UNITED STATES
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 30, 2015
  
CEC ENTERTAINMENT, INC.
(Exact name of registrant as specified in charter)
 
 
 
 
 
Kansas
 
1-13687
 
48-0905805
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
1707 Market Place Blvd
Irving, Texas
 
75063
(Address of principal executive offices)
 
(Zip Code)
(972) 258-8507
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
 
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 October 29, 2015, CEC Entertainment, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 27, 2015. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and will not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in that filing.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits
 
 
Exhibit
Number
Description
 
 
99.1
Press Release of CEC Entertainment, Inc. dated October 29, 2015

2


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.
 
 
 
 
 
 
 
 
 
 
 
 
CEC ENTERTAINMENT, INC.
 
 
 
 
Date: October 30, 2015
 
 
 
By:
 
/s/ Temple Weiss
 
 
 
 
 
 
Temple Weiss
 
 
 
 
 
 
Executive Vice President and Chief Financial Officer 

3


EXHIBIT INDEX
 
 
 
 
Exhibit
Number
  
Description
 
 
99.1
  
Press Release of CEC Entertainment, Inc. dated October 29, 2015


4


Exhibit 99.1
News Release                                            


CEC Entertainment, Inc. Reports
Financial Results for the 2015 Third Quarter


IRVING, Texas - October 29, 2015 - CEC Entertainment, Inc. (the “Company”) today announced financial results for its third quarter ended September 27, 2015.
“We are pleased to report our second consecutive quarter of positive same store sales growth at our Chuck E. Cheese’s stores” said Tom Leverton, Chief Executive Officer. We believe the investments we are making to improve the in-store experience and communicating to our guests is generating positive momentum and driving traffic and sales at a reinvigorated Chuck E. Cheese’s. In addition, we are also pleased to report that Peter Piper Pizza continues its positive momentum, recording its 21st consecutive quarter of same store sales growth.”
Third Quarter Results
Total revenues for the third quarter of 2015 increased 11.1%, or $22.2 million, over the prior year to $221.9 million. The increase is primarily related to additional revenues of $16.9 million resulting from the Peter Piper Pizza acquisition, which closed in October 2014, and an increase in same store sales at our Chuck E. Cheese’s stores. Same store sales for the third quarter of 2015 for Chuck E. Cheese’s stores increased 0.7% from the prior year. Same store sales for the third quarter of 2015 for Peter Piper Pizza stores increased 5.0% over the prior year, a period in which the Company did not own Peter Piper Pizza.
Adjusted EBITDA for the third quarter of 2015 increased 20.0%, or $8.9 million, over the prior year to $53.4 million. The increase is primarily related to incremental Adjusted EBITDA for Peter Piper Pizza, lower corporate overhead expenses and an increase in store revenues, offset by increases in store expenses associated with the increase in store revenues. Adjusted EBITDA for Peter Piper Pizza increased 50.5% over the prior year, a period in which the Company did not own Peter Piper Pizza, to $5.2 million. Adjusted EBITDA represents net income (loss) adjusted to exclude interest expense, income taxes, depreciation and amortization, asset impairments, the effects of acquisition accounting adjustments, transaction and severance costs and certain other items.
The Company reported a net loss of $3.2 million for the third quarter of 2015, compared to a net loss of $13.3 million for the third quarter of 2014. The decrease in the net loss is due to an increase in same store sales at our Chuck E. Cheese’s stores, a decrease in store operating costs, lower transaction and severance related costs and the addition of net income from Peter Piper Pizza for the third quarter of 2015.
Balance Sheet and Liquidity
As of September 27, 2015, cash and cash equivalents were $60.9 million, and total debt was $1.0 billion, with no borrowings drawn under the Company’s $150.0 million revolving credit facility. During the third quarter of 2015, the Company declared and paid a cash dividend of $70.0 million from its cash balance on hand. Capital expenditures were $19.6 million for the third quarter of 2015, of which $11.2 million were related to IT and growth initiatives, including new store development, major remodels, store expansions and major attractions.






