SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 24, 2003
QUALITY DINING, INC.
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(Exact name of registrant as specified in its charter)
Indiana 000-23420 35-1804902
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
4220 Edison Lakes Parkway
Mishawaka, Indiana 46545
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (574) 271-4600
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 12. Results of Operations and Financial Condition
On December 24, 2003 the Registrant issued a press release that announced
its fourth quarter results for fiscal 2003. On December 29, 2003 the
Registrant issued a corrected press release that announced its fourth
quarter results for fiscal 2003. Copies of the press releases are
attached hereto as Exhibits 99.1 and 99.2, respectively and are
furnished pursuant to Item 12.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: December 29, 2003
QUALITY DINING, INC.
/s/ John C. Firth
- -----------------------------
John C. Firth
Executive Vice President and
General Counsel
Index of Exhibits
Exhibit No. Description
- ----------- -------------------------
99.1 Press release issued December 24, 2003.
99.2 Corrected press release issued December 29, 2003.
Exhibit 99.1
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FOR IMMEDIATE RELEASE
Contact: John C. Firth
Executive Vice President and General Counsel
(574) 243-6616
QUALITY DINING REPORTS FOURTH QUARTER AND YEAR-END RESULTS
MISHAWAKA, Ind. (December 24, 2003) - Quality Dining, Inc. (NASDAQ/NM:QDIN)
today announced total revenues of $54.1 million for the fourth quarter of
fiscal 2003 versus $54.8 million during the same period in fiscal 2002.
The Company reported net income of $1,106,000, or $0.10 per share, for the
fourth quarter of fiscal 2003 compared to a net income of $1,201,000, or
$0.11 per share, for the same period in fiscal 2002.
For the fiscal year ended October 26, 2003, the Company reported total
revenues of $227.1 million versus $248.2 million in fiscal 2002. For the
fiscal year ended October 26, 2003, the Company reported a net income of
$872,000, or $0.08 per share, compared to net income of $5,084,000, or
$0.45 per share, for fiscal 2002.
Quality Dining owns the Grady's American Grill(r), Papa Vino's Italian
Kitchen(tm) and Spageddies Italian Kitchen(r) concepts and operates Burger
King(r) restaurants and Chili's Grill & Bar(r) restaurants as a franchisee.
As of December 24, 2003, the Company operates 12 Grady's American Grill
restaurants, 6 Papa Vino's Italian Kitchen restaurants, 3 Spageddies
Italian Kitchen restaurants, 118 Burger King restaurants and 37 Chili's
Grill & Bar restaurants.
This press release contains and incorporates forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements about the Company's development plans and trends in
the Company's operations and financial results. Forward-looking statements
can be identified by the use of words such as "anticipates," "believes,"
"plans," "estimates," "expects," "intends," "may," and other similar
expressions. Forward-looking statements are made based upon management's
current expectations and beliefs concerning future developments and their
potential effects on the Company. There can be no assurance that the
Company will actually achieve the plans, intentions and expectations
discussed in these forward-looking statements. Actual results may differ
materially. Among the risks and uncertainties that could cause actual
results to differ materially are the following: the availability and cost
of suitable locations for new restaurants; the availability and cost of
capital to the Company; the ability of the Company to develop and operate
its restaurants; the ability of the Company to sustain sales and margins
in the increasingly competitive environment; the hiring, training and
retention of skilled corporate and restaurant management and other
restaurant personnel; the integration and assimilation of acquired
concepts; the overall success of the Company's franchisors; the ability
to obtain the necessary government approvals and third-party consents;
changes in governmental regulations, including increases in the minimum
wage; the results of pending litigation; and weather and other acts of God.
The Company undertakes no obligation to update or revise any forward-
looking information, whether as a result of new information, future
developments or otherwise. Quality Dining is not responsible for changes
made to this document by wire services or Internet services.
