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 12, 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 August 12, 2019, ARK Restaurants Corp. (the “Company”) issued a press release announcing financial results for the third fiscal quarter ended June 29, 2019. A copy of the press release titled “Ark Restaurants Announces Financial Results for the Third 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 certain 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 August 12, 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: August 13, 2019
 
 


Exhibit


Exhibit 99.1                                                
Ark Restaurants Announces Financial Results for the
Third Quarter of 2019
 
CONTACT:
Anthony J. Sirica
Chief Financial Officer
(212) 206-8800
ajsirica@arkrestaurants.com

NEW YORK, New York - August 12, 2019 -- Ark Restaurants Corp. (NASDAQ: ARKR) today reported financial results for the third quarter ended June 29, 2019.
Total revenues for the 13 weeks ended June 29, 2019 were $44,807,000 versus $44,800,000 for the 13 weeks ended June 30, 2018. The 13 weeks ended June 29, 2019 includes revenues of $1,239,000, which represents six and half weeks of sales related to JB’s on the Beach in Deerfield Beach, FL which was acquired on May 15, 2019.  The 13 weeks ended June 30, 2018 includes revenues of $725,000 related to Durgin-Park which was closed January 12, 2019.
Total revenues for the 39 weeks ended June 29, 2019 were $120,667,000 versus $119,428,000 for the 39 weeks ended June 30, 2018. The 39 weeks ended June 29, 2019 and June 30, 2018 include revenues of $1,040,000 and $1,933,000, respectively, related to Durgin-Park which was closed January 12, 2019. In addition, the 39 weeks ended June 29, 2019 includes revenues of $1,239,000, which represents six and half weeks of sales related to JB’s on the Beach in Deerfield Beach, FL which was acquired on May 15, 2019.
Company-wide same store sales decreased 1.5% for the 13 weeks ended June 29, 2019 compared to the same period in the prior year.
The Company’s EBITDA, adjusted for non-controlling interests and non-cash stock option expense for the 13 weeks ended June 29, 2019 was $5,838,000 versus $4,773,000 during the same period in the prior year. Net income for the 13 weeks ended June 29, 2019 was $3,962,000, or $1.14 per basic share ($1.12 per diluted share) compared to net income of $2,657,000, or $0.77 per basic share ($0.75 per diluted share) for the same period last 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 39 weeks ended June 29, 2019 was $9,705,000 versus $7,615,000 during the same period in the prior year. Net income for the 39 weeks ended June 29, 2019, which includes non-cash write-offs on the closure of Durgin-Park in the amount of $1,106,000, was $3,231,000, or $0.93 per basic share ($0.92 per diluted share) compared to net income of $3,648,000, or $1.06 per basic share ($1.03 per diluted share), for the same period last year. Net income for the 39 weeks ended June 30, 2018 includes a discrete income tax benefit of $1.2 million related to changes in the tax law.
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 Consolidated Statement of Income for the 39 weeks ended June 29, 2019 are losses on closure in the amount of $1,106,000 consisting of: (i) impairment of trademarks of $721,000, (ii) accelerated depreciation of fixed assets of $333,000, and (iii) write-offs of prepaid and other expenses of $52,000. The restaurant was closed on January 12, 2019.
On May 15, 2019, the Company, through a newly formed, wholly-owned subsidiary, acquired the assets of JB's on the Beach, a restaurant and bar located in Deerfield Beach, Florida. The total purchase price was for $7,000,000 plus inventory. The acquisition is accounted for as a business combination and was financed with a bank loan from the Company’s existing lender in the amount of $7,000,000.
Ark Restaurants owns and operates 20 restaurants and bars, 19 fast food concepts and catering operations primarily in New York City, Florida, Washington, D.C, Las Vegas, NV 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, three 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 in Ledyard, CT consist of one fast food concept. The Florida operations include the Rustic Inn in Dania Beach, Shuckers, located in Jensen Beach, the newly acquired JB’s on the Beach in Deerfield Beach 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. 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 Income
For the 13 and 39-week periods ended June 29, 2019 and June 30, 2018
 
(In Thousands, Except per share amounts)                                                

 
 
13 Weeks Ended
June 29,
2019
 
13 Weeks Ended
June 30,
2018
 
39 Weeks Ended
June 29,
2019
 
39 Weeks Ended
June 30,
2018
 
 
 
 
 
 
 
 
 
TOTAL REVENUES
 
$
44,807

 
$
44,800

 
$
120,667

 
$
119,428

COSTS AND EXPENSES:
 
 

 
 

 
 

 
 

     Food and beverage cost of sales
 
11,714

 
11,874

 
31,982

 
31,832

     Payroll expenses
 
14,864

 
14,685

 
41,948

 
41,386

     Occupancy expenses
 
4,246

 
4,683

 
13,058

 
13,833

     Other operating costs and expenses
 
4,840

 
5,658

 
15,051

 
15,972

     General and administrative expenses
 
3,238

 
2,859

 
8,840

 
8,461

     Depreciation and amortization
 
1,174

 
1,255

 
3,568

 
3,837

     Loss on closure of Durgin-Park
 

 

 
1,106

 

            Total costs and expenses
 
40,076

 
41,014

 
115,553

 
115,321

OPERATING INCOME
 
4,731

 
3,786

 
5,114

 
4,107

INTEREST EXPENSE, NET
 
354

 
299

 
983

 
791

INCOME BEFORE PROVISION FOR INCOME TAXES
 
4,377

 
3,487

 
4,131

 
3,316

Provision for income taxes
 
283

 
562

 
728

 
(661
)
CONSOLIDATED NET INCOME
 
4,094

 
2,925

 
3,403

 
3,977

Net income attributable to non-controlling interests
 
(132
)
 
(268
)
 
(172
)
 
(329
)
NET INCOME ATTRIBUTABLE TO ARK RESTAURANTS CORP.
 
$
3,962

 
$
2,657

 
$
3,231

 
$
3,648

 
 
 
 
 
 
 
 
 
NET INCOME PER ARK RESTAURANTS CORP. COMMON SHARE:
 
 

 
 

 
 

 
 

     Basic
 
$
1.14

 
$
0.77

 
$
0.93

 
$
1.06

     Diluted
 
$
1.12

 
$
0.75

 
$
0.92

 
$
1.03

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:
 
 

 
 

 
 

 
 

     Basic
 
3,481

 
3,440

 
3,477

 
3,436

     Diluted
 
3,530

 
3,558

 
3,531

 
3,554

 
 
 
 
 
 
 
 
 
 EBITDA Reconciliation:
 
 

 
 

 
 

 
 

Pre-tax income
 
$
4,377

 
$
3,487

 
$
4,131

 
$
3,316

Depreciation and amortization
 
1,174

 
1,255

 
3,568

 
3,837

Interest expense, net
 
354

 
299

 
983

 
791

EBITDA (a)
 
$
5,905

 
$
5,041

 
$
8,682

 
$
7,944

EBITDA adjusted for non-controlling interests, non-cash stock option expense and loss on closure of Durgin-Park:
 
 
 
 
 
 
 
 
EBITDA (as defined) (a)
 
$
5,905

 
$
5,041

 
$
8,682


$
7,944

Net income attributable to non-controlling interests
 
(132
)
 
(268
)
 
(172
)
 
(329
)
Non-cash stock option expense
 
65

 

 
89



Loss closure of Durgin-Park
 

 

 
1,106

 

EBITDA, as adjusted
 
$
5,838

 
$
4,773

 
$
9,705

 
$
7,615

 
 
 
 
 
 
 
 
 








(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.