1


As of September 27, 2015, the Company’s system-wide portfolio consisted of:
 
 
Chuck E. Cheese’s
 
Peter Piper Pizza
 
Total
Company operated
 
524

 
32

 
556

Domestic franchised
 
30

 
63

 
93

International franchised
 
35

 
45

 
80

Total
 
589

 
140

 
729

Conference Call Information:
The Company will host a conference call beginning at 9:00 a.m. Central Time on Friday, October 30, 2015. The call can be accessed by dialing (855) 743-8451 or (330) 968-0151 for international participants and conference code 63763067.
A replay of the call will be available from 12:00 p.m. Central Time on October 30, 2015 through midnight Central Time on November 6, 2015. The replay of the call can be accessed by dialing (800) 585-8367 or (404) 537-3406 for international participants and conference code 63763067.
About CEC Entertainment, Inc.
For more than 35 years, CEC Entertainment has served as a nationally recognized leader in family dining and entertainment. The Company and its franchisees operate a system of more than 585 Chuck E. Cheese’s stores and more than 135 Peter Piper Pizza stores, with locations in 47 states and 11 foreign countries and territories. For more information, visit chuckecheese.com.


Investor Inquiries:                            Media Inquiries:
Temple Weiss                                Alexis Linn
EVP & CFO                                CEC Entertainment, Inc.
CEC Entertainment, Inc.                             (972) 258-4223
(972) 258-4525                                alinn@cecentertainment.com
tweiss@cecentertainment.com                     

2


Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this report, other than historical information, may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, and are subject to various risks, uncertainties and assumptions. Statements that are not historical in nature and which may be identified by the use of words such as “may,” “should,” “could,” “believe,” “predict,” “potential,” “continue,” “plan,” “intend,” “expect,” “anticipate,” “future,” “project,” “estimate,” and similar expressions (or the negative of such expressions) are forward-looking statements. Forward-looking statements are made based on management’s current expectations and beliefs concerning future events and, therefore, involve a number of assumptions, risks and uncertainties, including the risk factors described in Part I, Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 28, 2014, filed with the Securities and Exchange Commission on March 5, 2015. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ from those anticipated, estimated or expected. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including but not limited to:
The success of our capital initiatives, including new store development and existing store evolution;
Our ability to successfully implement our marketing strategy;
Competition in both the restaurant and entertainment industries;
Changes in consumer discretionary spending;
Impacts on our business and financial results from economic uncertainty in the United States and Canada;
Negative publicity concerning food quality, health, general safety and other issues;
Expansion in international markets;
Our ability to successfully integrate the operations of companies we acquire;
Our ability to generate sufficient cash flow to meet our debt service payments;
Increases in food, labor and other operating costs;
Disruptions of our information technology systems and technologies;
Changes in consumers’ health, nutrition and dietary preferences;
Any disruption of our commodity distribution system;
Our dependence on a limited number of suppliers for our games, rides, entertainment-related equipment, redemption prizes and merchandise;
Product liability claims and product recalls;
Government regulations;
Litigation risks;
Adverse effects of local conditions, natural disasters and other events;
Existence or occurrence of certain public health issues;
Fluctuations in our quarterly results of operations due to seasonality;
Inadequate insurance coverage;
Loss of certain key personnel;
Our ability to adequately protect our trademarks or other proprietary rights;
Risks in connection with owning and leasing real estate; and
Litigation risks associated with our merger.
The forward-looking statements made in this report relate only to events as of the date on which the statements were made. Except as may be required by law, we undertake no obligation to update our forward-looking statements to reflect events and circumstances after the date on which the statements were made or to reflect the occurrence of unanticipated events.


3


Merger
On February 14, 2014, the Company announced the completion of the acquisition of CEC Entertainment, Inc. by an affiliate of Apollo Global Management, LLC (“Apollo”). The acquisition is referred to as the “Merger.” The accompanying consolidated statements of earnings and related information present the Company’s results of operations for the period preceding the acquisition (Predecessor) and the period succeeding the acquisition (Successor) based on the mathematical combination of the Successor and Predecessor periods in the nine months ended September 28, 2014. Although this combined presentation does not comply with GAAP, the Company believes that it provides a meaningful method of comparison.

- financial tables follow -

4


CEC ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)

(in thousands)


 
Three Months Ended
 
 
Nine Months Ended
 
September 27,
2015
 
September 28,
2014
 
 
September 27,
2015
 
September 28,
2014
 
(Successor)
 
(Successor)
 
 
(Successor)
 
(Combined)
REVENUES:
 
 
 
 
 
 
 
 
 
 
 
