Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May 31, 2022 | Jul. 05, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value per share | |
Trading Symbol | KRUS | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | KURA SUSHI USA, INC. | |
Entity Central Index Key | 0001772177 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity File Number | 001-39012 | |
Entity Tax Identification Number | 26-3808434 | |
Entity Address, Address Line One | 17461 Derian Avenue | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Postal Zip Code | 92614 | |
City Area Code | 657 | |
Local Phone Number | 333-4100 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 8,740,465 | |
Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,000,050 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 35,968 | $ 40,430 |
Accounts and other receivables | 2,213 | 2,019 |
Inventories | 884 | 733 |
Due from affiliate | 329 | |
Prepaid expenses and other current assets | 6,108 | 13,957 |
Total current assets | 45,173 | 57,468 |
Non-current assets: | ||
Property and equipment – net | 68,677 | 53,885 |
Operating lease right-of-use assets | 78,569 | 64,158 |
Deposits and other assets | 3,106 | 2,158 |
Total assets | 195,525 | 177,669 |
Current liabilities: | ||
Accounts payable | 6,115 | 4,920 |
Accrued expenses and other current liabilities | 3,287 | 2,820 |
Salaries and wages payable | 5,947 | 4,612 |
Finance leases – current | 697 | 932 |
Operating lease liabilities – current | 7,062 | 5,650 |
Due to affiliate | 84 | 244 |
Sales tax payable | 1,173 | 869 |
Total current liabilities | 24,365 | 20,047 |
Non-current liabilities: | ||
Finance leases – non-current | 49 | 546 |
Operating lease liabilities – non-current | 80,679 | 65,834 |
Other liabilities | 472 | 398 |
Total liabilities | 105,565 | 86,825 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 1,000 shares authorized, no shares issued or outstanding | ||
Additional paid-in capital | 117,549 | 115,756 |
Accumulated deficit | (27,599) | (24,922) |
Total stockholders' equity | 89,960 | 90,844 |
Total liabilities and stockholders' equity | 195,525 | 177,669 |
Class A | ||
Stockholders' equity: | ||
Common stock | 9 | 9 |
Class B | ||
Stockholders' equity: | ||
Common stock | $ 1 | $ 1 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | May 31, 2022 | Aug. 31, 2021 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Class A | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common Stock, Shares, Issued | 8,734,000 | 8,700,000 |
Common stock, shares outstanding | 8,734,000 | 8,700,000 |
Class B | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common Stock, Shares, Issued | 1,000,000 | 1,000,000 |
Common stock, shares outstanding | 1,000,000 | 1,000,000 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Sales | $ 37,969 | $ 18,471 | $ 99,091 | $ 36,967 |
Restaurant operating costs: | ||||
Depreciation and amortization expenses | 1,376 | 1,086 | 3,814 | 3,015 |
Other costs | 4,372 | 2,713 | 12,326 | 6,843 |
Total restaurant operating costs | 31,511 | 13,183 | 84,790 | 35,208 |
General and administrative expenses | 5,900 | 4,292 | 16,714 | 10,687 |
Depreciation and amortization expenses | 85 | 130 | 256 | 299 |
Total operating expenses | 37,496 | 17,605 | 101,760 | 46,194 |
Operating income (loss) | 473 | 866 | (2,669) | (9,227) |
Other expense (income): | ||||
Interest expense | 23 | 67 | 70 | 154 |
Interest income | (25) | (1) | (75) | (8) |
Income (loss) before income taxes | 475 | 800 | (2,664) | (9,373) |
Income tax (benefit) expense | (2) | 30 | 13 | 88 |
Net income (loss) | $ 477 | $ 770 | $ (2,677) | $ (9,461) |
Net income (loss) per Class A and Class B shares | ||||
Basic | $ 0.05 | $ 0.09 | $ (0.28) | $ (1.13) |
Diluted | $ 0.05 | $ 0.09 | $ (0.28) | $ (1.13) |
Weighted average Class A and Class B shares outstanding | ||||
Basic | 9,722 | 8,383 | 9,714 | 8,381 |
Diluted | 10,069 | 8,663 | 9,714 | 8,381 |
Food and Beverage Costs | ||||
Restaurant operating costs: | ||||
Cost of goods and services sold | $ 11,282 | $ 5,850 | $ 29,615 | $ 12,078 |
Labor and Related Costs | ||||
Restaurant operating costs: | ||||
Cost of goods and services sold | 11,788 | 1,649 | 31,840 | 8,070 |
Occupancy and Related Expenses | ||||
Restaurant operating costs: | ||||
Cost of goods and services sold | $ 2,693 | $ 1,885 | $ 7,195 | $ 5,202 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Class A | Class B | Common Stock Class A | Common Stock Class B | Additional Paid-in-Capital | Accumulated Deficit |
Beginning balances at Aug. 31, 2020 | $ 45,713 | $ 7 | $ 1 | $ 60,332 | $ (14,627) | ||
Beginning balance, shares at Aug. 31, 2020 | 7,342 | 1,000 | |||||
Stock-based compensation | 266 | 266 | |||||
Exercise of stock options | 94 | 94 | |||||
Exercise of stock options, Shares | 22 | ||||||
Net income (loss) | (6,350) | (6,350) | |||||
Ending balances at Nov. 30, 2020 | 39,723 | $ 7 | $ 1 | 60,692 | (20,977) | ||
Ending balance, shares at Nov. 30, 2020 | 7,364 | 1,000 | |||||
Beginning balances at Aug. 31, 2020 | 45,713 | $ 7 | $ 1 | 60,332 | (14,627) | ||
Beginning balance, shares at Aug. 31, 2020 | 7,342 | 1,000 | |||||
Net income (loss) | (9,461) | ||||||
Ending balances at May. 31, 2021 | 37,657 | $ 7 | $ 1 | 61,737 | (24,088) | ||
Ending balance, shares at May. 31, 2021 | 7,424 | 1,000 | |||||
Beginning balances at Nov. 30, 2020 | 39,723 | $ 7 | $ 1 | 60,692 | (20,977) | ||
Beginning balance, shares at Nov. 30, 2020 | 7,364 | 1,000 | |||||
Stock-based compensation | 309 | 309 | |||||
Exercise of stock options | 272 | 272 | |||||
Exercise of stock options, Shares | 49 | ||||||
Net income (loss) | (3,881) | (3,881) | |||||
Ending balances at Feb. 28, 2021 | 36,423 | $ 7 | $ 1 | 61,273 | (24,858) | ||
Ending balance, shares at Feb. 28, 2021 | 7,413 | 1,000 | |||||
Stock-based compensation | 391 | 391 | |||||
Exercise of stock options | 73 | 73 | |||||
Exercise of stock options, Shares | 11 | ||||||
Net income (loss) | 770 | 770 | |||||
Ending balances at May. 31, 2021 | 37,657 | $ 7 | $ 1 | 61,737 | (24,088) | ||
Ending balance, shares at May. 31, 2021 | 7,424 | 1,000 | |||||
Beginning balances at Aug. 31, 2021 | 90,844 | $ 9 | $ 1 | 115,756 | (24,922) | ||
Beginning balance, shares at Aug. 31, 2021 | 8,700 | 1,000 | 8,700 | 1,000 | |||
Stock-based compensation | 443 | 443 | |||||
Employee stock plan | 19 | 19 | |||||
Employee stock plan, shares | 13 | ||||||
Net income (loss) | (1,275) | (1,275) | |||||
Ending balances at Nov. 30, 2021 | 90,031 | $ 9 | $ 1 | 116,218 | (26,197) | ||
Ending balance, shares at Nov. 30, 2021 | 8,713 | 1,000 | |||||
Beginning balances at Aug. 31, 2021 | 90,844 | $ 9 | $ 1 | 115,756 | (24,922) | ||
Beginning balance, shares at Aug. 31, 2021 | 8,700 | 1,000 | 8,700 | 1,000 | |||
Net income (loss) | (2,677) | ||||||
Ending balances at May. 31, 2022 | 89,960 | $ 9 | $ 1 | 117,549 | (27,599) | ||
Ending balance, shares at May. 31, 2022 | 8,734 | 1,000 | 8,734 | 1,000 | |||
Beginning balances at Nov. 30, 2021 | 90,031 | $ 9 | $ 1 | 116,218 | (26,197) | ||
Beginning balance, shares at Nov. 30, 2021 | 8,713 | 1,000 | |||||
Stock-based compensation | 596 | 596 | |||||
Employee stock plan | 29 | 29 | |||||
Employee stock plan, shares | 5 | ||||||
Taxes paid on vested restricted stock awards | (154) | (154) | |||||
Taxes paid on vested restricted stock awards, shares | (2) | ||||||
Net income (loss) | (1,879) | (1,879) | |||||
Ending balances at Feb. 28, 2022 | 88,623 | $ 9 | $ 1 | 116,689 | (28,076) | ||
Ending balance, shares at Feb. 28, 2022 | 8,716 | 1,000 | |||||
Stock-based compensation | 732 | 732 | |||||
Employee stock plan | 128 | 128 | |||||
