UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 11, 2016

 

ARK RESTAURANTS CORP.

(Exact name of registrant as specified in its charter)

 

New York   1-09453   13-3156768  
(State or other jurisdiction
of incorporation) 		  (Commission
File Number) 		  (IRS Employer
Identification No.)

 

85 Fifth Avenue
New York, New York 10003
(Address of principal executive offices, with zip code)

 

Registrant’s telephone number, including area code: (212) 206-8800

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
 
Item 2.02 Results of Operations and Financial Condition.

 

On August 11, 2016, ARK Restaurants Corp. (the “Company”) issued a press release announcing financial results for the third quarter ended July 2, 2016. A copy of the press release titled “Ark Restaurants Announces Financial Results for the Third Quarter of 2016” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The press release contains certain non-GAAP Disclosures-Continuing Operations EBITDA-Earnings before interest, taxes, depreciation and amortization adjusted for non-cash stock option expense and non-controlling interests. Although EBITDA is not a measure of performance or liquidity calculated in accordance with generally accepted accounting principles (GAAP), the Company believes the use of this non-GAAP financial measure enhances an overall understanding of the Company’s past financial performance, as well as providing useful information to the investor because of its historical use by the Company as both a performance measure and measure of liquidity, and the use of EBITDA by virtually all companies in the restaurant sector as a measure of both performance and liquidity.

 

This information is intended to be furnished under this Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.
   
(d) Exhibits
   
99.1 Press Release, dated August 11, 2016.
2

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ARK RESTAURANTS CORP.
     
        /s/ Michael Weinstein
  By: Name: Michael Weinstein
    Title: Chief Executive Officer
     
Date: August 11,  2016    
3

EXHIBIT 99.1

 

Ark Restaurants Announces Financial Results for the
Third Quarter of 2016

 

CONTACT:

Robert Stewart

(212) 206-8800
bstewart@arkrestaurants.com

 

NEW YORK, New York – August 11, 2016 -- Ark Restaurants Corp. (NASDAQ:ARKR) today reported financial results for the third quarter ended July 2, 2016.

 

Total revenues for the three-month period ended July 2, 2016 were $41,233,000 versus $40,375,000 for the three months ended June 27, 2015. The three-month period ended July 2, 2016 includes revenues related to Shuckers in Jensen Beach, FL which was acquired in October 2015 and the Southwest Porch in Bryant Park, NY which was opened in July 2015, totaling $2,398,000. Last year’s three-month period included revenues of $1,142,000 related to two properties closed during or subsequent to the quarter due to lease expirations.

 

Total revenues for the nine-month period ended July 2, 2016 were $111,614,000 versus $105,282,000 for the nine months ended June 27, 2015. The nine-month period ended July 2, 2016 includes incremental revenues related to the Rustic Inn in Jupiter, FL, which opened in February 2015, Shuckers in Jensen Beach, FL, which was acquired in October 2015, and Southwest Porch in Bryant Park, NY, which was opened on July 1, 2015, totaling $7,279,000. Last year’s nine-month period included revenues of $3,170,000 related to four properties closed subsequent to the quarter-end due to lease expirations.

 

Company-wide same store sales decreased 1.6% for the three-month period ended July 2, 2016 compared to the same three month period last year and were unchanged for the nine-month period ended July 2, 2016 compared to the same nine month period last year.

 

The Company’s EBITDA, adjusted for non-cash stock option expense and non-controlling interests, for the three-month period July 2, 2016 was $6,021,000 versus $5,570,000 during the same three-month period last year. Net income for the three-month period ended July 2, 2016 was $3,367,000, or $0.99 per basic share ($0.96 per diluted share), as compared to net income of $3,241,000, or $0.95 per basic share ($0.92 per diluted share), for the same three-month period last year.

 

The Company’s EBITDA, adjusted for non-cash stock option expense and non-controlling interests for the nine-month period ended July 2, 2016 was precisely the same as last year’s nine-month period, $8,392,000 versus $8,392,000. Net income for the nine-month period ended July 2, 2016 was $3,043,000, or $0.89 per basic share ($0.87 per diluted share), as compared to net income of $3,381,000, or $1.00 per basic share ($0.97 per diluted share), for the same nine-month period last year.

 

Included in net income for the three and nine-month periods ended July 2, 2016 is the reversal of accrued liabilities relating to the resolution of a legal matter resolved in the Company’s favor and the correction of an immaterial error in previously issued financial statements related to an

 

overstatement of a rent liability. The adjustments totaled $1,206,000 and were recorded as a reduction of occupancy expenses in the three month period ended July 2, 2016 with corresponding adjustments to tax expense and net income attributable to non-controlling interests in the amounts of $229,000 and $337,000, respectively ($0.19 per basic and $0.18 per diluted share). Excluding these adjustments net income and EBITDA, adjusted for non-cash stock option expense and non-controlling interests would have been $2,728,000 and $5,153,000, respectively, for the three –month period ended July 2, 2016 and $2,403,000 and $7,523,000, respectively, for the nine-month period ended July 2, 2016.

 

As of July 2, 2016 the Company had cash and cash equivalents totaling $8,519,000. The Company has notes payable outstanding, the proceeds of which were used to finance the purchases of membership interests in Ark Hollywood/Tampa Investment, LLC, the purchase of The Rustic Inn in Dania Beach, Florida and the purchase of Shuckers, with an outstanding balance of $8,546,000, net of the unamortized balance of deferred financing costs in the amount of $99,000 at July 2, 2016.