 
Food and beverage sales
$
98,243

 
44.3
 %
 
$
82,271

 
41.2
 %
 
 
$
308,924

 
44.2
%
 
$
275,094

 
42.8
 %
Entertainment and merchandise sales
118,753

 
53.5
 %
 
115,885

 
58.0
 %
 
 
377,358

 
53.9
%
 
362,808

 
56.5
 %
Total Company store sales
216,996

 
97.8
 %
 
198,156

 
99.2
 %
 
 
686,282

 
98.1
%
 
637,902

 
99.3
 %
Franchise fees and royalties
4,941

 
2.2
 %
 
1,533

 
0.8
 %
 
 
13,241

 
1.9
%
 
4,180

 
0.7
 %
Total revenues
221,937

 
100.0
 %
 
199,689

 
100.0
 %
 
 
699,523

 
100.0
%
 
642,082

 
100.0
 %
OPERATING COSTS AND EXPENSES:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Company store operating costs:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of food and beverage (exclusive of items shown separately below) (1)
25,032

 
25.5
 %
 
21,167

 
25.7
 %
 
 
78,209

 
25.3
%
 
69,535

 
25.3
 %
Cost of entertainment and merchandise (exclusive of items shown separately below) (2)
7,863

 
6.6
 %
 
6,669

 
5.8
 %
 
 
23,399

 
6.2
%
 
21,155

 
5.8
 %
Total cost of food, beverage, entertainment and merchandise (3)
32,895

 
15.2
 %
 
27,836

 
14.0
 %
 
 
101,608

 
14.8
%
 
90,690

 
14.2
 %
Labor expenses (3)
59,998

 
27.6
 %
 
57,086

 
28.8
 %
 
 
186,405

 
27.2
%
 
175,779

 
27.6
 %
Depreciation and amortization (3)
28,394

 
13.1
 %
 
31,622

 
16.0
 %
 
 
86,606

 
12.6
%
 
93,874

 
14.7
 %
Rent expense (3)
23,979

 
11.1
 %
 
22,587

 
11.4
 %
 
 
72,698

 
10.6
%
 
65,377

 
10.2
 %
Other store operating expenses (3)
36,587

 
16.9
 %
 
35,123

 
17.7
 %
 
 
105,435

 
15.4
%
 
99,861

 
15.7
 %
Total Company store operating costs (3)
181,853

 
83.8
 %
 
174,254

 
87.9
 %
 
 
552,752

 
80.5
%
 
525,581

 
82.4
 %
Other costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Advertising expense
10,292

 
4.6
 %
 
10,114

 
5.1
 %
 
 
36,339

 
5.2
%
 
30,705

 
4.8
 %
General and administrative expenses
16,140

 
7.3
 %
 
13,820

 
6.9
 %
 
 
52,199

 
7.5
%
 
40,539

 
6.3
 %
Transaction and severance costs
278

 
0.1
 %
 
5,742

 
2.9
 %
 
 
360

 
0.1
%
 
54,897

 
8.5
 %
Asset impairments
875

 
0.4
 %
 

 
 %
 
 
875

 
0.1
%
 

 
 %
Total operating costs and expenses
209,438

 
94.4
 %
 
203,930

 
102.1
 %
 
 
642,525

 
91.9
%
 
651,722

 
101.5
 %
Operating income (loss)
12,499

 
5.6
 %
 
(4,241
)
 
(2.1
)%
 
 
56,998

 
8.1
%
 
(9,640
)
 
(1.5
)%
Interest expense
17,209

 
7.8
 %
 
15,974

 
8.0
 %
 
 
52,031

 
7.4
%
 
44,407

 
6.9
 %
Income (loss) before income taxes
(4,710
)
 
(2.1
)%
 
(20,215
)
 
(10.1
)%
 
 
4,967

 
0.7
%
 
(54,047
)
 
(8.4
)%
Income tax expense (benefit)
(1,508
)
 
(0.7
)%
 
(6,936
)
 
(3.5
)%
 
 
3,319

 
0.5
%
 
(14,816
)
 
(2.3
)%
Net income (loss)
$
(3,202
)
 
(1.4
)%
 
$
(13,279
)
 
(6.6
)%
 
 
$
1,648

 
0.2
%
 
$
(39,231
)
 
(6.1
)%
________________
Percentages are expressed as a percent of total revenues (except as otherwise noted).
(1)    Percentage amount expressed as a percentage of food and beverage sales.
(2)    Percentage amount expressed as a percentage of entertainment and merchandise sales.
(3)    Percentage amount expressed as a percentage of total Company store sales.
Due to rounding, percentages presented in the table above may not sum to total. The percentage amounts for the components of cost of food and beverage and the cost of entertainment and merchandise may not sum to total due to the fact that cost of food and beverage and cost of entertainment and merchandise are expressed as a percentage of related food and beverage sales and entertainment and merchandise sales, as opposed to total Company store sales.