Employee stock plan, shares | 18 | ||||||
Net income (loss) | 477 | 477 | |||||
Ending balances at May. 31, 2022 | $ 89,960 | $ 9 | $ 1 | $ 117,549 | $ (27,599) | ||
Ending balance, shares at May. 31, 2022 | 8,734 | 1,000 | 8,734 | 1,000 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
May 31, 2022 | May 31, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (2,677) | $ (9,461) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ||
Depreciation and amortization | 4,070 | 3,314 |
Stock-based compensation | 1,771 | 966 |
Loss on disposal of property and equipment | 91 | |
Non-cash lease expense | 2,294 | 1,975 |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | (301) | (1,227) |
Inventories | (151) | (100) |
Due from affiliate | 329 | 10 |
Prepaid expenses and other current assets | 7,849 | (8,963) |
Deposits and other assets | (124) | (34) |
Accounts payable | 1,439 | 71 |
Accrued expenses and other current liabilities | 762 | 1,129 |
Salaries and wages payable | 1,335 | 2,969 |
Operating lease liabilities | 93 | (1,011) |
Due to affiliate | 6 | 76 |
Sales tax payable | 304 | 498 |
Net cash provided by (used in) operating activities | 16,999 | (9,697) |
Cash flows from investing activities | ||
Payments for property and equipment | (19,457) | (11,412) |
Payments for initial direct costs | (435) | |
Payments for purchases of liquor licenses | (825) | (111) |
Net cash used in investing activities | (20,717) | (11,523) |
Cash flows from financing activities | ||
Proceeds from loan from affiliate | 17,000 | |
Repayment of principal on finance leases | (766) | (777) |
Taxes paid on vested restricted stock awards | (154) | |
Proceeds from exercise of stock options | 176 | 439 |
Net cash (used in) provided by financing activities | (744) | 16,662 |
Decrease in cash and cash equivalents | (4,462) | (4,558) |
Cash and cash equivalents, beginning of period | 40,430 | 9,259 |
Cash and cash equivalents, end of period | 35,968 | 4,701 |
Supplemental disclosures of cash flow information | ||
Cash paid for income taxes | 144 | |
Noncash investing activities | ||
Acquisition of finance leases | 34 | |
Amounts unpaid for purchases of property and equipment | $ 863 | $ 641 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
May 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation Kura Sushi USA, Inc. is a technology-enabled Japanese restaurant concept that provides guests with a distinctive dining experience by serving authentic Japanese cuisine through an engaging revolving sushi service model, which the Company refers to as the “Kura Experience.” Kura Sushi encourages healthy lifestyles by serving freshly prepared Japanese cuisine using high-quality ingredients that are free from artificial seasonings, sweeteners, colorings, and preservatives. Kura Sushi aims to make quality Japanese cuisine accessible to its guests across the United States through affordable prices and an inviting atmosphere. “Kura Sushi USA,” “Kura Sushi,” “Kura,” and the “Company” refer to Kura Sushi USA, Inc. unless expressly indicated or the context otherwise requires. Effects of COVID-19 The negative effects of the COVID-19 pandemic on the Company’s business have been significant. In March 2020, the World Health Organization declared the novel strain of coronavirus COVID-19 a global pandemic. This contagious virus continues to spread, including acceleration of the spread of certain variants of COVID-19 in the areas in which the Company operates. This has adversely affected workforces, customers, economies, supply chains and financial markets globally. In response to this outbreak, many state and local authorities mandated the temporary closure of non-essential businesses and dine-in restaurant activity or limited indoor dining capacities during the Company’s previous two fiscal years. COVID-19 and the government measures taken to control it have caused a significant disruption to the Company’s business operation. Since the end of the Company’s fiscal year 2021, it has been able to operate all of its restaurants with no government restrictions on indoor dining capacity. As of the filing date of this Quarterly Report on Form 10-Q, all of the Company’s restaurants continued to operate with no government restrictions on indoor dining capacity. In response to the ongoing COVID-19 pandemic, the Company has prioritized taking steps to protect the health and safety of its employees and customers. The Company has maintained cleaning and sanitizing protocols for its restaurants and has implemented additional training and operational manuals for its restaurant employees, as well as increased handwashing procedures. The Company also provides each restaurant employee with face masks and gloves, and requires each employee to pass a health screening process, which includes a temperature check, before the start of each shift. Under the provisions of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) signed into law on March 27, 2020, and the subsequent extension of the CARES Act, the Company was eligible for refundable employee retention credits subject to certain criteria through the fiscal year ended August 31, 2021. The Company recognized $ 6.3 million and $ 8.9 million of employee retention credits during the three and nine months ended May 31, 2021, respectively. For the three months ended May 31, 2021 , $ 5.8 million was included in labor and related costs and $ 0.5 million was included in general and administrative expenses in the statements of operations, and for the nine months ended May 31, 2021 , $ 8.0 million was included in labor and related costs and $ 0.9 million was included in general and administrative expenses in the statements of operations. As of August 31, 2021, the Company had recognized and filed for refunds in the amount of $ 12.1 million of employee retention credits. During the nine months ended May 31, 2022 the Company received $ 8.0 million in refunds, and through the date of this Quarterly Report on Form 10-Q, the Company has received $ 12.1 million in refunds. Consistent with the Company’s long-term growth strategy, the Company expects to continue to open new restaurants in locations where it believes such restaurants have the potential to achieve profitability. The future sales levels of the Company’s restaurants and its ability to implement its growth strategy, however, remain highly uncertain, as the full impact and duration of the COVID-19 pandemic continues to evolve as of the filing date of this Quarterly Report on Form 10-Q. It is possible that renewed outbreaks, increases in cases and/or new variants of the virus, either as part of a national trend or on a more localized basis, could result in additional COVID-19 related restrictions, including capacity restrictions, or otherwise limit the Company’s dine-in services, or negatively affect consumer demand. Basis of Presentation The accompanying unaudited condensed financial statements (the “Condensed Financial Statements”) have been prepared by the Company in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. As such, these Condensed Financial Statements should be read in conjunction with the Company’s audited financial statements and accompanying notes included in its Annual Report on Form 10-K for the fiscal year ended August 31, 2021. The accounting policies followed by the Company are set forth in Part II, Item 8, Note 2, Basis of Presentation and Summary of Accounting Policies, of the Notes to Financial Statements included in the Company’s Annual Report on Form 10‑K for the fiscal year ended August 31, 2021. In the opinion of management, all adjustments necessary to fairly state the Condensed Financial Statements have been made. All such adjustments are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of results to be expected for the fiscal year ending August 31, 2022 or for any other future annual or interim period. Fiscal Year The Company’s fiscal year begins on September 1 and ends on August 31, and references made to “fiscal year 2022” and “fiscal year 2021” refer to the Company’s fiscal years ending August 31, 2022 and ended August 31, 2021, respectively. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods presented. Significant items subject to such estimates include asset retirement obligations, stock-based compensation, the useful lives of assets, the assessment of the recoverability of long-lived assets, and income taxes. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ materially from those estimates and assumptions. Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Comprehensive income (loss) is the same as net income (loss) for all periods presented. Therefore, a separate statement of comprehensive income (loss) is not included in the accompanying financial statements. Recently Issued Accounting Pronouncements In November 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-10, “Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance,” which provides guidance on disclosures for transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2021, with early adoption permitted. ASU 2021-10 is effective for the Company beginning in fiscal year 2023. The Company is currently in the process of evaluating the effects of this pronouncement on its financial statements. Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The Company adopted this update effective September 1, 2021. The adoption of this update did not impact the consolidated financial statements. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
May 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Note 2. Balance Sheet Components Accounts and Other Receivables May 31, 2022 August 31, 2021 (amounts in thousands) Lease receivables $ 1,324 $ 1,431 Credit card and other receivables 889 588 Total accounts and other receivables $ 2,213 $ 2,019 Prepaid Expenses and Other Current Assets May 31, 2022 August 31, 2021 (amounts in thousands) Employee retention credit $ 4,056 $ 12,007 Prepaid expenses 1,772 1,732 Other current assets 280 218 Total prepaid expenses and other current assets $ 6,108 $ 13,957 Property and Equipment - net May 31, 2022 August 31, 2021 (amounts in thousands) Leasehold improvements $ 52,054 $ 43,181 Lease assets 6,166 6,128 Furniture and fixtures 18,841 13,324 Computer equipment 1,177 905 Vehicles 126 110 Software 863 773 Construction in progress 7,961 3,907 Property and equipment – gross 87,188 68,328 Less: accumulated depreciation and amortization ( 18,511 ) ( 14,443 ) Total property and equipment – net $ 68,677 $ 53,885 Depreciation and amortization expense for property and equipment was $ 1.5 million and $ 1.2 million for the three months ended May 31, 2022 and May 31, 2021, respectively, and was $ 4.1 million and $ 3.3 million for the nine months ended May 31, 2022 and May 31, 2021 , respectively. |
Leases
Leases | 9 Months Ended |
May 31, 2022 | |
Leases [Abstract] | |
Leases | Note 3. Leases The Company has operating and finance leases for its corporate office, restaurant locations, office equipment, kitchen equipment and automobiles. The Company’s leases have remaining lease terms of less than 1 year to 20 years, some of which include options to extend the leases. Lease related costs recognized in the statements of operations are as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Finance lease cost Classification Amortization of right-of-use assets Depreciation and amortization expenses $ 145 $ 157 $ 424 $ 465 Interest on lease liabilities Interest expense 11 20 35 69 Total finance lease cost $ 156 $ 177 $ 459 $ 534 Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Operating lease cost Classification Operating lease cost Occupancy and related expenses, other costs and general and administrative expenses $ 2,088 $ 1,571 $ 5,835 $ 4,687 Variable lease cost Occupancy and related expenses, and general and administrative expenses 556 401 1,445 898 Total operating lease cost $ 2,644 $ 1,972 $ 7,280 $ 5,585 Supplemental balance sheet information related to leases is as follows: Operating Leases May 31, 2022 August 31, 2021 (amounts in thousands) Right-of-use assets $ 78,569 $ 64,158 Lease liabilities – current $ 7,062 $ 5,650 Lease liabilities – non-current 80,679 65,834 Total lease liabilities $ 87,741 $ 71,484 Finance Lease Assets – net May 31, 2022 August 31, 2021 (amounts in thousands) Property and equipment $ 6,166 $ 6,128 Accumulated depreciation ( 3,203 ) ( 2,778 ) Total property and equipment – net $ 2,963 $ 3,350 Finance Leases Liabilities May 31, 2022 August 31, 2021 (amounts in thousands) Finance lease – current $ 697 $ 932 Finance lease – non-current 49 546 Total finance lease liabilities $ 746 $ 1,478 Nine months ended May 31, 2022 2021 Weighted Average Remaining Lease Term (Years) Operating leases 16.3 16.0 Finance leases 1.0 1.7 Weighted Average Discount Rate Operating leases 6.4 % 6.6 % Finance leases 4.7 % 4.5 % Supplemental disclosures of cash flow information related to leases are as follows: Nine Months Ended May 31, 2022 2021 (amounts in thousands) Operating cash flows paid for operating lease liabilities $ 4,781 $ 3,234 Operating right-of-use assets obtained in exchange for new operating lease liabilities $ 16,622 $ 2,952 As of May 31, 2022, the Company had additional operating lease liabilities of $ 31.2 million related to restaurants for which the Company has not yet taken possession. These operating leases are expected to commence in fiscal year 2023, with lease terms of 20 years. Subsequent to May 31, 2022 , the Company entered into additional operating leases related to restaurants for which the Company has not yet taken possession. The lease liabilities associated with these leases are $ 6.8 million. These operating leases are expected to commence in fiscal year 2023, with lease terms of 20 years. Maturities of lease liabilities, net of lease receivables, were as follows: Operating Leases Finance Leases (amounts in thousands) Remainder of 2022 $ 902 $ 234 2023 6,263 503 2024 7,995 36 2025 8,314 7 2026 8,234 — Thereafter 110,274 — Total lease payments 141,982 780 Less: imputed interest ( 54,241 ) ( 34 ) Present value of lease liabilities $ 87,741 $ 746 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
