Washington, D.C. 20549
Quarterly
report pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2003
Commission File Number: 0-27008
Schlotzsky’s, Inc.
(Exact name of registrant as specified in its charter)
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Texas |
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74-2654208 |
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(State or other
jurisdiction of |
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(IRS Employer |
203 Colorado Street, Suite 600, Austin, Texas 78701
(Address of principal executive offices)
(512) 236-3800
(Registrant’s telephone number)
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 in Rule 12b-2 of the Exchange Act). Yes o No ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class |
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Shares Outstanding at November 7, 2003 |
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Common Stock, no par value |
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7,331,999 |
SCHLOTZSKY’S, INC.
Index to Form 10-Q
Quarter Ended September 30, 2003
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Three and Nine Months Ended September 30, 2003 and September 30, 2002 |
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Nine Months Ended September 30, 2003 and Year Ended December 31, 2002 |
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Part II |
OTHER INFORMATION |
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FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
SCHLOTZSKY’S, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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September
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December
31, |
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(Unaudited) |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
492,325 |
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$ |
678,895 |
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Accounts receivable, net: |
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Royalties |
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848,440 |
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650,376 |
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Brands |
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1,112,883 |
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1,269,759 |
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Other |
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1,243,844 |
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1,332,990 |
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Refundable income taxes |
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4,470 |
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1,837,628 |
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Prepaids, inventories and other assets |
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1,043,293 |
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1,356,516 |
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Real estate held for sale |
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4,188,367 |
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5,167,563 |
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Deferred tax asset |
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3,328,079 |
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2,275,941 |
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Current portion of notes receivable |
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183,978 |
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582,926 |
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Total current assets |
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12,445,679 |
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15,152,594 |
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Property, equipment and leasehold improvements, net |
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42,932,678 |
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39,709,461 |
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Notes receivable, net, less current portion |
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7,900,817 |
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11,349,705 |
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Investments |
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567,549 |
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1,852,765 |
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Intangible assets, net |
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62,963,482 |
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65,308,249 |
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Goodwill, net |
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3,503,830 |
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2,985,679 |
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Deferred tax asset |
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865,220 |
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— |
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Other noncurrent assets |
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996,280 |
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1,168,029 |
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Total assets |
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$ |
132,175,535 |
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$ |
137,526,482 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current Liabilities: |
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Short-term debt |
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$ |
1,008,750 |
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$ |
— |
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Current maturities of long-term debt |
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8,761,968 |
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7,441,120 |
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Accounts payable |
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5,913,118 |
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2,841,607 |
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Accrued liabilities |
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5,872,432 |
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3,812,727 |
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Deferred revenue, current portion |
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120,325 |
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234,552 |
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Total current liabilities |
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21,676,593 |
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14,330,006 |
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Long-term debt, less current portion |
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40,649,321 |
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46,063,599 |
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Deferred revenue, less current portion |
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1,565,747 |
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1,597,443 |
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Deferred tax liability |
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— |
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1,216,109 |
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Total liabilities |
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63,891,661 |
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63,207,157 |
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Commitments and contingencies |
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Stockholders’ Equity: |
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Preferred stock, Class C, no par value, 1,000,000 shares authorized, none issued |
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— |
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— |
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Common stock, no par value, 30,000,000 shares authorized, 7,521,524 shares and 7,496,778 shares issued at September 30, 2003 and December 31, 2002, respectively |
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64,073 |
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63,826 |
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Additional paid-in capital |
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58,196,646 |
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58,122,469 |
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Retained earnings |
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10,866,311 |
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16,976,186 |
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Treasury stock (189,525 shares at September 30, 2003 and December 31, 2002), at cost |
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(843,156 |
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(843,156 |
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Total stockholders’ equity |
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68,283,874 |
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74,319,325 |
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Total liabilities and stockholders’ equity |
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$ |
132,175,535 |
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$ |
137,526,482 |
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The accompanying notes are an integral part of the condensed consolidated financial statements.
1
SCHLOTZSKY’S, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
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Three months ended |
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Nine months ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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Revenue: |
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Royalties |
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$ |
3,976,557 |
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$ |
4,984,274 |
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$ |
12,565,675 |
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$ |
15,368,072 |
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Franchise fees |
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16,665 |
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— |
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19,998 |
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62,000 |
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Developer fees |
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37,036 |
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59,369 |
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131,423 |
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179,435 |
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Restaurant sales |
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7,937,396 |
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