FORM 8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

 

FORM 8-K

 

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

 

Date of Report (Date of earliest event reported): October 25, 2005

BRINKER INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State of Incorporation)

1-10275
(Commission File
Number)

74-1914582
(IRS Employment
Identification No.)

6820 LBJ Freeway
Dallas, Texas 75240
(Address of principal executive offices)

 

Registrant's telephone number, including area code    972-980-9917

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.

The information contained in this Current Report on Form 8-K, including the Exhibit attached hereto, is being furnished and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

On October 25, 2005, Brinker International, Inc. issued a Press Release announcing its first quarter fiscal 2006 results.  A copy of this Press Release is attached hereto as Exhibit 99.

Item 9.01.  Financial Statements and Exhibits.

            (c)     Exhibits.

             99   Press Release, dated October 25, 2005.

 

SIGNATURE

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.

 

BRINKER INTERNATIONAL, INC.

 

Date: October 26, 2005

 

By:    /s/ Douglas H. Brooks                             

     Douglas H. Brooks, Chairman of the Board

     President and Chief Executive Officer

Exhibit 99

EXHIBIT 99

FOR IMMEDIATE RELEASE                                        

Contacts:  Louis Adams, Chris Barnes, Media Relations      Lynn Schweinfurth, Laura Conn, Investor Relations
                (972) 770-4967, (972) 770-4959                       (972) 770-7228, (972) 770-5810

BRINKER INTERNATIONAL REPORTS
35% INCREASE IN FIRST QUARTER FISCAL 2006 EPS, ANNOUNCES 4.8% COMPARABLE STORE SALES GROWTH IN SEPTEMBER

DALLAS (Oct. 25, 2005) - Brinker International, Inc. (NYSE: EAT) reported net income of $31.8 million, or $0.36 diluted earnings per share, for the company's first quarter ended Sept. 28, 2005. Exclusive of certain special items, diluted earnings per share increased 35 percent to $0.50. For the same quarter of fiscal 2005, the company reported net income of $13.9 million, or $0.15 diluted earnings per share. Excluding special items, fiscal 2005 first quarter diluted earnings per share were $0.37. A reconciliation of reported net income to net income before special items is included in Table 2 below.

Doug Brooks, Brinker's Chairman and CEO, said, "The effectiveness of Chili's marketing and operating initiatives, paired with strong brand equity and a competitive value proposition, continue to drive excellent sales performance."

Highlights for the quarter include:

-          Declaration of the company's first quarterly dividend of $0.10 per share, payable in
            December.
- -          Quarterly comparable store sales at Chili's of 6.1 percent.
- -          44 new store openings.
- -          The company continues to be active in its share repurchase program, purchasing 3.6 million
            shares during the quarter.

Revenue Growth

Brinker reported revenues for the 13-week period of $975.9 million, an increase of 12.0 percent compared with $871.0 million reported for the same period of fiscal 2005[1]. These revenue gains were primarily driven by a 3.7 percent increase in comparable store sales (see Table 1) and restaurant capacity growth of 7.1 percent. The company and its franchisees opened 44 restaurants in the first quarter.

 [1] Revenues exclude Corner Bakery.


Table 1:  Q1 Comparable store sales
Q1 06 and Q1 05, company and four reported brands; Percentage

 Q1 06 Comp-Store Sales

Q1 05
Comp-Store Sales

 Q1 06
Price
Increase

Q1 06
Mix-Shift

Brinker International

3.7

0.3

2.8

1.6

Chili's

6.1

(0.3)

3.3

2.4

Macaroni Grill

(1.6)

(2.4)

2.3

0.4

On The Border

(0.7)

7.7

1.7

(0.6)

Maggiano's

2.7

0.4

1.5

1.2

 

 

 

 

Operating Performance, Before Tax

Cost of sales, as a percent of revenues, increased from 27.9 percent to 28.2 percent or 30 basis points for the quarter. The increase was due to product mix-shift offset by menu price changes.

Restaurant expenses, as a percent of revenues, increased from 55.4 percent to 55.6 percent, driven by higher utilities and equity-based compensation of $2.4 million. 

Depreciation and amortization for the first quarter 2006 compared to 2005, as a percent of revenues, declined from 5.0 percent to 4.8 percent, or 20 basis points. The change was driven by store closures and a declining depreciable asset base for older stores partially offset by new restaurants.

General and administrative expense increased approximately $10.9 million for the quarter, which included $4.6 million related to equity-based compensation in 2006 and an increase in performance-based incentives period over period.


 

Share Repurchases

The company repurchased approximately 3.6 million shares during the first quarter. At the end of the quarter, approximately $136.0 million was available under the company's share repurchase authorizations.

