Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Apr. 28, 2023 | May 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 28, 2023 | |
Current Fiscal Year End Date | --07-28 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Transition Report | false | |
Entity File Number | 001-25225 | |
Entity Registrant Name | Cracker Barrel Old Country Store, Inc. | |
Entity Central Index Key | 0001067294 | |
Entity Incorporation, State or Country Code | TN | |
Entity Tax Identification Number | 62-0812904 | |
Entity Address, Address Line One | 305 Hartmann Drive | |
Entity Address, City or Town | Lebanon | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37087-4779 | |
City Area Code | 615 | |
Local Phone Number | 444-5533 | |
Title of 12(b) Security | Common Stock (Par Value $0.01) | |
Trading Symbol | CBRL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,152,432 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 28, 2023 | Jul. 29, 2022 | [1] |
Current Assets: | |||
Cash and cash equivalents | $ 22,452 | $ 45,105 | |
Accounts receivable | 32,086 | 32,246 | |
Inventories | 184,813 | 213,249 | |
Prepaid expenses and other current assets | 33,681 | 26,676 | |
Total current assets | 273,032 | 317,276 | |
Property and equipment | 2,359,829 | 2,309,578 | |
Less: Accumulated depreciation and amortization | 1,396,264 | 1,339,969 | |
Property and equipment - net | 963,565 | 969,609 | |
Operating lease right-of-use assets, net | 903,435 | 933,524 | |
Goodwill | 4,690 | 4,690 | |
Intangible assets | 22,090 | 21,210 | |
Other assets | 46,657 | 48,602 | |
Total assets | 2,213,469 | 2,294,911 | |
Current Liabilities: | |||
Accounts payable | 132,032 | 169,871 | |
Taxes withheld and accrued | 33,588 | 60,212 | |
Other current liabilities | 283,603 | 272,241 | |
Total current liabilities | 449,223 | 502,324 | |
Long-term debt | 444,545 | 423,249 | |
Long-term operating lease liabilities | 711,199 | 722,159 | |
Other long-term obligations | 134,634 | 135,700 | |
Commitments and Contingencies (Note 10) | |||
Shareholders' Equity: | |||
Preferred stock - 100,000,000 shares of $0.01 par value authorized; 300,000 shares designated as Series A Junior Participating Preferred Stock; no shares issued | 0 | 0 | |
Common stock - 400,000,000 shares of $0.01 par value authorized; 22,152,432 shares issued and outstanding at April 28, 2023, and 22,281,443 shares issued and outstanding at July 29, 2022 | 221 | 223 | |
Additional paid-in capital | 2,474 | 0 | |
Retained earnings | 471,173 | 511,256 | |
Total shareholders' equity | 473,868 | 511,479 | |
Total liabilities and shareholders' equity | $ 2,213,469 | $ 2,294,911 | |
[1] This Condensed Consolidated Balance Sheet has been derived from the audited Consolidated Balance Sheet as of July 29, 2022, as filed with the Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended July 29, 2022. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 28, 2023 | Jul. 29, 2022 |
Shareholders' Equity: | ||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 22,152,432 | 22,281,443 |
Common stock, shares outstanding (in shares) | 22,152,432 | 22,281,443 |
Series A Junior Participating Preferred Stock [Member] | ||
Shareholders' Equity: | ||
Preferred stock, shares authorized (in shares) | 300,000 | 300,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 28, 2023 | Apr. 29, 2022 | Apr. 28, 2023 | Apr. 29, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME [Abstract] | ||||
Total revenue | $ 832,689 | $ 790,196 | $ 2,606,076 | $ 2,437,386 |
Cost of goods sold (exclusive of depreciation and rent) | 262,191 | 250,048 | 870,286 | 776,460 |
Labor and other related expenses | 297,883 | 283,664 | 903,558 | 854,647 |
Other store operating expenses | 196,886 | 185,870 | 602,447 | 561,715 |
General and administrative expenses | 45,049 | 40,160 | 136,515 | 124,533 |
Impairment and store closing costs | 13,890 | 0 | 13,890 | 0 |
Operating income | 16,790 | 30,454 | 79,380 | 120,031 |
Interest expense, net | 4,536 | 2,171 | 12,476 | 7,000 |
Income before income taxes | 12,254 | 28,283 | 66,904 | 113,031 |
Provision for income taxes (income tax benefit) | (1,714) | 767 | 5,316 | 14,515 |
Net income | $ 13,968 | $ 27,516 | $ 61,588 | $ 98,516 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.63 | $ 1.19 | $ 2.78 | $ 4.22 |
Diluted (in dollars per share) | $ 0.63 | $ 1.19 | $ 2.77 | $ 4.21 |
Weighted average shares: | ||||
Basic (in shares) | 22,152,002 | 23,089,521 | 22,173,019 | 23,330,093 |
Diluted (in shares) | 22,254,511 | 23,170,900 | 22,266,333 | 23,409,118 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Total | Cumulative-Effect of Change in Accounting Principle, Net of Taxes [Member] Common Stock [Member] | Cumulative-Effect of Change in Accounting Principle, Net of Taxes [Member] Additional Paid-In Capital [Member] | Cumulative-Effect of Change in Accounting Principle, Net of Taxes [Member] Retained Earnings [Member] | Cumulative-Effect of Change in Accounting Principle, Net of Taxes [Member] | |
Balances at Jul. 30, 2021 | $ 235 | $ 0 | $ 663,398 | $ 663,633 | $ 0 | $ 0 | $ (36,956) | $ (36,956) | |
Balances (in shares) at Jul. 30, 2021 | 23,497,166 | 0 | |||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 33,376 | 33,376 | |||||
Total comprehensive income | 0 | 0 | 33,376 | 33,376 | |||||
Cash dividends declared | 0 | 0 | (30,838) | (30,838) | |||||
Share-based compensation | 0 | 2,309 | 0 | 2,309 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (2,309) | 0 | (2,309) | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 22,691 | ||||||||
Balances at Oct. 29, 2021 | $ 235 | 0 | 628,980 | 629,215 | |||||
Balances (in shares) at Oct. 29, 2021 | 23,519,857 | ||||||||
Balances at Jul. 30, 2021 | $ 235 | 0 | 663,398 | 663,633 | $ 0 | $ 0 | $ (36,956) | $ (36,956) | |
Balances (in shares) at Jul. 30, 2021 | 23,497,166 | 0 | |||||||
Comprehensive Income: | |||||||||
Net income | 98,516 | ||||||||
Balances at Apr. 29, 2022 | $ 229 | 0 | 564,000 | 564,229 | |||||
Balances (in shares) at Apr. 29, 2022 | 22,912,320 | ||||||||
Balances at Oct. 29, 2021 | $ 235 | 0 | 628,980 | 629,215 | |||||
Balances (in shares) at Oct. 29, 2021 | 23,519,857 | ||||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 37,624 | 37,624 | |||||
Total comprehensive income | 0 | 0 | 37,624 | 37,624 | |||||
Cash dividends declared | 0 | 0 | (30,471) | (30,471) | |||||
Share-based compensation | 0 | 2,203 | 0 | 2,203 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (237) | 0 | (237) | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 8,339 | ||||||||
Purchases and retirement of common stock | $ (3) | (1,966) | (32,261) | (34,230) | |||||
Purchases and retirement of common stock (in shares) | (279,664) | ||||||||
Balances at Jan. 28, 2022 | $ 232 | 0 | 603,872 | 604,104 | |||||
Balances (in shares) at Jan. 28, 2022 | 23,248,532 | ||||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 27,516 | 27,516 | |||||
Total comprehensive income | 0 | 0 | 27,516 | 27,516 | |||||
Cash dividends declared | 0 | 0 | (30,110) | (30,110) | |||||
Share-based compensation | 0 | 1,906 | 0 | 1,906 | |||||
Purchases and retirement of common stock | $ (3) | (1,906) | (37,278) | (39,187) | |||||
Purchases and retirement of common stock (in shares) | (336,212) | ||||||||
Balances at Apr. 29, 2022 | $ 229 | 0 | 564,000 | 564,229 | |||||
Balances (in shares) at Apr. 29, 2022 | 22,912,320 | ||||||||
Balances at Jul. 29, 2022 | $ 223 | 0 | 511,256 | $ 511,479 | [1] | ||||
Balances (in shares) at Jul. 29, 2022 | 22,281,443 | 22,281,443 | |||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 17,129 | $ 17,129 | |||||
Total comprehensive income | 0 | 0 | 17,129 | 17,129 | |||||
Cash dividends declared | 0 | 0 | (28,689) | (28,689) | |||||
Share-based compensation | 0 | 2,422 | 0 | 2,422 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (2,380) | 0 | (2,380) | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 34,982 | ||||||||
