1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 5, 1997 --------------- [ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to __________ Commission file number 0-26400 ------- LOGAN'S ROADHOUSE, INC. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) TENNESSEE 62-1602074 - ------------------------------------------------------------- --------------------------------- (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) P.O. BOX 291047, NASHVILLE, TN 37229 - -------------------------------------------------------------------------------- (Address of principal executive offices) 615 885-9056 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: Class Outstanding November 14, 1997 ----- ----------------------------- Common stock, $.01 par value 7,140,418 shares 2 PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS LOGAN'S ROADHOUSE, INC. BALANCE SHEETS October 5, 1997 Dec. 29, 1996 Assets (Unaudited) (Audited) - -------------------------------------------------------- --------------- -------------- Current assets: Cash and cash equivalents $22,976,225 780,307 Investments, at amortized cost 4,700,000 7,807,289 Receivables: trade and other 720,410 501,911 Inventories 421,521 250,582 Preopening costs 1,004,555 831,563 Prepaid expenses and other current assets 1,006,783 270,356 ----------- ---------- Total current assets 30,829,494 10,442,008 Investments, at amortized cost -- 1,253,444 Property, plant and equipment, net 43,282,226 33,691,774 Other assets 109,599 71,873 ----------- ---------- Total assets $74,221,319 45,459,099 =========== ========== Liabilities and Shareholders' Equity - -------------------------------------------------------- Current liabilities: Accounts payable $ 1,286,544 2,656,152 Accrued payroll and related expenses 584,492 883,675 Deferred revenue 270,610 392,376 Income taxes payable 637,104 89,163 Accrued state and local taxes 768,540 488,072 Deferred income taxes 299,800 299,800 ----------- ---------- Total current liabilities 3,847,090 4,809,238 Deferred income taxes 648,028 648,028 ----------- ---------- Total liabilities 4,495,118 5,457,266 Shareholders' equity (note 2): Common stock, $0.01 par value; Authorized 15,000,000 shares; issued 7,139,468 and 6,013,784 shares, respectively 71,395 60,138 Additional paid-in capital 59,874,334 35,072,026 Retained earnings 9,780,472 4,869,669 ----------- ---------- Total shareholders' equity 69,726,201 40,001,833 ----------- ---------- Total liabilities and shareholders' equity $74,221,319 45,459,099 =========== ========== See accompanying notes to financial statements. 2 3 LOGAN'S ROADHOUSE, INC. STATEMENTS OF EARNINGS (UNAUDITED) Twelve Weeks Ended: Forty Weeks Ended: ------------------- ------------------ Oct. 5, 1997 Oct. 6, 1996 Oct. 5, 1997 Oct. 6, 1996 ------------ ------------ ------------ ------------ Net restaurant sales $16,074,078 10,139,129 49,936,187 30,121,482 Costs and expenses: Food and beverage 5,310,584 3,422,300 16,407,928 10,057,474 Labor and benefits 4,516,586 2,768,998 13,851,315 8,241,402 Occupancy and other 2,357,629 1,450,431 7,263,857 4,454,500 Depreciation and amortization 908,803 450,935 2,709,413 1,311,219 General and administrative 744,879 569,829 2,638,407 1,863,337 ----------- ---------- ---------- ---------- 13,838,481 8,662,493 42,870,920 25,927,932 ----------- ---------- ---------- ---------- Income from operations 2,235,597 1,476,636 7,065,267 4,193,550 Other income (expense): Interest, net 258,709 126,917 374,707 221,500 Franchise fee and royalties 72,584 24,167 152,092 57,458 ----------- ---------- ---------- ---------- 331,293 151,084 526,799 278,958 ----------- ---------- ---------- ---------- Earnings before income taxes 2,566,890 1,627,720 7,592,066 4,472,508 Income tax expense (note 3) 847,073 537,147 2,681,262 1,542,814 ----------- ---------- ---------- ---------- Net earnings $ 1,719,817 1,090,573 4,910,804 2,929,694 =========== ========== ========== ========== Earnings per share $ 0.24 0.18 0.75 0.51 =========== ========== ========== ========== Weighted average shares outstanding 7,235,908 6,193,952 6,550,575 5,707,611 =========== ========== ========== ========== See accompanying notes to financial statements. 