QUALITY DINING, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share amounts)
Twelve Weeks Ended Fifty-Two Weeks Ended
October 26, October 27, October 26, October 27,
2003 2002 2003 2002
Revenues: ------- ------- ------- -------
Burger King $ 27,739 $ 28,330 $ 14,983 $ 123,795
Chili's Grill & Bar 19,550 17,984 80,710 75,760
Italian Dining Division 3,889 4,238 17,560 17,052
Grady's American Grill 2,878 4,238 13,892 31,607
------- ------- ------- -------
Total revenues 54,056 54,790 227,145 248,214
------- ------- ------- -------
Operating expenses:
Restaurant operating expenses:
Food and beverage 15,070 15,375 61,910 69,379
Payroll and benefits 15,685 15,950 66,486 72,791
Depreciation and amortization 2,304 2,408 9,977 10,117
Other operating expenses 14,168 14,342 61,540 64,655
------- ------- ------- -------
Total restaurant operating expenses 47,227 48,075 199,913 216,942
------- ------- ------- -------
Income from restaurant operations 6,829 6,715 27,232 31,272
General and administrative 3,186 3,842 15,961 18,638
Amortization of intangibles 62 105 364 431
Impairment of assets and
facility closing costs (34) 362 3,901 355
------- ------- ------- -------
Operating income 3,615 2,406 7,006 11,848
------- ------- ------- -------
Other income (expense):
Recovery of note receivable - - 3,459 -
Interest expense (1,632) (1,833) (7,479) (8,429)
Gain (loss) on sale of property
and equipment (8) 595 (53) 1,034
Stock purchase expense - - (1,294) -
Other income (expense), net 159 (8) 992 655
------- ------- ------- -------
Total other income (expense), net (1,481) (1,246) (4,375) (6,740)
------- ------- ------- -------
Income before income taxes
and discontinued operations 2,134 1,160 2,631 5,108
Income tax provision 1,175 (11) 1,966 1,053
------- ------- ------- -------
Income from continuing operations 959 1,171 665 4,055
Income from discontinued
operations 147 30 207 1,029
------- ------- ------- -------
Net income $ 1,106 $ 1,201 $ 872 $ 5,084
======= ======= ======= =======
Basic net income per share:
Continuing operations 0.09 0.11 0.06 0.36
Discontinued operations 0.01 - 0.02 0.09
------- ------- ------- -------
Basic net income per share $ 0.10 $ 0.11 $ 0.08 $ 0.45
======= ======= ======= =======
Diluted net income per share:
Continuing operations 0.09 0.11 0.06 0.36
Discontinued operations 0.01 - 0.02 0.09
------- ------- ------- -------
Diluted net income per share $ 0.10 $ 0.11 $ 0.08 $ 0.45
======= ======= ======= =======
Weighted average shares outstanding:
Basic 11,311 11,311 11,311 11,248
======= ======= ======= =======
Diluted 11,331 11,417 11,326 11,306
======= ======= ======= =======
Exhibit 99.2
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Correction -- Quality Dining, Inc.
Monday December 29, 11:12 am ET
In the news release, Quality Dining Reports Fourth Quarter and Year-End
Results, issued Wednesday, December 24 by Quality Dining, Inc.
(Nasdaq: QDIN), over PR Newswire, we are advised by the company that
in table "QUALITY DINING, INC. - Unaudited Financial Highlights," under
the third column, "52 Weeks Ended October 26, 2003," line item "Restaurant
sales: Burger King," should read "$114,983" rather than "$14,983," as
originally issued inadvertently. Complete, corrected release follows.
QUALITY DINING REPORTS FOURTH QUARTER AND YEAR-END RESULTS
MISHAWAKA, Ind. (December 24, 2003) - Quality Dining, Inc. (NASDAQ/NM:QDIN)
today announced total revenues of $54.1 million for the fourth quarter of
fiscal 2003 versus $54.8 million during the same period in fiscal 2002.
The Company reported net income of $1,106,000, or $0.10 per share, for the
fourth quarter of fiscal 2003 compared to a net income of $1,201,000, or
$0.11 per share, for the same period in fiscal 2002.
For the fiscal year ended October 26, 2003, the Company reported total
revenues of $227.1 million versus $248.2 million in fiscal 2002. For the
fiscal year ended October 26, 2003, the Company reported a net income of
$872,000, or $0.08 per share, compared to net income of $5,084,000, or
$0.45 per share, for fiscal 2002.
Quality Dining owns the Grady's American Grill(r), Papa Vino's Italian
Kitchen(tm) and Spageddies Italian Kitchen(r) concepts and operates Burger
King(r) restaurants and Chili's Grill & Bar(r) restaurants as a franchisee.
As of December 24, 2003, the Company operates 12 Grady's American Grill
restaurants, 6 Papa Vino's Italian Kitchen restaurants, 3 Spageddies
Italian Kitchen restaurants, 118 Burger King restaurants and 37 Chili's
Grill & Bar restaurants.
