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): May 15, 2019 (May 13, 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:

[   ] 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
[   ] 
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
[   ] 
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
[   ] 
 
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 May 13, 2019, ARK Restaurants Corp. (the “Company”) issued a press release announcing financial results for the second fiscal quarter ended March 30, 2019. A copy of the press release titled “Ark Restaurants Announces Financial Results for the Second Quarter of 2019” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This press release contains certain non-GAAP disclosures related to earnings before interest, taxes, depreciation and amortization ("EBITDA") and EBITDA adjusted for non-cash stock option expense, non-controlling interests, and losses related to the closure of our properties. 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 investors because of its historical use by the Company as both a performance measure and measure of liquidity. In addition, EBITDA is used 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 May 13, 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.
 
 
 
 
By:
/s/ Michael Weinstein
 
 
Name: Michael Weinstein
 
 
Title: Chief Executive Officer
 
 
 
Date: May 15, 2019
 
 


Exhibit


Exhibit 99.1                                                
Ark Restaurants Announces Financial Results for the
Second Quarter of 2019
 
CONTACT:
Anthony J. Sirica
(212) 206-8804
ajsirica@arkrestaurants.com

NEW YORK, New York - May 13, 2019 -- Ark Restaurants Corp. (NASDAQ: ARKR) today reported financial results for the second quarter ended March 30, 2019.
Total revenues for the 13 weeks ended March 30, 2019 were $35,311,000 versus $35,276,000 for the 13 weeks ended March 31, 2018.
Total revenues for the 26 weeks ended March 30, 2019 were $75,859,000 versus $74,628,000 for the 26 weeks ended March 31, 2018. The 26 weeks ended March 30, 2019 and March 31, 2018 include revenues of $1,039,000 and $1,207,000, respectively, related to Durgin-Park which was closed January 12, 2019.
Company-wide same store sales increased 0.9% for the 26 weeks ended March 30, 2019 compared to the same 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 13 weeks ended March 30, 2019 was $1,323,000 versus $769,000 during the same 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 26 weeks ended March 30, 2019 was $3,867,000 versus $2,841,000 during the same 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 Statements of Operations for the 13 and 26 weeks ended March 30, 2019 are losses on closure in the amounts of $39,000 and $1,106,000, respectively, consisting of: (i) impairment of trademarks of $721,000, (ii) accelerated depreciation of fixed assets of $333,000, and (iii) write-offs of prepaid and other expenses of $52,000. The restaurant was closed on January 12, 2019.
Net loss for the 13 weeks ended March 30, 2019, which includes losses as a result of non-cash write-offs on the closure of Durgin-Park in the amount of $39,000, was $669,000, or $0.19 per basic and diluted share compared to a net loss of $637,000, or $0.19 per basic share and diluted share for the same period last year.
Net loss for the 26 weeks ended March 30, 2019, which includes losses as a result of non-cash write-offs on the closure of Durgin-Park in the amount of $1,106,000, was $731,000, or $0.21 per basic and diluted share compared to net income of $990,000, or $0.29 per basic share ($0.28 per diluted share), for the same period last year. The 26 weeks ended March 31, 2018 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 and 26-week periods ended March 30, 2019 and March 31, 2018
 
(In Thousands, Except per share amounts)                                                

 
 
13 Weeks Ended
March 30,
2019
 
13 Weeks Ended
March 31,
2018
 
26 Weeks Ended
March 30,
2019
 
26 Weeks Ended
March 31,
2018
 
 
 
 
 
 
 
 
 
TOTAL REVENUES
 
$
35,311

 
$
35,276

 
$
75,859

 
$
74,628

COSTS AND EXPENSES:
 
 

 
 

 
 

 
 

     Food and beverage cost of sales
 
9,791

 
9,729

 
20,268

 
19,959

     Payroll expenses
 
12,979

 
12,991

 
27,084

 
26,700

     Occupancy expenses
 
3,808

 
4,119

 
8,812

 
9,150

     Other operating costs and expenses
 
5,236

 
5,196

 
10,211

 
10,314

     General and administrative expenses
 
2,193

 
2,525

 
5,601

 
5,603

     Loss on closure of Durgin-Park
 
39

 

 
1,106

 

     Depreciation and amortization
 
1,187

 
1,278

 
2,393

 
2,582

            Total costs and expenses
 
35,233

 
35,838

 
75,475

 
74,308

OPERATING INCOME (LOSS)
 
78

 
(562
)
 
384

 
320

INTEREST EXPENSE, NET
 
(331
)
 
(273
)
 
(629
)
 
(492
)
LOSS BEFORE PROVISION (BENEFIT) FOR INCOME TAXES
 
(253
)
 
(835
)
 
(245
)
 
(172
)
Provision (benefit) for income taxes
 
423

 
(145
)
 
446

 
(1,223
)
CONSOLIDATED NET INCOME (LOSS)
 
(676
)
 
(690
)
 
(691
)
 
1,051

Net (income) loss attributable to non-controlling interests
 
7

 
53

 
(40
)
 
(61
)
NET INCOME (LOSS) ATTRIBUTABLE TO ARK RESTAURANTS CORP.
 
$
(669
)
 
$
(637
)
 
$
(731
)
 
$
990

 
 
 
 
 
 
 
 
 
NET INCOME (LOSS) PER ARK RESTAURANTS CORP. COMMON SHARE:
 
 

 
 

 
 

 
 

     Basic
 
$
(0.19
)
 
$
(0.19
)
 
$
(0.21
)
 
$
0.29

     Diluted
 
$
(0.19
)
 
$
(0.19
)
 
$
(0.21
)
 
$
0.28

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:
 
 

 
 

 
 

 
 

     Basic
 
3,475

 
3,434

 
3,475

 
3,433

     Diluted
 
3,475

 
3,434

 
3,475

 
3,552

 
 
 
 
 
 
 
 
 
 EBITDA Reconciliation:
 
 

 
 

 
 

 
 

Pre-tax loss
 
$
(253
)
 
$
(835
)
 
$
(245
)
 
$
(172
)
Depreciation and amortization
 
1,187

 
1,278

 
2,393

 
2,582

Interest expense, net
 
331

 
273

 
629

 
492

EBITDA (a)
 
$
1,265

 
$
716

 
$
2,777

 
$
2,902

EBITDA adjusted for non-controlling interests, non-cash stock option expense and loss on closure of Durgin-Park
 
 

 
 

 
 

 
 

EBITDA (as defined) (a)
 
$
1,265

 
$
716

 
$
2,777

 
$
2,902

Net (income) loss attributable to non-controlling interests
 
7

 
53

 
(40
)
 
(61
)
Non-cash stock option expense
 
12

 

 
24

 

Loss closure of Durgin-Park
 
39

 

 
1,106

 

EBITDA, as adjusted
 
$
1,323

 
$
769

 
$
3,867

 
$
2,841

 
 
 
 
 
 
 
 
 








(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.