significantly declined since July 1995.
Depreciation and amortization
The Company records depreciation on its property and equipment on a
straight-line basis over an estimated useful life. In addition, this category
also includes amortization of a new restaurant's pre-opening costs, which
include costs of hiring and training the initial staff and certain other costs.
The pre-opening costs are amortized on a straight-line basis over a one-year
period commencing with a restaurant's opening. As of April 21, 1996, the
Company had unamortized pre-opening costs of $438,961.
10
<PAGE> 11
For the first quarter of 1996, depreciation and amortization amounted to
$478,613, an increase of $273,147 or 132.9% over the comparable period in 1995.
As a percentage of net restaurant sales, these expenses were 4.4% and 3.0% for
the first quarters of 1996 and 1995, respectively. These increases are
primarily the result of the aforementioned purchase of five leased facilities
and of increased depreciation and amortization resulting from the opening of
five new restaurants since the beginning of 1995. Although the Company prefers
to own rather than lease its restaurant facilities and plans to pursue this
policy, where possible, in subsequent quarters, the Company will continue to
lease properties in certain locations.
General and administrative
General and administrative expenses include all corporate and
administrative functions that serve to support the existing restaurant base and
provide the infrastructure for future growth. Management, supervisory and
staff salaries, employee benefits, data processing, training, rent and office
supplies are the major items of expense in this category.
For the first quarter of 1996, general and administrative expenses
amounted to $744,639, an increase of $275,710 or 58.8% over the comparable
period in 1995. As a percentage of net sales, these expenses were 6.8% for
both the first quarters of 1996 and 1995.
The dollar increase is primarily attributable to the Company significantly
expanding its management and staff personnel in the areas of finance,
accounting, human resources, operations, training and real estate reflecting
the increased level of organizational support necessary to support the
Company's growing restaurant base. Since July 1995, the Company has also
incurred certain additional costs associated with operating as a public
company. Because of the Company's expansion plans and the expected increase in
net sales as a result thereof, management expects these expenses to continue to
increase during 1996 in absolute dollars, but to decline slightly as a
percentage of net sales. For a discussion of factors affecting the Company's
plans to open additional restaurants, see "Liquidity and Capital Resources".
Interest expense, net
Interest expense primarily includes costs and expenses associated with
various debt-financed capital expenditures and capital leases, net of interest
income from short-term investments.
For the first quarter of 1996, net interest expense amounted to $63,592,
an increase of $7,595 or 13.6% over the comparable period in 1995. As a
percentage of net sales, this expense was .6% and .8% for the first quarters of
1996 and 1995, respectively.
11
<PAGE> 12
Income taxes
The effective tax rates for the first quarters of 1996 and 1995 were 36.0%
and 35.4%, respectively. From inception through July 25, 1995, the Company was
a partnership and accordingly incurred no federal or state income tax
liability. Included in the first quarter of 1995 is a pro forma adjustment
that provides for statutory federal and state tax rates then in effect as
though the Company had been subject to corporate income taxes for the period
indicated.
Net earnings
As a result of the factors discussed above, net earnings in the first
quarter of 1996 increased 104.1% to $858,109 or 7.9% of net sales from $420,392
or 6.1% of net sales in the first quarter of 1995. Earnings per share
increased 23.8% in the first quarter of 1996 to 26c. from 21c. in the first
quarter of 1995 with a 62.0% increase in common shares outstanding.
Liquidity and Capital Resources
On April 10, 1996, the Company completed a secondary offering whereby
862,500 shares of common stock were sold in a registered offering. Proceeds to
the Company (after underwriting discounts and expenses) amounted to
approximately $20.8 million. From the net proceeds, the Company has repaid
approximately $2.4 million of outstanding indebtedness and plans to use the
remaining $18.4 million of net proceeds, together with cash on hand and cash
flow from operations to open 11 or 12 additional restaurants during the
remainder of 1996 and 1997. The Company's ability to expand the number of its
restaurants will depend on a number of factors, including the selection and
availability of quality restaurant sites, the negotiation of acceptable lease
or purchase terms, the securing of required governmental permits and approvals,
the adequate supervision of construction, the hiring, training and retaining of
skilled management and other personnel, the availability of adequate financing
and other factors, many of which are beyond the control of the Company. The
hiring and retention of management and other personnel may be difficult given
the low unemployment rates in the areas in which the Company intends to
operate. There can be no assurance that the Company will be successful in
opening the number of restaurants anticipated in a timely manner. Furthermore,
there can be no assurance that the Company's new restaurants will generate
sales revenue or profit margins consistent with those of the Company's existing
restaurants, or that these new restaurants will be operated profitably.
The Company's principal capital needs arise from the development of new
restaurant facilities and, to a lesser extent, maintenance and improvement of
its existing facilities. Prior to the Company's initial public offering in
late July 1995, the principal sources of capital to fund the aforementioned
expenditures have been cash flow, bank borrowings and lease financing. The
following table provides certain information regarding the Company's sources
and uses of capital for the periods presented.
12
<PAGE> 13
<TABLE>
<CAPTION>
1st Quarter
(16 Weeks) Fiscal Year Ended
Ended -----------------------------
April 21, 1996 Dec. 31, 1995 Dec. 25, 1994
-------------- ------------- -------------
(in thousands)
<S> <C> <C> <C>
Cash flow from operations . . . . . . . . . $ 1,540 $ 3,022 $ 2,195
Net proceeds from public offering . . . . . 20,760 13,048 -
Capital expenditures . . . . . . . . . . . (2,626) (13,886) (2,047)
Net borrowings (repayments) . . . . . . . . (2,579) 529 806
</TABLE>
Since inception, the Company's single largest use of funds has been for
capital expenditures consisting of land, building, equipment and preopening
costs associated with its restaurant expansion program. The substantial growth
of the Company over the period has not required significant additional working
capital. Sales are predominately cash and the business does not require
significant receivables or inventories. In addition, it is common to receive
trade credit for the purchase of food, beverage and supplies, thereby reducing
the need for incremental working capital to support sales increases.
