FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 3, 2005
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from |
|
to |
|
|
|
|
|
Commission file number |
|
1-12692 |
MORTONS RESTAURANT GROUP, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
13-3490149 |
|
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. employer identification no.) |
|
|
|
|
|
3333 New Hyde Park Road, Suite 210, New Hyde Park, New York |
|
11042 |
|
(Address of principal executive offices) |
|
(Zip code) |
516-627-1515
(Registrants telephone number, including area code)
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 or 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 or No ý.
As of May 17, 2005, the registrant had 1,000 shares of its Common Stock, $0.01 par value, outstanding.
MORTONS RESTAURANT GROUP, INC. AND SUBSIDIARIES
INDEX
2
Part I - Financial Information
MORTONS RESTAURANT GROUP, INC. AND SUBSIDIARIES
(amounts in thousands)
|
|
|
April 3, |
|
January 2, |
|
||
|
|
|
(unaudited) |
|
||||
|
Assets |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
9,329 |
|
$ |
10,179 |
|
|
Restricted cash |
|
417 |
|
548 |
|
||
|
Marketable securities |
|
4,126 |
|
4,112 |
|
||
|
Accounts receivable |
|
5,170 |
|
4,346 |
|
||
|
Inventories |
|
9,296 |
|
9,302 |
|
||
|
Prepaid expenses and other current assets |
|
6,479 |
|
6,600 |
|
||
|
Deferred income taxes |
|
3,623 |
|
5,237 |
|
||
|
|
|
|
|
|
|
||
|
Total current assets |
|
38,440 |
|
40,324 |
|
||
|
|
|
|
|
|
|
||
|
Property and equipment, at cost: |
|
|
|
|
|
||
|
Furniture, fixtures and equipment |
|
18,467 |
|
16,499 |
|
||
|
Buildings and leasehold improvements |
|
51,692 |
|
45,139 |
|
||
|
Land |
|
8,474 |
|
8,474 |
|
||
|
Construction in progress |
|
271 |
|
5,234 |
|
||
|
|
|
78,904 |
|
75,346 |
|
||
|
Less accumulated depreciation and amortization |
|
15,512 |
|
13,859 |
|
||
|
Net property and equipment |
|
63,392 |
|
61,487 |
|
||
|
|
|
|
|
|
|
||
|
Intangible asset |
|
92,000 |
|
92,000 |
|
||
|
Goodwill |
|
61,545 |
|
61,789 |
|
||
|
Other assets and deferred expenses, net |
|
8,682 |
|
8,836 |
|
||
|
|
|
$ |
264,059 |
|
$ |
264,436 |
|
3
MORTONS RESTAURANT GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheets, Continued
(amounts in thousands, except share and per share amounts)
|
|
|
April 3, |
|
January 2, |
|
||
|
|
|
(unaudited) |
|
||||
|
Liabilities and Stockholders Equity |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Accounts payable |
|
$ |
6,042 |
|
$ |
6,390 |
|
|
Accrued expenses |
|
29,930 |
|
30,902 |
|
||
|
Current portion of obligations to financial institutions |
|
134 |
|
521 |
|
||
|
Accrued income taxes |
|
297 |
|
379 |
|
||
|
|
|
|
|
|
|
||
|
Total current liabilities |
|
36,403 |
|
38,192 |
|
||
|
|
|
|
|
|
|
||
|
7.5% senior secured notes, net of unamortized discount of $12,822 and $13,283 at April 3, 2005 and January 2, 2005 |
|
92,178 |
|
91,717 |
|
||
|
Obligations to financial institutions, less current maturities |
|
3,553 |
|
6,636 |
|
||
|
Deferred income taxes |
|
23,004 |
|
23,004 |
|
||
|
Other liabilities |
|
9,446 |
|
7,546 |
|
||
|
|
|
|
|
|
|
||
|
Total liabilities |
|
164,584 |
|
167,095 |
|
||
|
|
|
|
|
|
|
||
|
Commitments and contingencies |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Stockholders equity: |
|
|
|
|
|
||
|
Common stock, $0.01 par value per share. Authorized, issued and outstanding 1,000 shares at April 3, 2005 and January 2, 2005 |
|
|
|
|
|
||
|
Additional paid-in capital |
|
97,077 |
|
97,077 |
|
||
|
Accumulated other comprehensive income |
|
169 |
|
189 |
|
||
|
Retained earnings |
|
2,229 |
|
75 |
|
||
|
|
|
|
|
|
|
||
|
Total stockholders equity |
|
99,475 |
|
97,341 |
|
||
|
|
|
|
|
|
|
||
|
|
|
$ |
264,059 |
|
$ |
264,436 |
|
See accompanying notes to unaudited consolidated financial statements.
4
MORTONS RESTAURANT GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(amounts in thousands)
|
|
|
Three month periods ended |
|
||||
|
|
|
April 3, 2005 |
|
April 4, 2004 |
|
||
|
|
|
(unaudited) |
|
||||
|
|
|
| |||||