UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
ý Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 28, 2003
OR
o Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Commission File Number: 0-21660
PAPA JOHN’S INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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61-1203323 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification |
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2002 Papa Johns Boulevard |
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(Address of principal executive offices) |
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(502) 261-7272 |
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(Registrant’s telephone number, including area code) |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:
Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined by Rule 12b-2 of the Act).
Yes ý No o
At November 6, 2003, there were outstanding 17,981,341 shares of the registrant’s common stock, par value $.01 per share.
INDEX
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Condensed Consolidated Balance Sheets – September 28, 2003 and December 29, 2002 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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1
PART
I. FINANCIAL INFORMATION
Item 1. Financial Statements
Papa
John’s International, Inc. and Subsidiaries
Condensed Consolidated Balance
Sheets
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(In thousands) |
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Sept. 28, 2003 |
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Dec. 29, 2002 |
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(Unaudited) |
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(Note) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
8,156 |
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$ |
9,499 |
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Accounts receivable |
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18,273 |
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16,763 |
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Inventories |
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15,527 |
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16,341 |
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Prepaid expenses and other current assets |
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10,166 |
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10,955 |
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Deferred income taxes |
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4,075 |
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3,875 |
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Total current assets |
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56,197 |
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57,433 |
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Investments |
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8,497 |
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7,742 |
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Net property and equipment |
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208,190 |
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223,599 |
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Notes receivable from franchisees and affiliates |
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11,389 |
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14,122 |
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Goodwill |
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48,852 |
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48,756 |
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Other assets |
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14,794 |
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13,817 |
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Total assets |
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$ |
347,919 |
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$ |
365,469 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable |
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$ |
19,981 |
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$ |
23,579 |
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Income and other taxes |
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17,310 |
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16,230 |
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Accrued expenses |
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39,728 |
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34,658 |
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Current portion of debt |
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250 |
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235 |
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Total current liabilities |
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77,269 |
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74,702 |
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Unearned franchise and development fees |
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5,413 |
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3,915 |
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Long-term debt, net of current portion |
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90,000 |
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139,850 |
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Deferred income taxes |
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1,231 |
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2,445 |
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Other long-term liabilities |
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28,280 |
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22,610 |
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Stockholders’ equity: |
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Preferred stock |
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— |
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— |
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Common stock |
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315 |
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314 |
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Additional paid-in capital |
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213,467 |
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212,107 |
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Accumulated other comprehensive loss |
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(4,094 |
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(5,314 |
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Retained earnings |
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285,672 |
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260,358 |
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Treasury stock |
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(349,634 |
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(345,518 |
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Total stockholders’ equity |
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145,726 |
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121,947 |
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Total liabilities and stockholders’ equity |
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$ |
347,919 |
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$ |
365,469 |
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Note: The balance sheet at December 29, 2002 has been derived from the audited consolidated financial statements at that date but does not include all information and footnotes required by accounting principles generally accepted in the United States for a complete set of financial statements.
See accompanying notes.
2
Papa
John’s International, Inc. and Subsidiaries
Consolidated Statements of Income
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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(In thousands, except per share amounts) |
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Sept. 28, 2003 |
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Sept. 29, 2002 |
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Sept. 28, 2003 |
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Sept. 29, 2002 |
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Revenues: |
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Domestic: |
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Restaurant sales |
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$ |
98,877 |
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$ |
102,638 |
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$ |
308,491 |
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$ |
323,435 |
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Franchise royalties |
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11,922 |
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12,579 |
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36,919 |
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38,649 |
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Franchise and development fees |
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402 |
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371 |
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941 |
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1,323 |
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Commissary sales |
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88,896 |
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91,869 |
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272,812 |
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286,782 |
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Other sales |
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11,931 |
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12,402 |
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35,695 |
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36,165 |
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International: |
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Royalties and franchise and development fees |
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1,434 |
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1,567 |
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4,532 |
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4,472 |
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Restaurant and commissary sales |
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6,127 |
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6,427 |
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18,950 |
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19,275 |
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Total revenues |
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219,589 |
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227,853 |
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678,340 |
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710,101 |
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Costs and expenses: |
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Domestic: |
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Restaurant expenses: |
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