Special Items

Table 2:  Reconciliation of net income and description of special items
Q1 06 and Q1 05; $ millions and $ per diluted share after-tax

Item

Income Statement Line

Q1 06

Q1 06

 
Q1 05

Q1 05

Net Income

31.8

0.36

13.9

0.15

Gain on Sale of Real Estate

Restaurant Expenses

(2.1)

(0.02)

 

 

Equity-Based Compensation

Restaurant Expenses

1.8

0.02

 

 

Equity-Based Compensation  

General & Administrative

3.6

0.04

 

 

Corner Bakery Charge[2]

Discontinued Ops

8.4

0.09

 

 

Gain on Sale of nine Chili's

Restaurant Expenses

 

 

(2.6)

(0.02)

Restructuring Charges

Restructure & Other

0.7

0.01

 

 

Big Bowl Impairment

Restructure & Other

 

 

10.1

0.10

Rockfish Impairment

Restructure & Other

 

 

14.1

0.14

Total special items

12.4

0.14

21.6

0.22

Net Income, before special items

44.2

0.50

35.5

0.37

    

 

 

 

 

 

September 2005 Comparable Store Sales

For the four-week period ending Sept. 28, 2005, comparable store sales increased 4.8 percent[3] (see Table 3).

2  This amount excludes profitability from Corner Bakery for the first quarter of approximately $1.7 million after tax, or $0.02 per diluted share.
3  Comparable store sales exclude Corner Bakery sales.

Table 3: Month of September Comparable store sales
Sept 06 and Sept 05; Percentage

 Sept 06 Comp-Store Sales

Sept 05
Comp-Store Sales

 Sept 06
Price
Increase

 Sept 06
Mix-Shift

Brinker International[4]

4.8

(0.6)

3.0

1.9

Chili's

8.4

(1.1)

3.6

2.3

Macaroni Grill

(2.5)

(5.2)

2.3

1.2

On The Border

(2.5)

7.5

1.3

0.0

Maggiano's

3.8

0.8

1.5

2.9

 

 

 

 

Accounting Pronouncement

The company's estimate for its full-year fiscal 2006 earnings per diluted share reflects the non-cash, incremental impact of FSP 13-1, "Accounting for Rental Costs Incurred During a Construction Period," issued on Oct. 6, 2005. FSP 13-1 is effective for the third quarter of fiscal 2006 and requires the company to prospectively expense rental costs associated with ground or building operating leases incurred during a construction period. Brinker previously capitalized these costs. The company estimates that FSP 13-1 will negatively impact earnings per diluted share $0.02 to $0.03 for fiscal 2006.

Second Quarter and Full Fiscal Year 2006 Forecast

The company's initial estimate for its second quarter fiscal 2006 earnings per diluted share from continuing operations is $0.56 to $0.58, excluding special items. Incremental equity-based compensation expense for the second quarter is estimated to be approximately $11 million ($8 million after tax), or a decrease in earnings per diluted share of $0.09. This guidance assumes comparable store sales of 3 percent to 4 percent and weighted average shares of 89 million to 90 million.

4  September 2005 Brinker comparable-store sales were negatively impacted 0.6 percent by the storms in the Southeastern United States.  By reported brand, comparable-store sales were negatively impacted 0.7 percent at Chili's, 0.3 percent at Macaroni Grill, 0.2 percent at Maggiano's and 0.4 percent at On The Border.


The company anticipates full-year fiscal 2006 earnings per diluted share from continuing operations to be $2.34 to $2.43, excluding special items (see Table 4). Incremental equity-based compensation expense for the year is estimated to be approximately $31 million to $33 million ($24 million to $26 million after tax), or a decrease in earnings per diluted share of $0.27 to $0.29. This assumes comparable store sales of 3 percent to 4 percent and weighted average shares of 89 million to 90 million. 

 

Table 4: Breakdown of Forecast Components
Full Year 06; $ per diluted share

Components

Continuing Operations

Discontinued Operations

 
Total FY 06

EPS, before special items & FSP 13-1

2.37-2.45

0.03

2.40-2.48

Impact of FSP 13-1

(0.02)-(0.03)

 -

(0.02)-(0.03)

  EPS, before special items

2.34-2.43

0.03

2.37-2.46

Special Items

(0.27)-(0.29)

(0.07)

(0.34)-(0.36)

  EPS

2.05-2.16

(0.04)

2.01-2.12

 

 

 

 

Web-cast Information

Investors and interested parties are invited to listen to today's conference call, as management will provide further details of the quarter and an outlook for future periods. The call will be broadcast live on the Brinker Web site (http://www.brinker.com) at 9 a.m. CDT today (Oct. 25). For those who are unable to listen to the live broadcast, a replay of the call will be available shortly thereafter and will remain on the Brinker Web site until the end of the day on Nov. 8, 2005.

 

Forward Calendar

Period 4 (October) sales - Nov. 9, 2005, after the market closes.
 

At the end of the first quarter of fiscal 2006, Brinker International either owned, operated, or franchised 1,603 restaurants under the names Chili's Grill & Bar (1,100 units), Romano's Macaroni Grill (237 units), Maggiano's Little Italy (35 units), On The Border Mexican Grill & Cantina (138 units), and Corner Bakery Cafe (93 units).