The Company prefers to own its restaurant facilities when possible rather
than lease. The cost of developing the Company's prototype Logan's Roadhouse
restaurant is estimated to range from $1.9 to $2.5 million, including $825,000
for building costs, $400,000 for equipment costs and $150,000 for preopening
costs. Land acquisition costs, including site preparation, are the most
variable development costs and are estimated to range between $500,000 and $1.1
million. The cost of development for a new restaurant will not include land
acquisition costs if the property is leased rather than purchased. The Company
plans to open 11 or 12 restaurants during the remainder of 1996 and in 1997,
depending on the availability of quality sites, the hiring and training of
sufficiently skilled management and other personnel and other factors.
Capital expenditures and preopening costs planned for 1996 total
approximately $12.2 million. Of this amount, $11.8 million will be used for
the development of eight new restaurants, five of which are scheduled to open
in 1996 (two of which are under construction), and $350,000 will be used for
various renovations and replacements of equipment in existing restaurants. In
1997, capital expenditures and preopening costs are estimated to range from
approximately $14.0 million to $16.3 million for the development of 10 or 11
new restaurants of which seven or eight are expected to be opened in 1997. In
addition, the Company plans to spend $200,000 in 1997 to renovate and replace
equipment in existing restaurants.
Management believes that the net proceeds of the secondary offering,
together with available cash reserves and cash provided from operations, will
be sufficient to fund the Company's expansion plans through 1997. Should the
Company's actual results of operations fall short of, or its rate of expansion
significantly exceed it plans, or should its costs or capital expenditures
exceed expectations, the Company may need to seek
13
<PAGE> 14
additional financing in the future. In negotiating such financing, there can
be no assurance that the Company will be able to raise additional capital on
terms satisfactory to the Company.
In order to provide any additional funds necessary to pursue the Company's
growth strategy, the Company may incur, from time to time, additional short and
long-term bank indebtedness and may issue, in public or private transactions,
its equity and debt securities, the availability and terms of which will depend
upon market and other conditions. There can be no assurance that such
additional financing will be available on terms acceptable to the Company.
This report contains certain forward-looking statements, including those
relating to the opening of additional restaurants and planned capital
expenditures, each of which is accompanied by specific, cautionary language.
14
<PAGE> 15
PART II - OTHER INFORMATION
Item 6: Exhibits and Reports on Form 8-K
(a) Exhibits.
Exhibit
Number Description of Exhibits
------ -----------------------
*10.1 -- Loan Agreement, dated February 16, 1996, between
the Registrant and First American National Bank
*10.2 -- Master Secured Promissory Note, dated February 16,
1996, of the Registrant to First American
National Bank
*10.3 -- Letter Agreement, dated January 9, 1996, between
the Registrant and Coca-Cola Fountain
*10.4 -- Area Development Agreement, dated January 12,
1996, between the Registrant, L. W. Group, Inc.
and David K. Wachtel, Jr.
*10.5 -- Franchise Agreement, dated January 12, 1996,
between the Registrant, L. W. Group, Inc. and
David K. Wachtel, Jr.
27 -- Financial Data Schedule(for SEC use only).
- -------------------------
* Incorporated by reference to the Registrant's Registration Statement on
Form SB-2 (Registration No. 333-2570).
(b) Reports on Form 8-K
The Company has not filed any reports on Form 8-K during the quarter
for which this report is filed.
15
<PAGE> 16
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
LOGAN'S ROADHOUSE, INC.
By: /s/ David J. McDaniel
------------------------------------------
David J. McDaniel,
Vice President, Treasurer and Secretary
(Chief Financial Officer)
Date: June 4, 1996
16
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM LOGAN'S
ROADHOUSE INC. UNAUDITED FINANCIAL STATEMENTS FOR THE QUARTER (SIXTEEN WEEKS)
ENDED APRIL 21, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> 0
<S> <C>
<PERIOD-TYPE> 4-MOS
<FISCAL-YEAR-END> DEC-29-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> APR-21-1996
<EXCHANGE-RATE> 1
<CASH> 19,352,458
<SECURITIES> 0
<RECEIVABLES> 197,812
<ALLOWANCES> 0
<INVENTORY> 182,912
<CURRENT-ASSETS> 20,317,828
<PP&E> 20,033,708
<DEPRECIATION> 1,073,021
<TOTAL-ASSETS> 39,337,531
<CURRENT-LIABILITIES> 2,482,934
<BONDS> 0
0
0
<COMMON> 40,075
<OTHER-SE> 36,632,622
<TOTAL-LIABILITY-AND-EQUITY> 39,337,531
<SALES> 10,905,150
<TOTAL-REVENUES> 10,905,150
<CGS> 3,596,148
<TOTAL-COSTS> 9,500,762
<OTHER-EXPENSES> 63,592
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 63,592
<INCOME-PRETAX> 1,340,796
<INCOME-TAX> 482,687
<INCOME-CONTINUING> 858,109
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 858,109
<EPS-PRIMARY> 0.26
<EPS-DILUTED> 0.26
</TABLE>
