February 22, 2019
Lance F. Tucker
Chief Financial Officer
JACK IN THE BOX INC /NEW/
9330 Balboa Avenue
San Diego, CA 92123
Re: JACK IN THE BOX INC /NEW/
Form 10-K for the Year Ended September 30, 2018
Filed November 21, 2018
Form 8-K Furnished February 20, 2019
File No. 001-09390
Dear Mr. Tucker:
We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments. In some of our comments, we may
ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.
After reviewing your response to these comments, we may have additional
comments.
Form 10-K for the Year Ended September 30, 2018
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations, page 28
1. We note your disclosure on page 29 of system sales. We further note from
your
disclosure on page 25 that franchise sales represent sales at franchise
restaurants and are
revenue of your franchisees and that you do not record franchise sales as
revenue. Please
consider revising your disclosure on page 29 to include direct footnote
references to your
disclosure of franchised restaurant sales and system sales to clearly
explain that these are
not your revenues but are revenues of the franchisees and you only record
a percentage of
this amount as royalties.
Form 8-K Furnished 2/20/2019
Exhibit 99.1 Earnings Release, page 0
Lance F. Tucker
JACK IN THE BOX INC /NEW/
February 22, 2019
Page 2
2. We note that on the last page of your earnings release you disclose the
non-GAAP
performance measures Franchise EBITDA and Restaurant-Level EBITDA, which
exclude
expenses such as occupancy, food and packaging, and payroll. Please
explain to us how
you concluded that these are not normal, recurring cash operating
expenses necessary to
operate your business. In your response, please explain why you believe
this is a
meaningful supplement to net earnings of your core business operating
results. Please
refer to Question 100.01 of the updated Non-GAAP Compliance and
Disclosure
Interpretations the Division issued on May 17, 2016 (i.e., non-GAAP
C&DIs). Also, we
note that these measures appear to be reconciled to revenue. Please note
that typically,
EBITDA or adjusted EBITDA is reconciled to net income as the most
comparable GAAP
measure pursuant to Question 103.02 of our C&DIs. However, in light of
the fact that
restaurant-level EBITDA and franchise EBITDA should not be implied to be
a company-
wide profit measure, a reconciliation to net income would not be
appropriate. If you
continue to present a restaurant level and franchise level operating
profit measure, the
most comparable GAAP measure would be operating income. In addition,
please expand
your narrative discussion to clearly indicate the nature of the costs
being excluded from
restaurant contribution, that the measure is not indicative of overall
results for the
Company, and that restaurant contribution margin does not accrue directly
to the benefit
of shareholders because of corporate-level expenses excluded from the
measure. Please
revise accordingly.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Effie Simpson at (202) 551-3346 or Claire Erlanger at
(202) 551-3301
with any questions.
Sincerely,
FirstName LastNameLance F. Tucker
Division of
Corporation Finance
Comapany NameJACK IN THE BOX INC /NEW/
Office of
Transportation and Leisure
February 22, 2019 Page 2
cc: Paul Melancon
FirstName LastName