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): February 11, 2019

 

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

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

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 February 11, 2019, ARK Restaurants Corp. (the “Company”) issued a press release announcing financial results for the first quarter of 2019. A copy of the press release titled “Ark Restaurants Announces Financial Results for the First Quarter of 2019” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The press release contains certain non-GAAP Disclosure - Continued Operations, EBITDA-Earnings before interest, taxes, depreciation and amortization adjusted for 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 February 11, 2019

 

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: February 19, 2019

 

Exhibit 99.1

 

Ark Restaurants Announces Financial Results for the
First Quarter of 2019

 

CONTACT:

Anthony J. Sirica

(212) 206-8800
ajsirica@arkrestaurants.com

 

NEW YORK, New York – February 11, 2019 -- Ark Restaurants Corp. (NASDAQ:ARKR) today reported financial results for the first quarter ended December 29, 2018.

 

Total revenues for the three-month period ended December 29, 2018 were $40,548,000 versus $39,340,000 for the three months ended December 30, 2017.

 

Company-wide same store sales increased 2.9% for the three-month period ended December 29, 2018 compared to the same three month period in the prior year.

 

The Company’s EBITDA, adjusted for non-controlling interests, non-cash stock option expense and losses incurred on the closure of Durgin-Park discussed below, for the three-month period ended December 29, 2018 was $2,543,000 versus $2,071,000 during the same three-month period in the prior year.

 

As of December 29, 2018, the Company determined that it would not be able to operate Durgin-Park profitably due to decreased traffic at the Faneuil Hall Marketplace in Boston, MA, where it is located, and rising labor costs. As a result, included in the Statement of Operations for the 13 weeks ended December 29, 2018 is a loss on closure in the amount of $1,067,000 consisting of: (i) impairment of trademarks of $721,000, (ii) accelerated depreciation of fixed assets of $333,000, and (iii) write-offs of prepaid expenses of $13,000. The restaurant was closed on January 12, 2019.

 

Net income (loss) for the three-month period ended December 29, 2018, which includes losses as a result of non-cash write-offs on the closure of Durgin-Park in the amount of $1,067,000, was ($62,000), or ($0.02) per basic and diluted share compared to net income of $1,627,000, or $0.47 per basic share ($0.46 per diluted share), for the same three-month period last year. The three-month period ended December 30, 2017 includes a discrete income tax benefit of $1.2 million related to changes in the tax law.

 

Ark Restaurants owns and operates 19 restaurants and bars, 19 fast food concepts and catering operations primarily in New York City, Florida, Washington, D.C, Las Vegas, Nevada and the gulf coast of Alabama. Five 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, two are located on the east coast of Florida and two are located on the Gulf Coast of Alabama. 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 consist of one fast food concept. The Florida operations include the Rustic Inn in Dania Beach, Shuckers, located in Jensen Beach, the

 

operation of five fast food facilities in Tampa, and seven fast food facilities in Hollywood, each at a Hard Rock Hotel and Casino operated by the Seminole Indian Tribe. In Alabama, the Company operates two Original Oyster Houses, one in Gulf Shores, Alabama and one in Spanish Fort, Alabama.

 

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 Operations

For the 13 week periods ended December 29, 2018 and December 30, 2017

 

(In Thousands, Except per share amounts)  

 

   13 weeks ended   13 weeks ended 
         
   December 29,   December 30, 
   2018   2017 
           
TOTAL REVENUES  $40,548   $39,340 
           
COST AND EXPENSES:          
           
Food and beverage cost of sales   10,476    10,218 
Payroll expenses   14,105    13,710 
Occupancy expenses   5,005    5,031 
Other operating costs and expenses   4,975    5,117 
General and administrative expenses   3,409    3,079 
Loss on closure of Durgin-Park   1,067    - 
Depreciation and amortization   1,206    1,303 
           
Total costs and expenses   40,243    38,458 
           
OPERATING INCOME   305    882 
           
INTEREST EXPENSE, net   (297)   (219)
           
INCOME BEFORE PROVISION (BENEFIT) FOR INCOME TAXES   8    663 
           
Provision (benefit) for income taxes   23    (1,078)
           
CONSOLIDATED NET INCOME (LOSS)   (15)   1,741 
           
Net income attributable to non-controlling interests   (47)   (114)
           
NET INCOME (LOSS) ATTRIBUTABLE TO ARK RESTAURANTS CORP.  $(62)  $1,627 
           
NET INCOME (LOSS) PER ARK RESTAURANTS CORP. COMMON SHARE:          
Basic  $(0.02)  $0.47 
Diluted  $(0.02)  $0.46 
           
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:          
Basic   3,474    3,432 
Diluted   3,474    3,549 
           
EBITDA Reconciliation:          
Pre tax income  $8   $663 
Depreciation and amortization   1,206    1,303 
Interest expense, net   297    219 
EBITDA (a)  $1,511   $2,185 
           
EBITDA, adjusted for non-controlling interests, non-cash stock option expense and loss on closure of Durgin-Park:          
EBITDA (as defined) (a)  $1,511   $2,185 
Net income attributable to non-controlling interests   (47)   (114)
Non-cash stock option expense   12    - 
Loss on closure of Durgin-Park   1,067    - 
EBITDA, as adjusted  $2,543   $2,071 
 

(a) EBITDA is defined as earnings before interest, taxes, depreciation and amortization. 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.