Purchases and retirement of common stock | $ (1) | (42) | (12,405) | (12,448) | |||||
Purchases and retirement of common stock (in shares) | (120,958) | ||||||||
Balances at Oct. 28, 2022 | $ 222 | 0 | 487,291 | 487,513 | |||||
Balances (in shares) at Oct. 28, 2022 | 22,195,467 | ||||||||
Balances at Jul. 29, 2022 | $ 223 | 0 | 511,256 | $ 511,479 | [1] | ||||
Balances (in shares) at Jul. 29, 2022 | 22,281,443 | 22,281,443 | |||||||
Comprehensive Income: | |||||||||
Net income | $ 61,588 | ||||||||
Balances at Apr. 28, 2023 | $ 221 | 2,474 | 471,173 | $ 473,868 | |||||
Balances (in shares) at Apr. 28, 2023 | 22,152,432 | 22,152,432 | |||||||
Balances at Oct. 28, 2022 | $ 222 | 0 | 487,291 | $ 487,513 | |||||
Balances (in shares) at Oct. 28, 2022 | 22,195,467 | ||||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 30,491 | 30,491 | |||||
Total comprehensive income | 0 | 0 | 30,491 | 30,491 | |||||
Cash dividends declared | 0 | 0 | (29,179) | (29,179) | |||||
Share-based compensation | 0 | 2,689 | 0 | 2,689 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (20) | 0 | (20) | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 6,167 | ||||||||
Purchases and retirement of common stock | $ (1) | (2,669) | (2,331) | (5,001) | |||||
Purchases and retirement of common stock (in shares) | (50,834) | ||||||||
Balances at Jan. 27, 2023 | $ 221 | 0 | 486,272 | 486,493 | |||||
Balances (in shares) at Jan. 27, 2023 | 22,150,800 | ||||||||
Comprehensive Income: | |||||||||
Net income | $ 0 | 0 | 13,968 | 13,968 | |||||
Total comprehensive income | 0 | 0 | 13,968 | 13,968 | |||||
Cash dividends declared | 0 | 0 | (29,067) | (29,067) | |||||
Share-based compensation | 0 | 2,474 | 0 | 2,474 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | 0 | 0 | 0 | |||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 1,632 | ||||||||
Balances at Apr. 28, 2023 | $ 221 | $ 2,474 | $ 471,173 | $ 473,868 | |||||
Balances (in shares) at Apr. 28, 2023 | 22,152,432 | 22,152,432 | |||||||
[1] This Condensed Consolidated Balance Sheet has been derived from the audited Consolidated Balance Sheet as of July 29, 2022, as filed with the Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended July 29, 2022. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |||||
Apr. 28, 2023 | Jan. 27, 2023 | Oct. 28, 2022 | Apr. 29, 2022 | Jan. 28, 2022 | Oct. 29, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY [Abstract] | ||||||
Cash dividends declared (in dollars per share) | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | ||
Apr. 28, 2023 | Apr. 29, 2022 | ||
Cash flows from operating activities: | |||
Net income | $ 61,588 | $ 98,516 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 76,805 | 77,288 | |
Amortization of debt issuance costs | 1,296 | 1,326 | |
Loss on disposition of property and equipment | 4,793 | 4,140 | |
Impairment | 11,692 | 0 | |
Share-based compensation | 7,585 | 6,418 | |
Noncash lease expense | 44,727 | 43,646 | |
Amortization of asset recognized from gain on sale and leaseback transactions | 9,551 | 9,551 | |
Changes in assets and liabilities: | |||
Inventories | 28,436 | (54,040) | |
Other current assets | (5,490) | (5,073) | |
Accounts payable | (37,839) | (9,740) | |
Taxes withheld and accrued | (26,624) | 7,794 | |
Other current liabilities | 11,981 | (2,104) | |
Long-term operating lease liabilities | (36,508) | (44,495) | |
Other long-term assets and liabilities | (757) | (26,871) | |
Net cash provided by operating activities | 151,236 | 106,356 | |
Cash flows from investing activities: | |||
Purchase of property and equipment | (87,623) | (59,982) | |
Proceeds from insurance recoveries of property and equipment | 725 | 1,175 | |
Proceeds from sale of property and equipment | 250 | 44 | |
Acquisition of business, net of cash acquired | 0 | (1,500) | |
Net cash used in investing activities | (86,648) | (60,263) | |
Cash flows from financing activities: | |||
Proceeds from issuance of long-term debt | 120,000 | 45,000 | |
Taxes withheld from issuance of share-based compensation awards | (2,400) | (2,546) | |
Principal payments under long-term debt | (100,049) | (50,049) | |
Purchases and retirement of common stock | (17,449) | (73,417) | |
Dividends on common stock | (87,343) | (84,901) | |
Net cash used in financing activities | (87,241) | (165,913) | |
Net decrease in cash and cash equivalents | (22,653) | (119,820) | |
Cash and cash equivalents, beginning of period | 45,105 | 144,593 | |
Cash and cash equivalents, end of period | 22,452 | 24,773 | |
Cash paid during the period for: | |||
Interest, net of amounts capitalized | 9,323 | 5,399 | |
Income taxes | 4,798 | 20,261 | |
Supplemental schedule of non-cash investing and financing activities: | |||
Capital expenditures accrued in accounts payable | [1] | 3,867 | 4,006 |
Dividends declared but not yet paid | [1] | $ 30,048 | $ 30,668 |
[1]See Note 8 for additional supplemental disclosures related to leases. |
Condensed Consolidated Financia
Condensed Consolidated Financial Statements | 9 Months Ended |
Apr. 28, 2023 | |
Condensed Consolidated Financial Statements [Abstract] | |
Condensed Consolidated Financial Statements | 1. Condensed Consolidated Financial Statements Cracker Barrel Old Country Store, Inc., and its affiliates (collectively, in these Notes to Condensed Consolidated Financial Statements, the “Company”) are principally engaged in the operation and development in the United States of the Cracker Barrel Old Country Store® (“Cracker Barrel”) concept. The accompanying condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) without audit. In the opinion of management, all adjustments (consisting of normal and recurring items) necessary for a fair presentation of such condensed consolidated financial statements have been made. The results of operations for any interim period are not necessarily indicative of results for a full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended July 29, 2022 (the “2022 Form 10-K”). The accounting policies used in preparing these condensed consolidated financial statements are the same as described in the 2022 Form 10-K. References to a year in these Notes to Condensed Consolidated Financial Statements are to the Company’s fiscal year unless otherwise noted. COVID-19 Impact While all of our dining rooms are currently operating without COVID-19-related restrictions, it is possible that renewed outbreaks or increases in cases and/or new variants of the disease, either as part of a national trend or on a more localized basis, could result in COVID-19-related restrictions including capacity restrictions, otherwise limit our dine-in services, or negatively affect consumer demand. In response to the COVID-19 pandemic, the Company instituted operational protocols to comply with applicable regulatory requirements to protect the health and safety of employees and guests, and the Company implemented and continually adapted a number of strategies to support the recovery of our business and navigate through the uncertain environment. The Company continues to focus on growing its off-premise business and investing in its digital infrastructure to improve the guest experience in the face of these ongoing challenges. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Apr. 28, 2023 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 2. Fair Value Measurements The Company’s assets measured at fair value on a recurring basis at April 28, 2023 were as follows: Level 1 Level 2 Level 3 Total Fair Value Cash equivalents* $ 1 $ — $ — $ 1 Deferred compensation plan assets** 26,386 Total assets at fair value $ 26,387 The Company’s assets measured at fair value on a recurring basis at July 29, 2022 Level 1 Level 2 Level 3 Total Fair Value Cash equivalents* $ 18,001 $ — $ — $ 18,001 Deferred compensation plan assets** 27,843 Total assets at fair value $ 45,844 * Consists of money market fund investments. ** Represents plan assets invested in mutual funds established under a rabbi trust for the Company’s The Company did not have any liabilities measured at fair value on a recurring basis at April 28, 2023 and July 29, 2022. The Company’s money market fund investments are measured at fair value using quoted market prices. The Company’s deferred compensation plan assets are measured based on net asset value per share as a practical expedient to estimate fair value. The fair values of the Company’s accounts receivable and accounts payable approximate their carrying amounts because of their short duration. The fair value of the Company’s variable rate debt, based on quoted market prices, which are considered Level 1 inputs, approximates its carrying amount at April 28, 2023 and July 29, 2022. The Company’s financial instruments that are not remeasured at fair value include the 0.625% convertible Senior Notes (see Note 4). The Company estimates the fair value of the Notes through consideration of quoted market prices of similar instruments, classified as Level 2. The estimated fair value of the Notes was $264,606 and $255,894, respectively, as of April 28, 2023 and July 29, 2022 . Assets Measured at Fair Value on a Nonrecurring Basis During the third quarter of 2023, six Cracker Barrel locations were determined to be impaired because of declining operational performance. Fair value of these locations was determined by sales prices of comparable assets or estimates of discounted future cash flows considering their highest and best use. Assumptions used in the cash flow model included projected annual revenue growth rates and projected cash flows, which can be affected by economic conditions and management’s expectations. Additionally, changes in the local and national economies and markets for real estate and other assets can impact the sales prices of the assets. The Company has determined that the majority of the inputs used to value its long-lived assets held and used are unobservable inputs, and thus, are considered Level 3 inputs. Based on its analysis, the Company recorded an impairment charge of $11,692, which is included in the impairment and store closing costs line on the Condensed Consolidated Statement of Income. |
Inventories
Inventories | 9 Months Ended |
Apr. 28, 2023 | |
Inventories [Abstract] | |
Inventories | 3. Inventories Inventories were comprised of the following at: April 28, 2023 July 29, 2022 Retail $ 140,716 $ 170,846 Restaurant 25,483 25,284 Supplies 18,614 17,119 Total $ 184,813 $ 213,249 |
Debt
Debt | 9 Months Ended |
Apr. 28, 2023 | |
Debt [Abstract] | |
Debt | 4. Debt On June 17, 2022, the Company entered into a five-year $700,000 revolving credit facility (the “2022 Revolving Credit Facility”) with substantially the same terms and financial covenants as our previous amended $800,000 revolving credit facility, which it replaced. The 2022 Revolving Credit Facility also contains an option to increase the revolving credit facility by $200,000. The Company’s outstanding borrowings under the 2022 Revolving Credit Facility were $150,000 and $130,000 on April 28, 2023 and July 29, 2022, respectively. As of April 28, 2023, the Company had $31,896 of standby letters of credit, which reduce the Company’s borrowing availability under the 2022 Revolving Credit Facility (see Note 10 for more information on the Company’s standby letters of credit). As of April 28, 2023, the Company had $518,104 in borrowing availability under the 2022 Revolving Credit Facility. In accordance with the 2022 Revolving Credit Facility, outstanding borrowings bear interest, at the Company’s election, either at Term Secured Overnight Financing Rate (SOFR) or prime plus or a rate of 0.5% in excess of the Federal Funds Rate plus an applicable margin based on certain specified financial ratios. At April 28, 2023, the weighted average interest rate on the Company’s outstanding borrowings was 6.49%. The 2022 Revolving Credit Facility contains customary financial covenants, which include maintenance of a maximum consolidated total senior secured leverage ratio and a minimum consolidated interest coverage ratio. At April 28, 2023, the Company was in compliance with all financial covenants under the 2022 Revolving Credit Facility. The 2022 Revolving Credit Facility also imposes restrictions on the amount of dividends the Company is permitted to pay and the amount of shares the Company is permitted to repurchase. Under the 2022 Revolving Credit Facility, provided there is no default existing and the total of the Company’s availability under the 2022 Revolving Credit Facility plus the Company’s cash and cash equivalents on hand is at least $100,000 (the “Cash Availability”), the Company may declare and pay cash dividends on shares of its common stock and repurchase shares of its common stock (1) in an unlimited amount if, at the time such dividend or repurchase is made, the Company’s consolidated total senior secured leverage ratio is 2.75 to 1.00 or less and (2) in an aggregate amount not to exceed $100,000 in any fiscal year if the Company’s consolidated total leverage ratio is greater than 2.75 to 1.00 at the time the dividend or repurchase is made; notwithstanding (1) and (2), so long as immediately after giving effect to the payment of any such dividends, Cash Availability is at least $100,000, the Company may declare and pay cash dividends on shares of its common stock in an aggregate amount not to exceed in any fiscal year the product of the aggregate amount of dividends declared in the fourth quarter of the immediately preceding fiscal year multiplied by four. Convertible Senior Notes On June 18, 2021, the Company completed a $300,000 principal aggregate amount private offering of 0.625% convertible Senior Notes due in 2026 (the “Notes”). The Notes are governed by the terms of an indenture between the Company and U.S. Bank National Association as the Trustee. The Notes will mature on June 15, 2026, unless earlier converted, repurchased or redeemed. The Notes bear cash interest at an annual rate of 0.625%, payable semi-annually in arrears on June 15 and December 15 of each year. The Notes are unsecured obligations and do not contain any financial or operating covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company or any of its subsidiaries. In an event of default, the principal amount of, and all accrued and unpaid interest on, all of the notes then outstanding will immediately become due and payable. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an event of default relating to certain failures by the Company to comply with certain reporting covenants in the Indenture will consist exclusively of the right of the noteholders to receive special interest on the Notes for up to 180 calendar days during which such event of default has occurred and is continuing, at a specified rate for the first 90 days of 0.25% per annum, and thereafter at a rate of 0.50% per annum, on the principal amount of the Notes. The initial conversion rate applicable to the Notes was 5.3153 shares of the Company’s common stock per $1,000 principal amount of Notes, which represented an initial conversion price of approximately $188.14 per share of the Company’s common stock, a premium of 25.0% over the last reported sale price of $150.51 per share on June 15, 2021, the date on which the Notes were priced. The conversion rate is subject to customary adjustments upon the occurrence of certain events, including the payment of dividends to holders of the Company’s common stock. As of April 28, 2023, the conversion rate, as adjusted, was 5.8108 shares of the Company’s common stock per $1,000 principal amount of Notes. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. Net proceeds from the Notes offering were $291,125, after deducting the initial purchasers’ discounts and commissions and the Company’s offering fees and expenses. The Notes are accounted for entirely as a liability, and the issuance costs of the Notes are accounted for wholly as debt issuance costs. The following table includes the outstanding principal amount and carrying value of the Notes as of the dates indicated: April 28, 2023 July 29, 2022 Liability component Principal $ 300,000 $ 300,000 Less: Debt issuance costs (1) 5,605 6,901 Net carrying amount $ 294,395 $ 293,099 (1) Debt issuance costs are amortized to interest expense using the effective interest method over the expected life of the Notes. The effective rate of the Notes over their expected life is 1.23%. The following is a summary of interest expense for the Notes for specified periods: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Coupon interest $ 474 $ 474 $ 1,422 $ 1,422 Amortization of issuance costs 434 415 1,296 1,326 Total interest expense $ 908 $ 889 $ 2,718 $ 2,748 During any calendar quarter commencing after September 30, 2021, in which the closing price of the Company’s common stock exceeds 130% of the applicable conversion price of the Notes on at least 20 of the last 30 consecutive trading days of the quarter, holders may in the quarter immediately following, convert all or a portion of their Notes. The holders of the Notes were not eligible to convert their Notes during 2023, 2022 or 2021. When a conversion notice is received, the Company has the option to pay or deliver the conversion amount entirely in cash or a combination of cash and shares of the Company’s common stock. Accordingly, as of April 28, 2023, the Company could not be required to settle the Notes and, therefore, the Notes are classified as long-term debt. Convertible Note Hedge and Warrant Transactions In connection with the offering of the Notes, the Company entered into convertible note hedge transactions (the “Convertible Note Hedge Transactions”) with certain of the initial purchasers of the Notes and/or their respective affiliates and other financial institutions (in this capacity, the “Hedge Counterparties”). Concurrently with the Company’s entry into the Convertible Note Hedge Transactions, the Company also entered into separate, warrant transactions with the Hedge Counterparties collectively relating to the same number of shares of the Company’s common stock, which initially was approximately 1,600,000 shares, subject to customary anti-dilution adjustments, and for which the Company received proceeds that partially offset the cost of entering into the Convertible Note Hedge Transactions (the “Warrant Transactions”). The Convertible Note Hedge Transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially underlay the Notes and are expected generally to reduce the potential equity dilution, and/or offset any cash payments in excess of the principal amount due, as the case may be, upon conversion of the Notes. The Warrant Transactions could have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the strike price of the Warrant Transactions. The strike price was initially $263.39 per share and is subject to certain adjustments under the terms of the Warrant Transactions. As of April 28, 2023, the strike price, as adjusted, of the Warrant Transactions was $240.93 per share as a result of dividends declared since the Notes were issued. The portion of the net proceeds to the Company from the offering of the Notes that was used to pay the premium on the Convertible Note Hedge Transactions, net of the proceeds to the Company from the Warrant Transactions, was approximately $30,310. The net costs incurred in connection with the Convertible Note Hedge Transactions and Warrant Transactions were recorded as a reduction to additional paid-in capital on the Company’s Condensed Consolidated Balance Sheet during 2021. Because these transactions meet certain accounting criteria, the Convertible Note Hedge Transactions and Warrant Transactions were recorded in shareholders’ equity, not accounted for as derivatives and are not remeasured each reporting period. |
Seasonality
Seasonality | 9 Months Ended |
Apr. 28, 2023 | |
Seasonality [Abstract] | |
Seasonality | 5. Seasonality Historically, the revenue and net income of the Company have been lower in the first and third quarters and higher in the second and fourth quarters. Management attributes these variations to the holiday shopping season and the summer vacation and travel season. The Company’s retail sales, which are made substantially to the Company’s restaurant customers, historically have been highest in the Company’s second quarter, which includes the holiday shopping season. Historically, interstate tourist traffic and the propensity to dine out have been higher during the summer months, thereby contributing to higher profits in the Company’s fourth quarter. The Company generally opens additional new locations throughout the year. Therefore, the results of operations for any interim period cannot be considered indicative of the operating results for an entire year. Currently, the Company is not able to predict the impact that future variants of COVID-19 may have on these historical consumer demand patterns or, as a result, on the seasonality of its business generally. |
Segment Information
Segment Information | 9 Months Ended |
Apr. 28, 2023 | |
Segment Information [Abstract] | |
Segment Information | 6. Segment Information Cracker Barrel stores represent a single, integrated operation with two related and substantially integrated product lines. The operating expenses of the restaurant and retail product lines of a Cracker Barrel store are shared and are indistinguishable in many respects. Accordingly, the Company currently manages its business on the basis of one reportable operating segment. All of the Company’s operations are located within the United States. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Apr. 28, 2023 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 7. Revenue Recognition Revenue consists primarily of sales from restaurant and retail operations. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a restaurant guest, retail customer or other customer. The Company’s policy is to present sales in the Condensed Consolidated Statements of Income on a net presentation basis after deducting sales tax. Disaggregation of revenue Total revenue was comprised of the following for the specified periods: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Revenue: Restaurant $ 681,315 $ 632,210 $ 2,061,551 $ 1,903,704 Retail 151,374 157,986 544,525 533,682 Total revenue $ 832,689 $ 790,196 $ 2,606,076 $ 2,437,386 Restaurant Revenue The Company recognizes revenues from restaurant sales when payment is tendered at the point of sale, as the Company’s performance obligation to provide food and beverages is satisfied. Retail Revenue The Company recognizes revenues from retail sales when payment is tendered at the point of sale, as the Company’s performance obligation to provide merchandise is satisfied. Ecommerce sales, including shipping revenue, are recorded upon delivery to the customer. Additionally, estimated sales returns are calculated based on return history and sales levels. Gift Card Breakage Included in restaurant and retail revenue is gift card breakage. Customer purchases of gift cards, to be utilized at the Company’s stores, are not recognized as sales until the card is redeemed and the customer purchases food and/or merchandise. Gift cards do not carry an expiration date; therefore, customers can redeem their gift cards indefinitely. A certain number of gift cards will not be fully redeemed. Management estimates unredeemed balances and recognizes gift card breakage revenue for these amounts in the Company’s Condensed Consolidated Statements of Income over the expected redemption period. The determination of the gift card breakage rate is based upon the Company’s specific historical redemption patterns. The Company recognizes gift card breakage by applying its estimate of the rate of gift card breakage over the period of estimated redemption. For the quarter and nine months ended April 28, 2023, gift card breakage was $1,595 and $5,083, respectively. For the quarter and nine months ended April 29, 2022, gift card breakage was $1,514 and $4,783, respectively. Deferred revenue related to the Company’s gift cards was and respectively, at and July Revenue recognized in the Condensed Consolidated Statements of Income for the nine months ended and respectively, for the redemption of gift cards which were included in the deferred revenue balance at the beginning of the fiscal year was and |