 
 
September 27,
2015
 
 
December 28,
2014
 
 
(Successor)
 
 
(Successor)
ASSETS
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
 
$
60,897

 
 
$
110,994

Other current assets
 
63,621

 
 
62,651

Total current assets
 
124,518

 
 
173,645

Property and equipment, net
 
645,365

 
 
681,972

Goodwill
 
483,876

 
 
483,444

Intangible assets, net
 
489,149

 
 
491,400

Deferred financing costs, net
 
21,083

 
 
24,087

Other noncurrent assets
 
12,317

 
 
9,595

Total assets
 
$
1,776,308

 
 
$
1,864,143

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Bank indebtedness and other long-term debt, current portion
 
$
9,548

 
 
$
9,545

Other current liabilities
 
108,171

 
 
107,650

Total current liabilities
 
117,719

 
 
117,195

Capital lease obligations, less current portion
 
15,157

 
 
15,476

Bank indebtedness and other long-term debt, less current portion
 
993,110

 
 
998,441

Deferred tax liability
 
203,281

 
 
222,915

Other noncurrent liabilities
 
223,964

 
 
217,530

Total liabilities
 
1,553,231

 
 
1,571,557

Stockholders’ equity:
 
 
 
 
 
Common stock, $0.01 par value; authorized 1,000 shares; 200 shares issued as of September 27, 2015 and December 28, 2014
 

 
 

Capital in excess of par value
 
356,329

 
 
355,587

Retained earnings (deficit)
 
(130,440
)
 
 
(62,088
)
Accumulated other comprehensive income (loss)
 
(2,812
)
 
 
(913
)
Total stockholders’ equity
 
223,077

 
 
292,586

Total liabilities and stockholders’ equity
 
$
1,776,308

 
 
$
1,864,143




5


CEC ENTERTAINMENT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)

 
 
Nine Months Ended
 
 
September 27,
2015
 
September 28,
2014
 
 
(Successor)
 
(Combined)
CASH FLOWS FROM OPERATING ACTIVITIES:
 
Net income (loss)
 
$
1,648

 
$
(39,231
)
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
  Depreciation and amortization
 
89,597

 
95,266

  Deferred income taxes
 
(19,101
)
 
(58,216
)
  Stock-based compensation expense
 
733

 
12,416

  Amortization of lease-related intangibles and liabilities, net
 
(2
)
 
(69
)
  Amortization of original issue discount and deferred financing costs
 
3,410

 
2,882

  Loss on asset disposals, net
 
4,867

 
5,517

  Asset Impairments
 
875

 

  Non-cash rent expense
 
6,190

 
3,928

  Other adjustments
 
(908
)
 
522

Changes in operating assets and liabilities:
 
 
 
 
Operating assets
 
(2,011
)
 
3,993

Operating liabilities
 
3,000

 
32,768

Net cash provided by operating activities
 
88,298

 
59,776

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
Acquisition of Predecessor
 

 
(946,898
)
Acquisition of Peter Piper Pizza
 
(663
)
 

Acquisition of franchisee
 

 
(1,529
)
Purchases of property and equipment
 
(56,994
)
 
(48,576
)
Development of internal use software
 
(2,784
)
 

Other investing activities
 
261

 
401

Net cash used in investing activities
 
(60,180
)
 
(996,602
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
Proceeds from secured credit facilities, net of original issue discount
 

 
756,200

Proceeds from senior notes
 

 
255,000

Repayment of Predecessor Facility
 

 
(348,000
)
Repayments on senior term loan
 
(5,700
)
 
(1,900
)
Net repayments on revolving credit facility
 

 
(13,500
)
Proceeds from sale leaseback transaction
 

 
183,685

Payment of debt financing costs
 

 
(27,575
)
Dividends paid
 
(70,000
)
 
(928
)
Equity contribution
 

 
350,000

Other financing activities
 
(1,538
)
 
4,533

Net cash provided by (used in) financing activities
 
(77,238
)
 
1,157,515

Effect of foreign exchange rate changes on cash
 
(977
)
 
(390
)
Change in cash and cash equivalents
 
(50,097
)
 
220,299

Cash and cash equivalents at beginning of period
 
110,994

 
20,686

Cash and cash equivalents at end of period
 
$
60,897

 
$
240,985



6


CEC ENTERTAINMENT, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(Unaudited)
(in thousands)