May 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 4. Related Party Transactions Kura Sushi, Inc. (“Kura Japan”) is the majority shareholder of the Company, and is incorporated and headquartered in Japan. In August 2019, the Company entered into a Shared Services Agreement with Kura Japan, pursuant to which Kura Japan provides the Company with certain strategic, operational and other support services, including assigning certain employees to work for the Company as expatriates to provide support to the Company’s operations, sending its employees to the Company on a short-term basis to provide support for the opening of new restaurants or renovation of existing restaurants, and providing the Company with certain supplies, parts and equipment for use in the Company’s restaurants. In addition, the Company has agreed to continue to provide Kura Japan with certain translational support services and market research. In exchange for such services, supplies, parts and equipment, the parties pay fees to each other as set forth under the Shared Services Agreement. A right of setoff is not required; however, from time to time, either party will net settle transactions as needed. Purchases of administrative supplies, expatriate salaries and travel and other administrative expenses payable to Kura Japan are included in general and administrative expenses in the accompanying statements of operations. Purchases of equipment from Kura Japan are included in property and equipment in the accompanying balance sheets. In August 2019, the Company entered into an Amended and Restated Exclusive License Agreement (the “License Agreement”) with Kura Japan. Pursuant to the License Agreement, the Company pays Kura Japan a royalty fee of 0.5 % of the Company’s net sales in exchange for an exclusive, royalty-bearing license for use of certain of Kura Japan’s intellectual property rights, including, but not limited to, Kura Japan’s trademarks “Kura Sushi” and “Kura Revolving Sushi Bar,” and patents for a food management system and the Mr. Fresh protective dome, among other intellectual property rights necessary to continue operation of the Company’s restaurants. Royalty payments to Kura Japan are included in other costs at the restaurant level in the accompanying statements of operations. On April 10, 2020, the Company and Kura Japan entered into a Revolving Credit Agreement, as amended, to provide the Company a revolving credit line of $ 45 million. For additional information, see “Note 6. Debt.” Balances with Kura Japan are as follows: May 31, 2022 August 31, 2021 (amounts in thousands) Due from affiliate $ — $ 329 Due to affiliate $ 84 $ 244 Reimbursements and other payments by the Company to Kura Japan were as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Related party transactions: Purchases of administrative supplies $ — $ 4 $ — $ 76 Expatriate salaries expense 33 30 116 92 Royalty payments 190 93 496 185 Travel and other administrative expenses 5 — 24 17 Purchases of equipment 624 29 1,127 430 Interest expense — 47 — 74 Total related party transactions $ 852 $ 203 $ 1,763 $ 874 Reimbursements by Kura Japan to the Company were none and $ 2 thousand for the three months ended May 31, 2022 and May 31, 2021, respectively, and were $ 28 thousand and $ 27 thousand for the nine months ended May 31, 2022 and May 31, 2021 , respectively. The reimbursements were for travel and other administrative expenses. |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
May 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation | Note 5. Stock-based Compensation The following table summarizes the stock option activity under the Company’s 2018 Incentive Compensation Plan, as amended and restated (the “Stock Incentive Plan”): Options Outstanding Number of Shares Weighted Average Outstanding — August 31, 2021 625,378 $ 17.13 Options granted 202,220 $ 50.20 Options exercised ( 27,598 ) $ 6.78 Options canceled/forfeited ( 38,410 ) $ 38.96 Outstanding — May 31, 2022 761,590 $ 25.19 During the nine months ended May 31, 2022 , nine thousand restricted stock awards were issued under the Stock Incentive Plan, in addition to the option grants stated above, for which the Company incurred stock-based compensation of $ 17 thousand and $ 90 thousand for the three and nine months ended May 31, 2022, respectively. The total stock-based compensation recognized under the Stock Incentive Plan in the statements of operations is as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Restaurant-level stock-based compensation included in other costs $ 88 $ 34 $ 195 $ 83 Corporate-level stock-based compensation included in general and administrative expenses 644 357 1,576 883 Total stock-based compensation $ 732 $ 391 $ 1,771 $ 966 |
Debt
Debt | 9 Months Ended |
May 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 6. Debt On April 10, 2020, the Company and Kura Japan entered into a Revolving Credit Agreement, as amended, establishing a $ 45 million revolving credit line for the Company. The maturity date for each advance is 60 months from the date of disbursement and the last day of the period of availability for advances is April 10, 2025. The Revolving Credit Note under the Revolving Credit Agreement has an interest rate for advances fixed at 130% of the Annual Compounding Long-Term Applicable Federal Rate (“AFR”) on the date such advance is made. There are no financial covenants under the Revolving Credit Agreement with which the Company must comply. As of May 31, 2022 , the Company had no outstanding balance and $ 45.0 million of availability remaining under the Revolving Credit Agreement. During the three and nine months ended May 31, 2021 , the Company made no borrowings and made $ 17.0 million in borrowings, respectively. As of May 31, 2021, the Company had outstanding borrowings of $ 14.0 million at a fixed interest rate of 1.1 % and $ 3.0 million at a fixed interest rate of 2.8 % under the Revolving Credit Agreement. Interest expense for the three and nine months ended May 31, 2021 was immaterial. For additional information, see “Note 4. Related Party Transactions.” |
Income (Loss) Per Share
Income (Loss) Per Share | 9 Months Ended |
May 31, 2022 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | Note 7. Income (Loss) Per Share The net income (loss) per share attributable to common stockholders is allocated based on the contractual participation rights of the Class A common stock and Class B common stock as if the income for the year has been distributed. As the liquidation and dividend rights for Class A and Class B common stock are identical, the net loss attributable to all common stockholders is allocated on a proportionate basis. The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 Class A Class B Class A Class B Class A Class B Class A Class B (amounts in thousands, except per share data) Net income (loss) attributable to common stockholders $ 428 $ 49 $ 678 $ 92 $ ( 2,401 ) $ ( 276 ) $ ( 8,332 ) $ ( 1,129 ) Weighted average common shares outstanding – basic 8,722 1,000 7,383 1,000 8,714 1,000 7,381 1,000 Dilutive effect of stock-based awards 347 — 280 — — — — — Weighted average common shares outstanding – diluted 9,069 1,000 7,663 1,000 8,714 1,000 7,381 1,000 Net income (loss) per share attributable to common stockholders – basic $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ ( 0.28 ) $ ( 0.28 ) $ ( 1.13 ) $ ( 1.13 ) Net income (loss) per share attributable to common stockholders – diluted $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ ( 0.28 ) $ ( 0.28 ) $ ( 1.13 ) $ ( 1.13 ) The Company computes basic income (loss) per common share using net income (loss) and the weighted average number of common shares outstanding during the period, and computes diluted income (loss) per common share using net income (loss) and the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares include dilutive outstanding employee stock options. For the three months ended May 31, 2022 and May 31, 2021, there were 250 thousand and 87 thousand shares of common stock subject to outstanding employee stock options that were excluded from the calculation of diluted income per share because their inclusion would have been anti-dilutive. For the nine months ended May 31, 2022 and May 31, 2021, there were 762 thousand and 586 thousand shares of common stock subject to outstanding employee stock options that were excluded from the calculation of diluted loss per share because their inclusion would have been anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