Leases
Leases | 9 Months Ended |
Apr. 28, 2023 | |
Leases [Abstract] | |
Leases | 8. Leases The Company has ground leases for its leased stores and office space leases that are recorded as operating leases under various non-cancellable operating leases. The Company also leases advertising billboards, vehicle fleets, and certain equipment under various non-cancellable operating leases. Additionally, the Company completed sale-leaseback transactions in 2009, 2020 and 2021 (see section below entitled “Sale and Leaseback Transactions”). To determine whether a contract is or contains a lease, the Company determines at contract inception whether it contains the right to control the use of an identified asset for a period of time in exchange for consideration. If the contract has the right to obtain substantially all of the economic benefit from use of the identified asset and the right to direct the use of the identified asset, the Company recognizes a right-of-use asset and lease liability. The Company’s leases all have varying terms and expire at various dates through 2055. Restaurant leases typically have base terms of ten years with four to five optional renewal periods of five years each. The Company uses a lease life that generally begins on the commencement date, including the rent holiday periods, and generally extends through certain renewal periods that can be exercised at the Company’s option. During rent holiday periods, which include the pre-opening period during construction, the Company has possession of and access to the property, but is not obligated to, and normally does not, make rent payments Contingent rent is determined as a percentage of gross sales in excess of specified levels. The Company records a contingent rent liability and corresponding rent expense when it is probable sales have been achieved in amounts in excess of the specified levels. The Company has entered into agreements for real estate leases that are not recorded as right-of-use assets or lease liabilities as we have not yet taken possession. These leases are expected to commence in 2023, 2024 and 2025 with undiscounted future payments of $2,620, $14,855 and $20,400, respectively. The Company has elected not to separate lease and non-lease components. Additionally, the Company has elected to apply the short term lease exemption to all asset classes and the short term lease expense for the period reasonably reflects the short term lease commitments. As the Company’s leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at the time of commencement or modification date in determining the present value of lease payments. For operating leases that commenced prior to the date of adoption of the new lease accounting guidance, the Company used the incremental borrowing rate as of the adoption date. Assumptions used in determining the Company’s incremental borrowing rate include the Company’s implied credit rating and an estimate of secured borrowing rates based on comparable market data. The following table summarizes the components of lease cost for operating leases for the quarters and nine months ended April 28, 2023 and April 29, 2022: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Operating lease cost $ 27,456 $ 27,266 $ 82,345 $ 81,408 Short term lease cost 234 99 2,731 2,324 Variable lease cost 909 622 2,863 1,852 Total lease cost $ 28,599 $ 27,987 $ 87,939 $ 85,584 The following table summarizes supplemental cash flow information and non-cash activity related to the Company’s operating leases for the quarters and nine months ended April 28, 2023 as compared to the same periods in the prior year: Quarter Ended Nine Months Ended April 28, 2023 April 29 2022 April 28 2023 April 29 2022 Operating cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 23,745 $ 23,219 $ 71,252 $ 69,080 Noncash information: Right-of-use assets obtained in exchange for new operating lease liabilities 5,990 2,893 15,455 14,550 Lease modifications or reassessments increasing or decreasing right-of-use assets 5,417 4,993 9,115 11,409 Lease modifications removing right-of-use assets (80 ) (90 ) (371 ) (426 ) The following table summarizes the weighted-average remaining lease term and the weighted-average discount rate for operating leases as of April 28, 2023 and April 29, 2022: April 28 2023 April 29 2022 Weighted-average remaining lease term 17.00 17.61 Weighted-average discount rate 5.07 % 4.87 % The following table summarizes the maturities of undiscounted cash flows reconciled to the total operating lease liability as of April 28, 2023: Year Total Remainder of 2023 $ 23,957 2024 78,782 2025 70,750 2026 67,645 2027 65,783 Thereafter 853,602 Total future minimum lease payments 1,160,519 Less imputed remaining interest (401,439 ) Total present value of operating lease liabilities $ 759,080 Sale and Leaseback Transactions In 2009, the Company completed sale-leaseback transactions involving 15 of its owned stores and its retail distribution center. Under the transactions, the land, buildings and improvements at the locations were sold and leased back for terms of 20 and 15 years, respectively. Equipment was not included. The leases include specified renewal options for up to 20 additional years. On July 29, 2020, the Company entered into an agreement with the original lessor and a third party financier to obtain ownership of 64 of the 65 Cracker Barrel properties previously covered in the original sale and leaseback arrangement and simultaneously entered into a sale and leaseback transaction with the financier for an aggregate purchase price, net of closing costs, of $198,083. The Company purchased the remaining property for approximately $3,200. In connection with this sale and leaseback transaction, the Company entered into lease agreements for each of the properties for initial terms of 20 years and renewal options up to 50 years. The aggregate initial annual rent payment for the properties is approximately $14,379 and includes 1% annual rent increases over the initial lease terms. All the properties qualified for sale and leaseback and operating lease accounting classification and the Company recorded a gain on the sale and leaseback transaction of $69,954 in the fourth quarter of 2020. The Company recorded operating lease right-of-use assets, including a non-cash asset recognized as a part of accounting for the transaction of $79,049, and corresponding operating lease liabilities of $261,698 and $182,649, respectively. On August 4, 2020, the Company completed a subsequent sale and leaseback transaction involving 62 of its owned Cracker Barrel stores for an aggregate purchase price, net of closing costs, of $146,357. Under the transaction, the land, buildings and building improvements at the locations were sold and leased back for initial terms of 20 years and renewal options up to 50 years. The aggregate initial annual rent payment for the properties is approximately $10,393 and includes 1% annual rent increases over the initial lease terms. All of the properties qualified for sale and leaseback and operating lease accounting classification, and the Company recorded a gain of $217,722 which is recorded in the gain on sale and leaseback transaction line in the Condensed Consolidated Statement of Income in the first quarter of 2021. The Company also recorded operating lease right-of-use assets, including a non-cash asset recognized as part of accounting for the transaction of $175,960, and corresponding operating lease liabilities of $309,624 and $133,663, respectively. |