The statements contained in this release that are not historical facts are forward-looking statements. These forward-looking statements involve risks and uncertainties and, consequently, could be affected by general business and economic conditions, the impact of competition, the impact of acquisitions and divestitures, the seasonality of the company's business, adverse weather conditions, future commodity prices, fuel and utility costs and availability, terrorists acts, consumer perception of food safety, changes in consumer taste, changes in demographic trends, availability of employees, unfavorable publicity, the company's ability to meet its growth plan, acts of God, governmental regulations, and inflation.      

# # #

 



BRINKER INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share amounts)

(Unaudited)

                                                                                                                  Thirteen Week Periods Ended

September 28,

September 29,

 

2005

2004

 

 

 

 

Revenues

$   975,896

$   870,965

 

 

 

 

 

Operating Costs and Expenses:

 

 

 

  Cost of sales

275,158

243,179

 

  Restaurant expenses (a)

542,772

482,759

 

  Depreciation and amortization

46,711

43,954

 

  General and administrative (b)

     47,138

     36,227

 

  Restructure charges and other impairments

      1,167

     46,704

 

   Total operating costs and expenses

    912,946

    852,823

 

 

 

 

 

Operating income

62,950

18,142

 

 

 

 

 

Interest expense

5,367

7,092

 

Other, net

         (164)

        442

 

 

 

 

Income before tax (expense) benefit

57,747

10,608

 

Income tax (expense) benefit 

      (19,305)

      5,068

 

 

 

 

 

  Income from continuing operations

38,442

15,676

 

 

 

 

  Loss from discontinued operations, net of tax (c)

       (6,688)

       (1,767)

 

 

 

 

    Net income

$    31,754

$    13,909

 

 

 

 

 

Basic net income per share:

 

 

 

   Income from continuing operations

$      0.44

$      0.17

 

   Loss from discontinued operations

  $     (0.08)

  $     (0.02)

 

   Net income per share

$      0.36

$      0.15

 

 

 

 

 

Diluted net income per share:

 

 

 

   Income from continuing operations

$      0.43

$      0.17

 

   Loss from discontinued operations

  $     (0.07)

  $     (0.02)

 

   Net income per share

$      0.36

$      0.15

 

 

 

 

Basic weighted average

 

 

 

  shares outstanding

     87,807

     89,761

 

 

 

 

 

Diluted weighted average

 

 

 

  shares outstanding

     89,233

     98,730

 

 

 

 

 

a)       Current year restaurant expenses include:

          Prior year restaurant expenses include:

b)   Current year general and administrative expenses include equity-based compensation expense of $4.6 million.
c)   Current year loss from discontinued operations includes an estimated after-tax loss on the sale of $9.4 million and an after-tax reduction in depreciation expense of $1.0 million.


 

BRINKER INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

 

September 28,

June 29,

 

2005

2005

 

(Unaudited)

 

 

ASSETS

 

 

 

  Current assets of continuing operations

$     230,646

$    233,123

 

  Current assets of discontinued operations

         82,815

        79,842

 

  Net property and equipment

    1,668,832

   1,646,466

 

  Total other assets

       195,869

      196,693

 

  Total assets

$  2,178,162

$  2,156,124

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

  Current liabilities of continuing operations

$    463,503

$    419,564

 

  Current liabilities of discontinued operations

        18,893

        10,400

 

  Long-term debt, less current installments

      506,824

      406,505

 

  Other liabilities

      191,276

      219,373

 

  Total shareholders' equity

      997,666

   1,100,282

 

  Total liabilities and shareholders' equity

$ 2,178,162

$  2,156,124

 

 

 

  

BRINKER INTERNATIONAL, INC.

UNITS SUMMARY

 

Total Units


First Quarter Fiscal 2006


First Quarter Fiscal 2006

 

Total Units


Projected Openings

June 29, 2005

Openings

Sales/Closings

Sept. 28, 2005

Fiscal 2006

 

Company-Owned Units:

 

  

 

 

  Chili's

811

22

(3)

830

97-100

  Macaroni Grill

220

4

(1)

223

6-7

  Maggiano's

33

    2

-

35

4-5

  On The Border

117

2

-

119

6-8

  Corner Bakery

   87

  3

   -

   90

    7-9

1,268

 33

 (4)

1,297

120-129

 

 

 

 

 

JV/Franchise Units:

 

 

 

 

 

  Chili's

263

10

(3)

270

25-30

  Macaroni Grill

15

-

(1)

14

4-5

  On The Border

18

1

-

19

3-4

  Corner Bakery

    3

  -

   -

    3

    0-1

  299

 11

 (4)

  306

  32-40

 

 

 

 

 

Total Units:

 

 

 

 

 

  Chili's

1,074

32

(6)

1,100

122-130

  Macaroni Grill

235

4

(2)

237

10-12

  Maggiano's

33

2

      -

35

4-5

  On The Border

135

3

      -

138

9-12

  Corner Bakery

   90

  3

   -

   93

   7-10

1,567

 44

 (8)

1,603

152-169

 

 

 

 

 

FOR ADDITIONAL INFORMATION, CONTACT:
LYNN SCHWEINFURTH
INVESTOR RELATIONS
(972) 770-7228
6820 LBJ FREEWAY
DALLAS, TEXAS 75240