This press release contains and incorporates forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements about the Company's development plans and trends in
the Company's operations and financial results. Forward-looking statements
can be identified by the use of words such as "anticipates," "believes,"
"plans," "estimates," "expects," "intends," "may," and other similar
expressions. Forward-looking statements are made based upon management's
current expectations and beliefs concerning future developments and their
potential effects on the Company. There can be no assurance that the
Company will actually achieve the plans, intentions and expectations
discussed in these forward-looking statements. Actual results may differ
materially. Among the risks and uncertainties that could cause actual
results to differ materially are the following: the availability and cost
of suitable locations for new restaurants; the availability and cost of
capital to the Company; the ability of the Company to develop and operate
its restaurants; the ability of the Company to sustain sales and margins
in the increasingly competitive environment; the hiring, training and
retention of skilled corporate and restaurant management and other
restaurant personnel; the integration and assimilation of acquired
concepts; the overall success of the Company's franchisors; the ability
to obtain the necessary government approvals and third-party consents;
changes in governmental regulations, including increases in the minimum
wage; the results of pending litigation; and weather and other acts of God.
The Company undertakes no obligation to update or revise any forward-
looking information, whether as a result of new information, future
developments or otherwise. Quality Dining is not responsible for changes
made to this document by wire services or Internet services.
QUALITY DINING, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share amounts)
Twelve Weeks Ended Fifty-Two Weeks Ended
October 26, October 27, October 26, October 27,
2003 2002 2003 2002
Revenues: ------- ------- ------- -------
Burger King $ 27,739 $ 28,330 $ 114,983 $ 123,795
Chili's Grill & Bar 19,550 17,984 80,710 75,760
Italian Dining Division 3,889 4,238 17,560 17,052
Grady's American Grill 2,878 4,238 13,892 31,607
------- ------- ------- -------
Total revenues 54,056 54,790 227,145 248,214
------- ------- ------- -------
Operating expenses:
Restaurant operating expenses:
Food and beverage 15,070 15,375 61,910 69,379
Payroll and benefits 15,685 15,950 66,486 72,791
Depreciation and amortization 2,304 2,408 9,977 10,117
Other operating expenses 14,168 14,342 61,540 64,655
------- ------- ------- -------
Total restaurant operating expenses 47,227 48,075 199,913 216,942
------- ------- ------- -------
Income from restaurant operations 6,829 6,715 27,232 31,272
General and administrative 3,186 3,842 15,961 18,638
Amortization of intangibles 62 105 364 431
Impairment of assets and
facility closing costs (34) 362 3,901 355
------- ------- ------- -------
Operating income 3,615 2,406 7,006 11,848
------- ------- ------- -------
Other income (expense):
Recovery of note receivable - - 3,459 -
Interest expense (1,632) (1,833) (7,479) (8,429)
Gain (loss) on sale of property
and equipment (8) 595 (53) 1,034
Stock purchase expense - - (1,294) -
Other income (expense), net 159 (8) 992 655
------- ------- ------- -------
Total other income (expense), net (1,481) (1,246) (4,375) (6,740)
------- ------- ------- -------
Income before income taxes
and discontinued operations 2,134 1,160 2,631 5,108
Income tax provision 1,175 (11) 1,966 1,053
------- ------- ------- -------
Income from continuing operations 959 1,171 665 4,055
Income from discontinued
operations 147 30 207 1,029
------- ------- ------- -------
Net income $ 1,106 $ 1,201 $ 872 $ 5,084
======= ======= ======= =======
Basic net income per share:
Continuing operations 0.09 0.11 0.06 0.36
Discontinued operations 0.01 - 0.02 0.09
------- ------- ------- -------
Basic net income per share $ 0.10 $ 0.11 $ 0.08 $ 0.45
======= ======= ======= =======
Diluted net income per share:
Continuing operations 0.09 0.11 0.06 0.36
Discontinued operations 0.01 - 0.02 0.09
------- ------- ------- -------
Diluted net income per share $ 0.10 $ 0.11 $ 0.08 $ 0.45
======= ======= ======= =======
Weighted average shares outstanding:
Basic 11,311 11,311 11,311 11,248
======= ======= ======= =======
Diluted 11,331 11,417 11,326 11,306
======= ======= ======= =======