 

Ark Restaurants owns and operates 21 restaurants and bars, 19 fast food concepts and catering operations primarily in New York City, Florida, Washington, D.C. and Las Vegas, NV. Six restaurants are located in New York City, two are located in Washington, D.C., five are located in Las Vegas, Nevada, three are located in Atlantic City, New Jersey, one is located at the Foxwoods Resort Casino in Ledyard, Connecticut, one is located in Boston, Massachusetts and three are located in Florida. The Las Vegas operations include four restaurants within the New York-New York Hotel & Casino Resort and operation of the hotel’s room service, banquet facilities, employee dining room and six food court concepts and one restaurant within the Planet Hollywood Resort and Casino. In Atlantic City, New Jersey, the Company operates a restaurant and a bar in the Resorts Atlantic City Hotel and Casino and a restaurant in the Tropicana Hotel and Casino. The operations at the Foxwoods Resort Casino include one fast food concept and one restaurant. In Boston, Massachusetts, the Company operates a restaurant in the Faneuil Hall Marketplace. The Florida operations include two Rustic Inn’s, one in Dania Beach, Florida and one in Jupiter, Florida, Shuckers in Jensen Beach, Florida and the operation of five fast food facilities in Tampa, Florida and seven fast food facilities in Hollywood, Florida, each at a Hard Rock Hotel and Casino operated by the Seminole Indian Tribe at these locations.

 

Except for historical information, this news release contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve unknown risks, and uncertainties that may cause the Company’s actual results or outcomes to be materially different from those anticipated and discussed herein. Important factors that might cause such differences are discussed in the Company’s filings with the Securities and Exchange Commission. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Actual results could differ materially from those anticipated in these forward-looking statements, if new information becomes available in the future.

 

ARK RESTAURANTS CORP.

Consolidated Statements of Income

For the 13 and 39-week periods ended July 2, 2016 and June 27, 2015

 

(In Thousands, Except per share amounts)

 

    13 weeks ended     13 weeks ended     39 weeks ended     39 weeks ended  
    July 2,     June 27,     July 2,     June 27,  
    2016     2015     2016     2015  
                         
TOTAL REVENUES   $ 41,233     $ 40,375     $ 111,614     $ 105,282  
                                 
COST AND EXPENSES:                                
                                 
Food and beverage cost of sales     10,656       10,573       29,440       28,491  
Payroll expenses     12,895       12,019       38,100       34,158  
Occupancy expenses     3,309       4,351       11,891       12,367  
Other operating costs and expenses     4,999       4,858       14,485       13,473  
General and administrative expenses     2,956       2,769       8,996       8,200  
Depreciation and amortization     1,109       1,104       3,384       3,308  
                                 
Total costs and expenses     35,924       35,674       106,296       99,997  
                                 
OPERATING INCOME     5,309       4,701       5,318       5,285  
                                 
OTHER (INCOME) EXPENSE:                                
                                 
Interest (income) expense, net     104       69       280       171  
Other (income) expense, net     (217 )     (42 )     (439 )     (164 )
Total other income (expense), net     (113 )     27       (159 )     7  
                                 
INCOME BEFORE PROVISION FOR INCOME TAXES     5,422       4,674       5,477       5,278  
                                 
Provision for income taxes     1,362       1,051       1,398       1,219  
                                 
CONSOLIDATED NET INCOME     4,060       3,623       4,079       4,059  
                                 
Net income attributable to non-controlling interests     (693 )     (382 )     (1,036 )     (678 )
                                 
NET INCOME ATTRIBUTABLE TO ARK RESTAURANTS CORP.   $ 3,367     $ 3,241     $ 3,043     $ 3,381  
                                 
NET INCOME PER ARK RESTAURANTS CORP. COMMON SHARE:                                
Basic   $ 0.99     $ 0.95     $ 0.89     $ 1.00  
Diluted   $ 0.96     $ 0.92     $ 0.87     $ 0.97  
                                 
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:                                
Basic     3,418       3,403       3,418       3,388  
Diluted     3,494       3,517       3,504       3,500  
                                 
                                 
EBITDA Reconciliation:                                
Pre tax income   $ 5,422     $ 4,674     $ 5,477     $ 5,278  
Depreciation and amortization     1,109       1,104       3,384       3,308  
Interest expense, net     104       69       280       171  
EBITDA (a)   $ 6,635     $ 5,847     $ 9,141     $ 8,757  
                                 
EBITDA adjusted for non-cash stock option expense, and non-controlling interests:                                
EBITDA (as defined) (a)   $ 6,635     $ 5,847     $ 9,141     $ 8,757  
Net income attributable to non-controlling interests     (693 )     (382 )     (1,036 )     (678 )
Non-cash stock option expense     79       105       287       313  
EBITDA, as adjusted   $ 6,021     $ 5,570     $ 8,392     $ 8,392  

 

(a) EBITDA is defined as earnings before interest, taxes, depreciation and amortization and cumulative effect of changes in accounting principle. Although EBITDA is not a measure of performance or liquidity calculated in accordance with generally accepted accounting principles (GAAP), the Company believes the use of this non-GAAP financial measure enhances an overall understanding of the Company’s past financial performance as well as providing useful information to the
 
  investor because of its historical use by the Company as both a performance measure and measure of liquidity, and the use of EBITDA by virtually all companies in the restaurant sector as a measure of both performance and liquidity. However, investors should not consider this measure in isolation or as a substitute for net income (loss), operating income (loss), cash flows from operating activities or any other measure for determining the Company’s operating performance or liquidity that is calculated in accordance with GAAP, it may not necessarily be comparable to similarly titled measures employed by other companies. A reconciliation of EBITDA to the most comparable GAAP financial measure, pre-tax income, is included above.