Net Income Per Share and Weight
Net Income Per Share and Weighted Average Shares | 9 Months Ended |
Apr. 28, 2023 | |
Net Income Per Share and Weighted Average Shares [Abstract] | |
Net Income Per Share and Weighted Average Shares | 9. Net Income Per Share and Weighted Average Shares B asic consolidated net income per share is computed by dividing consolidated net income available to common shareholders by the weighted average number of shares of common stock outstanding for the reporting period. Diluted consolidated net income per share reflects the potential dilution that could occur if securities, options or other contracts to issue shares of common stock were exercised or converted into shares of common stock and is based upon the weighted average number of shares of common stock and common equivalent shares outstanding during the reporting period. Common equivalent shares related to nonvested stock awards and units issued by the Company are calculated using the treasury stock method. The outstanding nonvested stock awards and units issued by the Company represent the only dilutive effects on diluted consolidated net income per shar The Company’s convertible senior notes and related warrants are calculated using the net share settlement option under the if converted method. Because the principal amount of the convertible senior notes will be settled in cash with any excess conversion value settled in cash or shares of common stock, the convertible senior notes have been excluded from the computation of diluted earnings per share because the average market price of the Company’s common stock during the reporting period did not exceed the conversion price of $172.09 as of April 28, 2023. Warrants were excluded from the computation of diluted earnings per share since the warrants’ strike price of $240.93 was greater than the average market price of the Company’s common stock during the period. See Note 4 for additional information regarding the Company’s convertible senior notes. The following table reconciles the components of diluted earnings per share computations: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Net income per share numerator $ 13,968 $ 27,516 $ 61,588 $ 98,516 Net income per share denominator: Weighted average shares 22,152,002 23,089,521 22,173,019 23,330,093 Add potential dilution: Nonvested stock awards and units 102,509 81,379 93,314 79,025 Diluted weighted average shares 22,254,511 23,170,900 22,266,333 23,409,118 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Apr. 28, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies The Company and its subsidiaries are party to various legal and regulatory proceedings and claims incidental to their business in the ordinary course. In the opinion of management, based upon information currently available, the ultimate liability with respect to these contingencies will not materially affect the Company’s financial statements. Related to its insurance coverage, the Company is contingently liable pursuant to standby letters of credit as credit guarantees to certain insurers. As of April 28, 2023, the Company had $31,896 of standby letters of credit related to securing reserved claims under workers’ compensation insurance and the July 29, 2020 and August 4, 2020 sale and leaseback transactions The Company enters into certain indemnification agreements in favor of third parties in the ordinary course of business. The Company believes that the probability of incurring an actual liability under such indemnification agreements is sufficiently remote that no such liability has been recorded in the Condensed Consolidated Balance Sheet as of April 28, 2023. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Fair Value Measurements [Abstract] | |
Assets Liabilities Measured at Fair Value on a Recurring Basis | The Company’s assets measured at fair value on a recurring basis at April 28, 2023 were as follows: Level 1 Level 2 Level 3 Total Fair Value Cash equivalents* $ 1 $ — $ — $ 1 Deferred compensation plan assets** 26,386 Total assets at fair value $ 26,387 The Company’s assets measured at fair value on a recurring basis at July 29, 2022 Level 1 Level 2 Level 3 Total Fair Value Cash equivalents* $ 18,001 $ — $ — $ 18,001 Deferred compensation plan assets** 27,843 Total assets at fair value $ 45,844 * Consists of money market fund investments. ** Represents plan assets invested in mutual funds established under a rabbi trust for the Company’s |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Inventories [Abstract] | |
Inventories | Inventories were comprised of the following at: April 28, 2023 July 29, 2022 Retail $ 140,716 $ 170,846 Restaurant 25,483 25,284 Supplies 18,614 17,119 Total $ 184,813 $ 213,249 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Debt [Abstract] | |
Outstanding Principal Amount and Carrying Value of the Notes | The following table includes the outstanding principal amount and carrying value of the Notes as of the dates indicated: April 28, 2023 July 29, 2022 Liability component Principal $ 300,000 $ 300,000 Less: Debt issuance costs (1) 5,605 6,901 Net carrying amount $ 294,395 $ 293,099 (1) Debt issuance costs are amortized to interest expense using the effective interest method over the expected life of the Notes. |
Summary of Interest Expense | The effective rate of the Notes over their expected life is 1.23%. The following is a summary of interest expense for the Notes for specified periods: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Coupon interest $ 474 $ 474 $ 1,422 $ 1,422 Amortization of issuance costs 434 415 1,296 1,326 Total interest expense $ 908 $ 889 $ 2,718 $ 2,748 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue | Total revenue was comprised of the following for the specified periods: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Revenue: Restaurant $ 681,315 $ 632,210 $ 2,061,551 $ 1,903,704 Retail 151,374 157,986 544,525 533,682 Total revenue $ 832,689 $ 790,196 $ 2,606,076 $ 2,437,386 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Leases [Abstract] | |
Components of Lease Cost for Operating Leases | The following table summarizes the components of lease cost for operating leases for the quarters and nine months ended April 28, 2023 and April 29, 2022: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Operating lease cost $ 27,456 $ 27,266 $ 82,345 $ 81,408 Short term lease cost 234 99 2,731 2,324 Variable lease cost 909 622 2,863 1,852 Total lease cost $ 28,599 $ 27,987 $ 87,939 $ 85,584 |
Supplemental Cash Flow Information and Non-cash Activity Related to Operating Leases | The following table summarizes supplemental cash flow information and non-cash activity related to the Company’s operating leases for the quarters and nine months ended April 28, 2023 as compared to the same periods in the prior year: Quarter Ended Nine Months Ended April 28, 2023 April 29 2022 April 28 2023 April 29 2022 Operating cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 23,745 $ 23,219 $ 71,252 $ 69,080 Noncash information: Right-of-use assets obtained in exchange for new operating lease liabilities 5,990 2,893 15,455 14,550 Lease modifications or reassessments increasing or decreasing right-of-use assets 5,417 4,993 9,115 11,409 Lease modifications removing right-of-use assets (80 ) (90 ) (371 ) (426 ) |
Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases | The following table summarizes the weighted-average remaining lease term and the weighted-average discount rate for operating leases as of April 28, 2023 and April 29, 2022: April 28 2023 April 29 2022 Weighted-average remaining lease term 17.00 17.61 Weighted-average discount rate 5.07 % 4.87 % |
Maturities of Undiscounted Cash Flows Reconciled to Total Operating Lease Liability | The following table summarizes the maturities of undiscounted cash flows reconciled to the total operating lease liability as of April 28, 2023: Year Total Remainder of 2023 $ 23,957 2024 78,782 2025 70,750 2026 67,645 2027 65,783 Thereafter 853,602 Total future minimum lease payments 1,160,519 Less imputed remaining interest (401,439 ) Total present value of operating lease liabilities $ 759,080 |
Net Income Per Share and Weig_2
Net Income Per Share and Weighted Average Shares (Tables) | 9 Months Ended |
Apr. 28, 2023 | |
Net Income Per Share and Weighted Average Shares [Abstract] | |
Reconciliation of Components of Diluted Earnings per Share Computations | The following table reconciles the components of diluted earnings per share computations: Quarter Ended Nine Months Ended April 28, 2023 April 29, 2022 April 28, 2023 April 29, 2022 Net income per share numerator $ 13,968 $ 27,516 $ 61,588 $ 98,516 Net income per share denominator: Weighted average shares 22,152,002 23,089,521 22,173,019 23,330,093 Add potential dilution: Nonvested stock awards and units 102,509 81,379 93,314 79,025 Diluted weighted average shares 22,254,511 23,170,900 22,266,333 23,409,118 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | 9 Months Ended | |||
Apr. 28, 2023 USD ($) Location | Jul. 29, 2022 USD ($) | Jun. 18, 2021 | ||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Liabilities at fair value | $ 0 | $ 0 | ||
Number of locations determined to be impaired | Location | 6 | |||
Impairment charge | $ 11,692 | |||
0.625% Convertible Senior Notes Due 2026 [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Interest rate | 0.625% | 0.625% | ||
Level 2 [Member] | 0.625% Convertible Senior Notes Due 2026 [Member] | Estimated Fair Value [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Fair value of notes | $ 264,606 | 255,894 | ||
Recurring [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Cash equivalents | [1] | 1 | 18,001 | |
Deferred compensation plan assets | [2] | 26,386 | 27,843 | |
Total assets at fair value | 26,387 | 45,844 | ||
Recurring [Member] | Level 1 [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Cash equivalents | [1] | 1 | 18,001 | |
Recurring [Member] | Level 2 [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Cash equivalents | [1] | 0 | 0 | |
Recurring [Member] | Level 3 [Member] | ||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||
Cash equivalents | [1] | $ 0 | $ 0 | |
[1]Consists of money market fund investments.[2]Represents plan assets invested in mutual funds established under a rabbi trust for the Company’s |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Apr. 28, 2023 | Jul. 29, 2022 | |
Inventories [Abstract] | |||
Retail | $ 140,716 | $ 170,846 | |
Restaurant | 25,483 | 25,284 | |
Supplies | 18,614 | 17,119 | |
Total | $ 184,813 | $ 213,249 | [1] |
[1] This Condensed Consolidated Balance Sheet has been derived from the audited Consolidated Balance Sheet as of July 29, 2022, as filed with the Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended July 29, 2022. |
Debt, Revolving Credit Facility
Debt, Revolving Credit Facility (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Apr. 28, 2023 | Jul. 29, 2022 | Jun. 17, 2022 | Jun. 16, 2022 | |
2022 Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Abstract] | ||||
Line of credit facility, term | 5 years | |||
Maximum borrowing capacity | $ 700,000 | |||
Option to increase revolving credit facility | $ 200,000 | |||
Outstanding borrowings | $ 150,000 | $ 130,000 | ||
Amount of standby letters of credit | 31,896 | |||
Remaining borrowing capacity | $ 518,104 | |||
Weighted average interest rates | 6.49% | |||
Liquidity requirements | $ 100,000 | |||
Leverage ratio, maximum | 2.75 | |||
Dividends threshold | $ 100,000 | |||
Multiplier used in calculating aggregate amount of cash dividends on shares of common stock in any fiscal year | 4 | |||
2022 Revolving Credit Facility [Member] | Federal Funds Rate [Member] | ||||
Line of Credit Facility [Abstract] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
2019 Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Abstract] | ||||
Maximum borrowing capacity | $ 800,000 |
Debt, Convertible Senior Notes
Debt, Convertible Senior Notes (Details) - 0.625% Convertible Senior Notes Due 2026 [Member] - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||||
Jun. 18, 2021 | Apr. 28, 2023 | Jul. 29, 2022 | Jun. 15, 2021 | ||
Convertible Senior Notes [Abstract] | |||||
Interest rate | 0.625% | 0.625% | |||
Maturity date | Jun. 15, 2026 | ||||
Periodic interest payment frequency | semi-annually | ||||
Period of special interest to be received in the event of default | 180 days | ||||
Special interest rate to be received for first 90 days | 0.25% | ||||
Special Interest rate to be received thereafter | 0.50% | ||||
Conversion rate of common stock (in shares) | 5.3153 | 5.8108 | |||
Debt instrument, converted amount | $ 1,000 | $ 1,000 | |||
Conversion price per share (in dollars per share) | $ 188.14 | ||||
Common stock premium percentage | 25% | ||||
Sale price per share (in dollars per share) | $ 150.51 | ||||
Net proceeds from notes offering | 291,125 | ||||
Liability component [Abstract] | |||||
Principal | 300,000 | $ 300,000 | |||
Less: Debt issuance costs | [1] | 5,605 | 6,901 | ||
Net carrying amount | $ 294,395 | $ 293,099 | |||
[1]Debt issuance costs are amortized to interest expense using the effective interest method over the expected life of the Notes. |
Debt, Summary of Interest Expen
Debt, Summary of Interest Expense (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 28, 2023 USD ($) | Apr. 29, 2022 USD ($) | Apr. 28, 2023 USD ($) d | Apr. 29, 2022 USD ($) | |
Interest Expense [Abstract] | ||||
Amortization of issuance costs | $ 1,296 | $ 1,326 | ||
0.625% Convertible Senior Notes Due 2026 [Member] | ||||
Interest Expense [Abstract] | ||||
Interest rate effective percentage | 1.23% | 1.23% | 1.23% | 1.23% |
Coupon interest | $ 474 | $ 474 | $ 1,422 | $ 1,422 |
Amortization of issuance costs | 434 | 415 | 1,296 | 1,326 |
Total interest expense | $ 908 | $ 889 | $ 2,718 | $ 2,748 |
Threshold percentage of stock price trigger | 130% | |||
Threshold trading days | d | 20 | |||
Threshold consecutive trading days | d | 30 |
Debt, Convertible Note Hedge an
Debt, Convertible Note Hedge and Warrant Transactions (Details) - Convertible Note Hedge Transactions [Member] $ / shares in Units, $ in Thousands | 9 Months Ended |
Apr. 28, 2023 USD ($) $ / shares shares | |
Convertible Note Hedge and Warrant Transactions [Abstract] | |
Number of shares of common stock included in Warrant Transactions (in shares) | shares | 1,600,000 |
Strike price (in dollars per share) | $ 263.39 |
Adjusted strike price (in dollars per share) | $ 240.93 |
Portion of net proceeds from offering of Notes used to pay the premium on Convertible Note Hedge Transactions, net of proceeds from Warrant Transactions | $ | $ 30,310 |
Segment Information (Details)
Segment Information (Details) | 9 Months Ended |
Apr. 28, 2023 Line Segment | |
Segment Information [Abstract] | |
Number of product lines | Line | 2 |