May 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8. Commitments and Contingencies On May 31, 2019, a putative class action complaint was filed by a former employee, Brandy Gomes, in Los Angeles County Superior Court, alleging violations of California wage and hour laws. On July 9, 2020, plaintiff’s counsel filed a first amended class action complaint to add Jamar Spencer, another former employee, as a plaintiff to this action. In addition, the first amended class action complaint added new causes of action alleging violations of California wage and hour laws including a cause of action brought under the California Private Attorney General Act. On August 7, 2020, the Company filed its answer to the first amended complaint, generally denying the allegations in the complaint. In May 2021, a joint stipulation was filed requesting a delay in the class certification hearing date to March 3, 2022, and a mediation was scheduled for September 24, 2021. During the mediation, a settlement was agreed upon in the amount of $ 1.75 million. The Company recorded an accrued liability of $ 1.78 million, including an estimated $ 30 thousand in employer payroll taxes, related to this settlement within general and administrative expenses in the statements of operations during the fiscal year ended August 31, 2021. A hearing to obtain the Court's preliminary approval of the settlement occurred on May 9, 2022 and will continue on July 8, 2022. The Company is involved from time to time in various legal proceedings that arise in the ordinary course of business, including but not limited to commercial disputes, environmental matters, employee-related claims, intellectual property disputes and litigation in connection with transactions including acquisitions and divestitures. In the opinion of management, the Company does not believe that such litigation, claims, and administrative proceedings, excluding the putative class action matter referenced above, will have a material adverse effect on its business, financial position, results of operations or cash flows. However, a significant increase in the number of these claims or an increase in amounts owing under successful claims, including the putative class action referenced above, could materially and adversely affect its business, financial condition, results of operations or cash flows. The Company records a liability when a loss is considered probable, and the amount can be reasonably estimated. |
Income Taxes
Income Taxes | 9 Months Ended |
May 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9. Income Taxes The Company recorded an income tax benefit of $ 2 thousand and an income tax expense of $ 30 thousand for the three months ended May 31, 2022 and May 31, 2021, respectively, and income tax expense of $ 13 thousand and $ 88 thousand for the nine months ended May 31, 2022 and May 31, 2021, respectively. The Company’s effective tax rates for the three and nine months ended May 31, 2022 substantially differed from the federal statutory tax rate of 21 % primarily due to a valuation allowance for the Company’s deferred tax assets. The Company continually monitors and performs an assessment of the realizability of its deferred tax assets, including an analysis of factors such as future taxable income, reversal of existing taxable temporary differences, and tax planning strategies. In assessing the need for a valuation allowance, the Company considered both positive and negative evidence related to the likelihood of realization of deferred tax assets using a “more likely than not” standard. In making such assessment, more weight was given to evidence that could be objectively verified, including recent cumulative losses. Based on the Company’s review of this evidence, management determined that a full valuation allowance against all of the Company’s net deferred tax assets at May 31, 2022 was appropriate. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 9 Months Ended |
May 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Effects of COVID-19 | Effects of COVID-19 The negative effects of the COVID-19 pandemic on the Company’s business have been significant. In March 2020, the World Health Organization declared the novel strain of coronavirus COVID-19 a global pandemic. This contagious virus continues to spread, including acceleration of the spread of certain variants of COVID-19 in the areas in which the Company operates. This has adversely affected workforces, customers, economies, supply chains and financial markets globally. In response to this outbreak, many state and local authorities mandated the temporary closure of non-essential businesses and dine-in restaurant activity or limited indoor dining capacities during the Company’s previous two fiscal years. COVID-19 and the government measures taken to control it have caused a significant disruption to the Company’s business operation. Since the end of the Company’s fiscal year 2021, it has been able to operate all of its restaurants with no government restrictions on indoor dining capacity. As of the filing date of this Quarterly Report on Form 10-Q, all of the Company’s restaurants continued to operate with no government restrictions on indoor dining capacity. In response to the ongoing COVID-19 pandemic, the Company has prioritized taking steps to protect the health and safety of its employees and customers. The Company has maintained cleaning and sanitizing protocols for its restaurants and has implemented additional training and operational manuals for its restaurant employees, as well as increased handwashing procedures. The Company also provides each restaurant employee with face masks and gloves, and requires each employee to pass a health screening process, which includes a temperature check, before the start of each shift. Under the provisions of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) signed into law on March 27, 2020, and the subsequent extension of the CARES Act, the Company was eligible for refundable employee retention credits subject to certain criteria through the fiscal year ended August 31, 2021. The Company recognized $ 6.3 million and $ 8.9 million of employee retention credits during the three and nine months ended May 31, 2021, respectively. For the three months ended May 31, 2021 , $ 5.8 million was included in labor and related costs and $ 0.5 million was included in general and administrative expenses in the statements of operations, and for the nine months ended May 31, 2021 , $ 8.0 million was included in labor and related costs and $ 0.9 million was included in general and administrative expenses in the statements of operations. As of August 31, 2021, the Company had recognized and filed for refunds in the amount of $ 12.1 million of employee retention credits. During the nine months ended May 31, 2022 the Company received $ 8.0 million in refunds, and through the date of this Quarterly Report on Form 10-Q, the Company has received $ 12.1 million in refunds. Consistent with the Company’s long-term growth strategy, the Company expects to continue to open new restaurants in locations where it believes such restaurants have the potential to achieve profitability. The future sales levels of the Company’s restaurants and its ability to implement its growth strategy, however, remain highly uncertain, as the full impact and duration of the COVID-19 pandemic continues to evolve as of the filing date of this Quarterly Report on Form 10-Q. It is possible that renewed outbreaks, increases in cases and/or new variants of the virus, either as part of a national trend or on a more localized basis, could result in additional COVID-19 related restrictions, including capacity restrictions, or otherwise limit the Company’s dine-in services, or negatively affect consumer demand. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed financial statements (the “Condensed Financial Statements”) have been prepared by the Company in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. As such, these Condensed Financial Statements should be read in conjunction with the Company’s audited financial statements and accompanying notes included in its Annual Report on Form 10-K for the fiscal year ended August 31, 2021. The accounting policies followed by the Company are set forth in Part II, Item 8, Note 2, Basis of Presentation and Summary of Accounting Policies, of the Notes to Financial Statements included in the Company’s Annual Report on Form 10‑K for the fiscal year ended August 31, 2021. In the opinion of management, all adjustments necessary to fairly state the Condensed Financial Statements have been made. All such adjustments are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of results to be expected for the fiscal year ending August 31, 2022 or for any other future annual or interim period. |
Fiscal Year | Fiscal Year The Company’s fiscal year begins on September 1 and ends on August 31, and references made to “fiscal year 2022” and “fiscal year 2021” refer to the Company’s fiscal years ending August 31, 2022 and ended August 31, 2021, respectively. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods presented. Significant items subject to such estimates include asset retirement obligations, stock-based compensation, the useful lives of assets, the assessment of the recoverability of long-lived assets, and income taxes. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ materially from those estimates and assumptions. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Comprehensive income (loss) is the same as net income (loss) for all periods presented. Therefore, a separate statement of comprehensive income (loss) is not included in the accompanying financial statements. |
Recently Issued/Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements In November 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-10, “Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance,” which provides guidance on disclosures for transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2021, with early adoption permitted. ASU 2021-10 is effective for the Company beginning in fiscal year 2023. The Company is currently in the process of evaluating the effects of this pronouncement on its financial statements. Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The Company adopted this update effective September 1, 2021. The adoption of this update did not impact the consolidated financial statements. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
May 31, 2022 | |
Property Plant And Equipment Net [Abstract] | |
Schedule of Accounts and Other Receivables | Accounts and Other Receivables May 31, 2022 August 31, 2021 (amounts in thousands) Lease receivables $ 1,324 $ 1,431 Credit card and other receivables 889 588 Total accounts and other receivables $ 2,213 $ 2,019 |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets May 31, 2022 August 31, 2021 (amounts in thousands) Employee retention credit $ 4,056 $ 12,007 Prepaid expenses 1,772 1,732 Other current assets 280 218 Total prepaid expenses and other current assets $ 6,108 $ 13,957 |
Schedule of Property and Equipment - Net | Property and Equipment - net May 31, 2022 August 31, 2021 (amounts in thousands) Leasehold improvements $ 52,054 $ 43,181 Lease assets 6,166 6,128 Furniture and fixtures 18,841 13,324 Computer equipment 1,177 905 Vehicles 126 110 Software 863 773 Construction in progress 7,961 3,907 Property and equipment – gross 87,188 68,328 Less: accumulated depreciation and amortization ( 18,511 ) ( 14,443 ) Total property and equipment – net $ 68,677 $ 53,885 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
May 31, 2022 | |
Leases [Abstract] | |
Summary of Lease Related Costs | Lease related costs recognized in the statements of operations are as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Finance lease cost Classification Amortization of right-of-use assets Depreciation and amortization expenses $ 145 $ 157 $ 424 $ 465 Interest on lease liabilities Interest expense 11 20 35 69 Total finance lease cost $ 156 $ 177 $ 459 $ 534 Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Operating lease cost Classification Operating lease cost Occupancy and related expenses, other costs and general and administrative expenses $ 2,088 $ 1,571 $ 5,835 $ 4,687 Variable lease cost Occupancy and related expenses, and general and administrative expenses 556 401 1,445 898 Total operating lease cost $ 2,644 $ 1,972 $ 7,280 $ 5,585 |
Summary of Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases is as follows: Operating Leases May 31, 2022 August 31, 2021 (amounts in thousands) Right-of-use assets $ 78,569 $ 64,158 Lease liabilities – current $ 7,062 $ 5,650 Lease liabilities – non-current 80,679 65,834 Total lease liabilities $ 87,741 $ 71,484 Finance Lease Assets – net May 31, 2022 August 31, 2021 (amounts in thousands) Property and equipment $ 6,166 $ 6,128 Accumulated depreciation ( 3,203 ) ( 2,778 ) Total property and equipment – net $ 2,963 $ 3,350 Finance Leases Liabilities May 31, 2022 August 31, 2021 (amounts in thousands) Finance lease – current $ 697 $ 932 Finance lease – non-current 49 546 Total finance lease liabilities $ 746 $ 1,478 Nine months ended May 31, 2022 2021 Weighted Average Remaining Lease Term (Years) Operating leases 16.3 16.0 Finance leases 1.0 1.7 Weighted Average Discount Rate Operating leases 6.4 % 6.6 % Finance leases 4.7 % 4.5 % |
Summary of Supplemental Disclosures of Cash Flow Information Related to Leases | Supplemental disclosures of cash flow information related to leases are as follows: Nine Months Ended May 31, 2022 2021 (amounts in thousands) Operating cash flows paid for operating lease liabilities $ 4,781 $ 3,234 Operating right-of-use assets obtained in exchange for new operating lease liabilities $ 16,622 $ 2,952 |
Summary of Maturities of Lease Liabilities Net of Lease Receivables | Maturities of lease liabilities, net of lease receivables, were as follows: Operating Leases Finance Leases (amounts in thousands) Remainder of 2022 $ 902 $ 234 2023 6,263 503 2024 7,995 36 2025 8,314 7 2026 8,234 — Thereafter 110,274 — Total lease payments 141,982 780 Less: imputed interest ( 54,241 ) ( 34 ) Present value of lease liabilities $ 87,741 $ 746 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
May 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions Due to and from Affiliates | Balances with Kura Japan are as follows: May 31, 2022 August 31, 2021 (amounts in thousands) Due from affiliate $ — $ 329 Due to affiliate $ 84 $ 244 |
Schedule of Related Party Reimbursements and Other Payments | Reimbursements and other payments by the Company to Kura Japan were as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Related party transactions: Purchases of administrative supplies $ — $ 4 $ — $ 76 Expatriate salaries expense 33 30 116 92 Royalty payments 190 93 496 185 Travel and other administrative expenses 5 — 24 17 Purchases of equipment 624 29 1,127 430 Interest expense — 47 — 74 Total related party transactions $ 852 $ 203 $ 1,763 $ 874 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