Non-GAAP Financial Measures
The Company reports and discusses its operating results using financial measures consistent with accounting principles generally accepted in the United States (“GAAP”). From time to time in the course of financial presentations, earnings conference calls or otherwise, the Company may disclose certain non-GAAP financial measures such as Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”). The Company believes Adjusted EBITDA is a measure that provides investors with additional information to measure our performance. We believe that the presentation of Adjusted EBITDA is appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future, as well as other items. Further, we believe Adjusted EBITDA provides a meaningful measure of operating profitability because we use it for evaluating our business performance and understanding certain significant items. The non-GAAP financial measures presented in this earnings release should not be viewed as alternatives or substitutes for the Company’s reported GAAP results.
The following table sets forth a reconciliation of net income to Adjusted EBITDA and Adjusted EBITDA expressed as a percentage of total revenues for the periods shown:
 
Three Months Ended
 
 
Nine Months Ended
 
September 27,
2015
 
September 28,
2014
 
 
September 27,
2015
 
September 28,
2014
 
(Successor)
 
(Successor)
 
 
(Successor)
 
(Combined)
 
 
Total revenues
$
221,937

 
$
199,689

 
 
$
699,523

 
$
642,082

Net income (loss) as reported
$
(3,202
)
 
$
(13,279
)
 
 
$
1,648

 
$
(39,231
)
Interest expense
17,209

 
15,974

 
 
52,031

 
44,407

Income tax expense (benefit)
(1,508
)
 
(6,936
)
 
 
3,319

 
(14,816
)
Depreciation and amortization
29,350

 
32,143

 
 
89,597

 
95,266

Non-cash impairments, gain or loss on disposal
2,700

 
2,672

 
 
5,742

 
5,517

Non-cash stock-based compensation
164

 
191

 
 
733

 
12,830

Rent expense book to cash
2,468

 
2,008

 
 
6,649

 
7,279

Franchise revenue, net cash received
386

 
2,104

 
 
321

 
2,204

Impact of purchase accounting
249

 
610

 
 
597

 
1,023

Store pre-opening costs
178

 
(22
)
 
 
539

 
616

One-time items
4,941

 
8,546

 
 
12,546

 
46,367

Cost savings initiatives
505

 
529

 
 
1,505

 
2,198

Adjusted EBITDA
$
53,440

 
$
44,540

 
 
$
175,227

 
$
163,660

Adjusted EBITDA as a percent of total revenues
24.1
%
 
22.3
%
 
 
25.0
%
 
25.5
%
Adjusted EBITDA, a measure used by management to assess operating performance, is defined as Net income (loss) plus interest expense, income taxes and depreciation and amortization and adjusted to exclude asset impairments, the effects of acquisition accounting adjustments, transaction and severance costs, and certain other items.


7


CEC ENTERTAINMENT, INC.
STORE COUNT INFORMATION
(Unaudited)

 
 
Three Months Ended
 
Nine Months Ended
 
 
September 27,
2015
 
September 28,
2014
 
September 27,
2015
 
September 28,
2014
 
 
(Successor)
 
(Successor)
 
(Successor)
 
(Combined)
Number of Company-owned stores:
 
 
 
 
 
 
 
 
Beginning of period
 
557

 
524

 
559

 
522

New (1)
 
1

 

 
3

 
6

Acquired from franchisee
 

 

 

 
1

Closed (1)
 
(2
)
 
(2
)
 
(6
)
 
(7
)
End of period
 
556

 
522

 
556

 
522

Number of franchised stores:
 
 
 
 
 
 
 
 
Beginning of period
 
173

 
54

 
172

 
55

New (2)
 
4

 
4

 
8

 
4

Acquired by Company
 

 

 

 
(1
)
Closed (2)
 
(4
)
 
(1
)
 
(7
)
 
(1
)
End of period
 
173

 
57

 
173

 
57

Total number of stores:
 
 
 
 
 
 
 
 
Beginning of period
 
730

 
578

 
731

 
577

New (3)
 
5

 
4

 
11

 
10

Acquired from franchisee
 

 

 

 

Closed (3)
 
(6
)
 
(3
)
 
(13
)
 
(8
)
End of period
 
729

 
579

 
729

 
579

_____________________
(1) 
The number of new and closed Company-owned stores during the nine months ended September 27, 2015 and September 28, 2014 included one and two stores, respectively, that were relocated.
(2) 
The number of new and closed franchise stores during the three and nine months ended September 27, 2015 included one and two stores, respectively, that were relocated.
(3) 
The number of new and closed stores during the three months ended September 27, 2015, and the nine months ended September 27, 2015 and September 28, 2014, included one, three and two stores, respectively, that were relocated.
(4) 
There were no stores that were relocated during the three months ended September 28, 2014.




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