Number of reportable operating segments | Segment | 1 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Apr. 28, 2023 | Apr. 29, 2022 | Apr. 28, 2023 | Apr. 29, 2022 | Jul. 29, 2022 | |
Disaggregation of Revenue [Abstract] | |||||
Revenue | $ 832,689 | $ 790,196 | $ 2,606,076 | $ 2,437,386 | |
Gift card breakage | 1,595 | 1,514 | 5,083 | 4,783 | |
Deferred revenue related to gift cards | 97,777 | 97,777 | $ 93,569 | ||
Revenue recognized for redemption of gift cards | 34,689 | 36,420 | |||
Restaurant [Member] | |||||
Disaggregation of Revenue [Abstract] | |||||
Revenue | 681,315 | 632,210 | 2,061,551 | 1,903,704 | |
Retail [Member] | |||||
Disaggregation of Revenue [Abstract] | |||||
Revenue | $ 151,374 | $ 157,986 | $ 544,525 | $ 533,682 |
Leases, Summary (Details)
Leases, Summary (Details) $ in Thousands | 9 Months Ended |
Apr. 28, 2023 USD ($) Period | |
Leases [Abstract] | |
Initial lease term | 20 years |
Maximum [Member] | |
Leases [Abstract] | |
Lease renewal option | 50 years |
Restaurant [Member] | |
Leases [Abstract] | |
Initial lease term | 10 years |
Lease renewal option | 5 years |
Undiscounted future payments for leases not yet commenced in 2023 | $ 2,620 |
Undiscounted future payments for leases not yet commenced in 2024 | 14,855 |
Undiscounted future payments for leases not yet commenced in 2025 | $ 20,400 |
Restaurant [Member] | Minimum [Member] | |
Leases [Abstract] | |
Number of optional renewal periods | Period | 4 |
Restaurant [Member] | Maximum [Member] | |
Leases [Abstract] | |
Number of optional renewal periods | Period | 5 |
Leases, Components of Lease Cos
Leases, Components of Lease Cost for Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 28, 2023 | Apr. 29, 2022 | Apr. 28, 2023 | Apr. 29, 2022 | |
Components of Lease Cost for Operating Leases [Abstract] | ||||
Operating lease cost | $ 27,456 | $ 27,266 | $ 82,345 | $ 81,408 |
Short term lease cost | 234 | 99 | 2,731 | 2,324 |
Variable lease cost | 909 | 622 | 2,863 | 1,852 |
Total lease cost | $ 28,599 | $ 27,987 | $ 87,939 | $ 85,584 |
Leases, Supplemental Cash Flow
Leases, Supplemental Cash Flow Information and Non-cash Activity Related to Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 28, 2023 | Apr. 29, 2022 | Apr. 28, 2023 | Apr. 29, 2022 | |
Operating cash flow information [Abstract] | ||||
Cash paid for amounts included in the measurement of lease liabilities | $ 23,745 | $ 23,219 | $ 71,252 | $ 69,080 |
Noncash information [Abstract] | ||||
Right-of-use assets obtained in exchange for new operating lease liabilities | 5,990 | 2,893 | 15,455 | 14,550 |
Lease modifications or reassessments increasing or decreasing right-of-use assets | 5,417 | 4,993 | 9,115 | 11,409 |
Lease modifications removing right-of-use assets | $ (80) | $ (90) | $ (371) | $ (426) |
Leases, Weighted-Average Remain
Leases, Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases (Details) | Apr. 28, 2023 | Apr. 29, 2022 |
Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases [Abstract] | ||
Weighted-average remaining lease term | 17 years | 17 years 7 months 9 days |
Weighted-average discount rate | 5.07% | 4.87% |
Leases, Maturities of Undiscoun
Leases, Maturities of Undiscounted Cash Flows Reconciled to Total Lease Liability (Details) - USD ($) $ in Thousands | Apr. 28, 2023 | Aug. 04, 2020 |
Maturities of Undiscounted Cash Flows Reconciled to Total Lease Liability [Abstract] | ||
Remainder of 2023 | $ 23,957 | |
2024 | 78,782 | |
2025 | 70,750 | |
2026 | 67,645 | |
2027 | 65,783 | |
Thereafter | 853,602 | |
Total future minimum lease payments | 1,160,519 | |
Less imputed remaining interest | (401,439) | |
Total present value of operating lease liabilities | $ 759,080 | $ 133,663 |
Leases, Sale and Leaseback Tran
Leases, Sale and Leaseback Transactions (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Aug. 04, 2020 USD ($) Store | Jul. 29, 2020 USD ($) Store | Apr. 28, 2023 USD ($) | Jul. 31, 2009 Store | Jul. 29, 2022 USD ($) | [1] | |
Sale Leaseback Transactions [Abstract] | ||||||
Initial lease term | 20 years | |||||
Aggregate purchase price, net of closing costs | $ 146,357 | |||||
Aggregate initial annual rent payment for lease properties | $ 10,393 | |||||
Percentage of increase in annual rental payments in initial terms | 1% | |||||
Gain on sale and leaseback transaction | $ 217,722 | |||||
Right-of-use assets, non-cash | 175,960 | |||||
Operating lease right-of-use assets | 309,624 | $ 903,435 | $ 933,524 | |||
Operating lease liabilities | $ 133,663 | $ 759,080 | ||||
Maximum [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Lease renewal option | 50 years | |||||
Owned Stores [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Number of owned stores involved in sale-lease back transactions | Store | 62 | |||||
Aggregate purchase price, net of closing costs | $ 198,083 | |||||
Sale-leaseback Transactions in 2009 [Member] | Owned Stores [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Number of owned stores involved in sale-lease back transactions | Store | 15 | |||||
Initial lease term | 20 years | |||||
Lease renewal option | 20 years | |||||
Sale-leaseback Transactions in 2009 [Member] | Retail Distribution Center [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Initial lease term | 15 years | |||||
Lease renewal option | 20 years | |||||
Sale-leaseback Transactions in 2000 [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Initial lease term | 20 years | |||||
Remaining property purchased | $ 3,200 | |||||
Aggregate initial annual rent payment for lease properties | $ 14,379 | |||||
Percentage of increase in annual rental payments in initial terms | 1% | |||||
Gain on sale and leaseback transaction | $ 69,954 | |||||
Right-of-use assets, non-cash | 79,049 | |||||
Operating lease right-of-use assets | 261,698 | |||||
Operating lease liabilities | $ 182,649 | |||||
Sale-leaseback Transactions in 2000 [Member] | Maximum [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Lease renewal option | 50 years | |||||
Sale-leaseback Transactions in 2000 [Member] | Owned Stores [Member] | ||||||
Sale Leaseback Transactions [Abstract] | ||||||
Number of owned stores involved in sale-lease back transactions | Store | 65 | |||||
Number of stores completed in sale leaseback transaction | Store | 64 | |||||
[1] This Condensed Consolidated Balance Sheet has been derived from the audited Consolidated Balance Sheet as of July 29, 2022, as filed with the Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended July 29, 2022. |
Net Income Per Share and Weig_3
Net Income Per Share and Weighted Average Shares (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Apr. 28, 2023 | Jan. 27, 2023 | Oct. 28, 2022 | Apr. 29, 2022 | Jan. 28, 2022 | Oct. 29, 2021 | Apr. 28, 2023 | Apr. 29, 2022 | |
Reconciliation of Components of Diluted Earnings per Share Computations [Abstract] | ||||||||
Net income per share numerator | $ 13,968 | $ 30,491 | $ 17,129 | $ 27,516 | $ 37,624 | $ 33,376 | $ 61,588 | $ 98,516 |
Net income per share denominator [Abstract] | ||||||||
Weighted average shares (in shares) | 22,152,002 | 23,089,521 | 22,173,019 | 23,330,093 | ||||
Add potential dilution [Abstract] | ||||||||
Nonvested stock awards and units (in shares) | 102,509 | 81,379 | 93,314 | 79,025 | ||||
Diluted weighted average shares (in shares) | 22,254,511 | 23,170,900 | 22,266,333 | 23,409,118 | ||||
Convertible Senior Notes [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||||||||
Conversion price (in dollars per share) | $ 172.09 | $ 172.09 | ||||||
Warrants [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||||||||
Adjusted strike price (in dollars per share) | $ 240.93 | $ 240.93 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Apr. 28, 2023 USD ($) |
Standby Letters of Credit [Member] | Revolving Credit Facility [Member] | |
Loss Contingencies [Abstract] | |
Letters of credit outstanding | $ 31,896 |