May 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity under Stock Incentive Plan | The following table summarizes the stock option activity under the Company’s 2018 Incentive Compensation Plan, as amended and restated (the “Stock Incentive Plan”): Options Outstanding Number of Shares Weighted Average Outstanding — August 31, 2021 625,378 $ 17.13 Options granted 202,220 $ 50.20 Options exercised ( 27,598 ) $ 6.78 Options canceled/forfeited ( 38,410 ) $ 38.96 Outstanding — May 31, 2022 761,590 $ 25.19 |
Summary of Stock Based Compensation Recognized under Stock Incentive Plan | The total stock-based compensation recognized under the Stock Incentive Plan in the statements of operations is as follows: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 (amounts in thousands) Restaurant-level stock-based compensation included in other costs $ 88 $ 34 $ 195 $ 83 Corporate-level stock-based compensation included in general and administrative expenses 644 357 1,576 883 Total stock-based compensation $ 732 $ 391 $ 1,771 $ 966 |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 9 Months Ended |
May 31, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share: Three Months Ended May 31, Nine Months Ended May 31, 2022 2021 2022 2021 Class A Class B Class A Class B Class A Class B Class A Class B (amounts in thousands, except per share data) Net income (loss) attributable to common stockholders $ 428 $ 49 $ 678 $ 92 $ ( 2,401 ) $ ( 276 ) $ ( 8,332 ) $ ( 1,129 ) Weighted average common shares outstanding – basic 8,722 1,000 7,383 1,000 8,714 1,000 7,381 1,000 Dilutive effect of stock-based awards 347 — 280 — — — — — Weighted average common shares outstanding – diluted 9,069 1,000 7,663 1,000 8,714 1,000 7,381 1,000 Net income (loss) per share attributable to common stockholders – basic $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ ( 0.28 ) $ ( 0.28 ) $ ( 1.13 ) $ ( 1.13 ) Net income (loss) per share attributable to common stockholders – diluted $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ ( 0.28 ) $ ( 0.28 ) $ ( 1.13 ) $ ( 1.13 ) |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Additional Information (Details) - CARES Act - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | 26 Months Ended | |
May 31, 2021 | May 31, 2022 | May 31, 2021 | Aug. 31, 2021 | May 31, 2022 | |
Organization and Basis of Presentation [Line Items] | |||||
Employee retention credits | $ 6.3 | $ 8.9 | |||
Employee retention credits refunds | $ 8 | $ 12.1 | $ 12.1 | ||
Labor and Related Costs | |||||
Organization and Basis of Presentation [Line Items] | |||||
Employee retention credits | 5.8 | 8 | |||
General and Administrative Expenses | |||||
Organization and Basis of Presentation [Line Items] | |||||
Employee retention credits | $ 0.5 | $ 0.9 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Accounts and Other Receivables (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Receivables Net Current [Line Items] | ||
Accounts and other receivables | $ 2,213 | $ 2,019 |
Lease Receivables | ||
Receivables Net Current [Line Items] | ||
Accounts and other receivables | 1,324 | 1,431 |
Credit Card and Other Receivables | ||
Receivables Net Current [Line Items] | ||
Accounts and other receivables | $ 889 | $ 588 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Employee retention credit | $ 4,056 | $ 12,007 |
Prepaid expenses | 1,772 | 1,732 |
Other current assets | 280 | 218 |
Total prepaid expenses and other current assets | $ 6,108 | $ 13,957 |
Balance Sheet Components - Sc_3
Balance Sheet Components - Schedule of Property and Equipment - Net (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | $ 87,188 | $ 68,328 |
Less: accumulated depreciation and amortization | (18,511) | (14,443) |
Total property and equipment – net | 68,677 | 53,885 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 52,054 | 43,181 |
Lease Assets | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 6,166 | 6,128 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 18,841 | 13,324 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 1,177 | 905 |
Vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 126 | 110 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | 863 | 773 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment - gross | $ 7,961 | $ 3,907 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Property Plant And Equipment Net [Abstract] | ||||
Depreciation and amortization expenses | $ 1,500 | $ 1,200 | $ 4,070 | $ 3,314 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jul. 07, 2022 | May 31, 2022 | |
Lessee Lease Description [Line Items] | ||
Operating and finance leases, remaining lease start range terms description | less than 1 year | |
Operating lease liabilities not yet commenced, liability | $ 31.2 | |
Operating lease liabilities not yet commenced, lease term | 20 years | |
Option to extend, existence, lease liabilities not yet commenced, operating lease | true | |
Maximum | ||
Lessee Lease Description [Line Items] | ||
Operating and finance leases, remaining lease terms | 20 years | |
Subsequent Event | ||
Lessee Lease Description [Line Items] | ||
Operating lease liabilities not yet commenced, liability | $ 6.8 | |
Operating lease liabilities not yet commenced, lease term | 20 years | |
Option to extend, existence, lease liabilities not yet commenced, operating lease | true |
Leases - Summary of Lease Relat
Leases - Summary of Lease Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Finance lease cost | ||||
Amortization of right-of-use assets | $ 145 | $ 157 | $ 424 | $ 465 |
Interest on lease liabilities | 11 | 20 | 35 | 69 |
Total finance lease cost | 156 | 177 | 459 | 534 |
Operating lease cost | ||||
Operating lease cost | 2,088 | 1,571 | 5,835 | 4,687 |
Variable lease cost | 556 | 401 | 1,445 | 898 |
Total operating lease cost | $ 2,644 | $ 1,972 | $ 7,280 | $ 5,585 |
Leases - Summary of Operating L
Leases - Summary of Operating Leases (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Leases [Abstract] | ||
Right-of-use assets | $ 78,569 | $ 64,158 |
Lease liabilities – current | 7,062 | 5,650 |
Lease liabilities – non-current | 80,679 | 65,834 |
Total lease liabilities | $ 87,741 | $ 71,484 |
Leases - Summary of Finance Lea
Leases - Summary of Finance Lease Assets - Net (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Lessee Lease Description [Line Items] | ||
Property and equipment | $ 87,188 | $ 68,328 |
Total property and equipment – net | 68,677 | 53,885 |
Finance Lease Assets | ||
Lessee Lease Description [Line Items] | ||
Property and equipment | 6,166 | 6,128 |
Accumulated depreciation | (3,203) | (2,778) |
Total property and equipment – net | $ 2,963 | $ 3,350 |
Leases - Summary of Finance L_2
Leases - Summary of Finance Leases Liabilities (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Leases [Abstract] | ||
Finance lease – current | $ 697 | $ 932 |
Finance lease – non-current | 49 | 546 |
Total finance lease liabilities | $ 746 | $ 1,478 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rate (Details) | May 31, 2022 | May 31, 2021 |
Weighted Average Remaining Lease Term (Years) | ||
Operating leases | 16 years 3 months 18 days | 16 years |
Finance leases | 1 year | 1 year 8 months 12 days |
Weighted Average Discount Rate | ||
Operating leases | 6.40% | 6.60% |
Finance leases | 4.70% | 4.50% |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Disclosures of Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May 31, 2022 | May 31, 2021 | |
Leases [Abstract] | ||
Operating cash flows paid for operating lease liabilities | $ 4,781 | $ 3,234 |
Operating right-of-use assets obtained in exchange for new operating lease liabilities | $ 16,622 | $ 2,952 |
Leases - Summary of Maturities
Leases - Summary of Maturities of Lease Liabilities Net of Lease Receivables (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Operating Leases | ||
Remainder of 2022 | $ 902 | |
2023 | 6,263 | |
2024 | 7,995 | |
2025 | 8,314 | |
2026 | 8,234 | |
Thereafter | 110,274 | |
Total lease payments | 141,982 | |
Less: imputed interest | (54,241) | |
Present value of lease liabilities | 87,741 | $ 71,484 |
Finance Leases | ||
Remainder of 2022 | 234 | |
2023 | 503 | |
2024 | 36 | |
2025 | 7 | |
Total lease payments | 780 | |
Less: imputed interest | (34) | |
Present value of lease liabilities | $ 746 | $ 1,478 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - Kura Japan - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2019 | May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Travel and Translation Expense | |||||
Related Party Transaction [Line Items] | |||||
Reimbursements by related party | $ 0 | $ 2 | $ 28 | $ 27 | |
Revolving Credit Facility Agreement | COVID-19 | |||||
Related Party Transaction [Line Items] | |||||
Credit facility maximum borrowing capacity | $ 45,000 | $ 45,000 | |||
Amended and Restated Exclusive License Agreement | |||||
Related Party Transaction [Line Items] | |||||
Royalty fee of net sales | 0.50% |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions Due to and from Affiliates (Details) - USD ($) $ in Thousands | May 31, 2022 | Aug. 31, 2021 |
Related Party Transaction [Line Items] | ||
Due from affiliate | $ 329 | |
Due to affiliate | $ 84 | 244 |
Kura Japan | ||
Related Party Transaction [Line Items] | ||
Due from affiliate | 329 | |
Due to affiliate | $ 84 | $ 244 |
Related Party Transactions - _2
Related Party Transactions - Schedule of Related Party Reimbursements and Other Payments (Details) - Kura Japan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Related Party Transaction [Line Items] | ||||
Total related party transactions | $ 852 | $ 203 | $ 1,763 | $ 874 |
Purchases of Administrative Supplies | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | 4 | 76 | ||
Expatriate Salaries Expense | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | 33 | 30 | 116 | 92 |
Royalty Payments | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | 190 | 93 | 496 | 185 |
Travel and Other Administrative Expenses | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | 5 | 24 | 17 | |
Purchases of Equipment | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | $ 624 | 29 | $ 1,127 | 430 |
Interest Expense | ||||
Related Party Transaction [Line Items] | ||||
Total related party transactions | $ 47 | $ 74 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Stock Option Activity under Stock Incentive Plan (Details) - Stock Incentive Plan | 9 Months Ended |
May 31, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options Outstanding, Number of shares underlying outstanding options, Beginning balance | shares | 625,378 |
Options Outstanding, Number of shares underlying outstanding options, Options granted | shares | 202,220 |
Options Outstanding, Number of shares underlying outstanding options, Options exercised | shares | (27,598) |
Options Outstanding, Number of shares underlying outstanding options, Options canceled/forfeited | shares | (38,410) |
Options Outstanding, Number of shares underlying outstanding options, Ending balance | shares | 761,590 |
Options Outstanding, Weighted Average Exercise Price Per Share, Beginning balance | $ / shares | $ 17.13 |
Options Outstanding, Weighted Average Exercise Price Per Share, Options granted | $ / shares | 50.20 |
Options Outstanding, Weighted Average Exercise Price Per Share, Options exercised | $ / shares | 6.78 |
Options Outstanding, Weighted Average Exercise Price Per Share, Options canceled/forfeited | $ / shares | 38.96 |
Options Outstanding, Weighted Average Exercise Price Per Share, Ending balance | $ / shares | $ 25.19 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Stock Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation | $ 732 | $ 391 | $ 1,771 | $ 966 |
Restricted Stock Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of shares issued | 9 | |||
Stock-based compensation | $ 17 | $ 90 |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of Stock Based Compensation Recognized under Stock Incentive Plan (Details) - Stock Incentive Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 732 | $ 391 | $ 1,771 | $ 966 |
Restaurant-level Stock-based Compensation Included In Other Costs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | 88 | 34 | 195 | 83 |
Corporate-level Stock-based Compensation Included In General and Administrative Expenses | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 644 | $ 357 | $ 1,576 | $ 883 |
Debt - Additional Information (
Debt - Additional Information (Details) - Revolving Credit Facility Agreement - USD ($) | 3 Months Ended | 9 Months Ended | ||
May 31, 2021 | May 31, 2022 | May 31, 2021 | Apr. 10, 2020 | |
Debt Instrument [Line Items] | ||||
Outstanding balance | $ 0 | |||
Remaining availability under credit agreement | $ 45,000,000 | |||
Borrowings under revolving credit line | $ 0 | $ 17,000,000 | ||
Fixed Interest Rate of 1.1% | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings | 14,000,000 | $ 14,000,000 | ||
Revolving credit line interest rate | 1.10% | |||
Fixed Interest Rate of 2.8% | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings | $ 3,000,000 | $ 3,000,000 | ||
Revolving credit line interest rate | 2.80% | |||
Kura Japan | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings | $ 45,000,000 |
Income (Loss) Per Share - Compu
Income (Loss) Per Share - Computation of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Earnings Per Share Diluted [Line Items] | ||||
Weighted average common shares outstanding – basic | 9,722 | 8,383 | 9,714 | 8,381 |
Diluted | 10,069 | 8,663 | 9,714 | 8,381 |
Basic | $ 0.05 | $ 0.09 | $ (0.28) | $ (1.13) |
Diluted | $ 0.05 | $ 0.09 | $ (0.28) | $ (1.13) |
Class A | ||||
Earnings Per Share Diluted [Line Items] | ||||
Net income (loss) attributable to common stockholders | $ 428 | $ 678 | $ 2,401 | $ (8,332) |
Weighted average common shares outstanding – basic | 8,722 | 7,383 | 8,714 | 7,381 |
Dilutive effect of stock-based awards | 347 | 280 | ||
Diluted | 9,069 | 7,663 | 8,714 | 7,381 |
Basic | $ 0.05 | $ 0.09 | $ 0.28 | $ (1.13) |
Diluted | $ 0.05 | $ 0.09 | $ 0.28 | $ (1.13) |
Class B | ||||
Earnings Per Share Diluted [Line Items] | ||||
Net income (loss) attributable to common stockholders | $ 49 | $ 92 | $ 276 | $ (1,129) |
Weighted average common shares outstanding – basic | 1,000 | 1,000 | 1,000 | 1,000 |
Diluted | 1,000 | 1,000 | 1,000 | 1,000 |
Basic | $ 0.05 | $ 0.09 | $ 0.28 | $ (1.13) |
Diluted | $ 0.05 | $ 0.09 | $ 0.28 | $ (1.13) |
Income (Loss) Per Share - Addit
Income (Loss) Per Share - Additional Information (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Employee Stock Option | ||||
Earnings Per Share [Line Items] | ||||
Shares of common stock subject to outstanding employee stock options that were excluded from the calculation of diluted income (loss) per share | 250 | 87 | 762 | 586 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 9 Months Ended |
May 31, 2022 USD ($) | |
Loss Contingencies [Line Items] | |
Settlement amount | $ 1,750 |
General and Administrative Expenses | |
Loss Contingencies [Line Items] | |
Accrued liability | 1,780 |
Payroll taxes | $ 30 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2022 | May 31, 2021 | May 31, 2022 | May 31, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ (2) | $ 30 | $ 13 | $ 88 |
Federal statutory tax rate | 21% | 21% |