3 4 LOGAN'S ROADHOUSE, INC. STATEMENTS OF CASH FLOWS (UNAUDITED) Forty Weeks Ended ----------------- October 5, 1997 October 6, 1996 --------------- --------------- Cash flows from operating activities: Net earnings $ 4,910,804 2,929,694 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 2,709,413 1,311,219 Net effect of changes in current assets and current liabilities (461,655) 98,133 ------------ ----------- Net cash provided by operating activities 7,158,562 4,339,046 ------------ ----------- Cash flows from investing activities: Additions to property, plant and equipment (10,991,928) (12,490,613) Proceeds from maturities of investments 1,253,444 -- Increase in other assets (37,725) (15,300) ------------ ----------- Net cash used by investing activities (9,776,209) (12,505,913) ------------ ----------- Cash flows from financing activities: Net proceeds from public offering 24,566,019 20,758,942 Proceeds from exercise of stock options 247,546 -- Payments on long-term obligations -- (2,579,251) ------------ ----------- Net cash provided by financing activities 24,813,565 18,179,691 ------------ ----------- Net increase (decrease) in cash 22,195,918 10,012,824 Cash and cash equivalents, beginning of period 780,307 2,260,776 ------------ ----------- Cash and cash equivalents, end of period $ 22,976,225 12,273,600 ============ =========== See accompanying notes to financial statements. 4 5 LOGAN'S ROADHOUSE, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS FORTY WEEKS ENDED OCTOBER 5, 1997 AND OCTOBER 6, 1996 (1) BASIS OF PRESENTATION The accompanying financial statements have been prepared by the Company without audit, with the exception of the December 29, 1996 balance sheet which was derived from the audited financial statements included in the Company's December 29, 1996 Annual Report. The financial statements include balance sheets, statements of earnings and statements of cash flows which have been prepared in accordance with generally accepted accounting principles for interim financial reporting and in accordance with Rule 10-01 of Regulation S-X. These financial statements, note disclosures and other information should be read in conjunction with the "Selected Financial Data" and financial statements and the notes thereto included in the Company's December 29, 1996 Annual Report. In the opinion of management, the unaudited interim financial statements contained in this report reflect all adjustments, consisting of only normal recurring accruals, which are necessary for a fair presentation of the financial position and the results of operations for the interim periods presented. The results of operations for any interim period are not necessarily indicative of results for the full year. For accounting purposes, the Company has adopted a 52/53 week fiscal year ending on the last Sunday in December. For financial reporting purposes, the first quarter consists of 16 weeks with the second, third and fourth quarters each consisting of 12 weeks (13 weeks in the fourth quarter of a 53 week year). (2) SHAREHOLDERS' EQUITY During April 1996, the Company completed a public offering of 862,500 shares of Common Stock at $26 per share. After deducting underwriting discounts and expenses of the offering, proceeds to the Company amounted to approximately $20.8 million. From the net proceeds, the Company repaid approximately $2.3 million of outstanding indebtedness. On May 9, 1996, the Company's Board of Directors authorized a three-for-two stock split in the form of a 50% stock dividend which was payable on June 5, 1996, to shareholders of record on May 20, 1996. Prior to the stock split, the Company had 4,007,500 shares of Common Stock outstanding. A total of 2,003,729 shares of Common Stock were issued in connection with the stock split. All references in the accompanying financial statements to weighted-average shares outstanding and per share amounts have been restated to reflect the stock split. On July 23, 1997, the Company completed a public offering whereby 1,100,000 shares of Common Stock were sold at $24 per share. Proceeds to the Company (after underwriting discounts and expenses) amounted to approximately $24.6 million. The Company had 7,139,468 shares of Common Stock outstanding at October 5, 1997. 5 6 (3) INCOME TAXES The provision for income taxes for the nine months (40 weeks) ended October 5, 1997 and the comparable period of 1996 consists of both federal and state taxes. The Company's effective tax rates for the above periods were 35.3% for 1997 and 34.5% for 1996. The current period increase is primarily attributable to a decline in tax exempt interest income during the first six months of 1997. 6 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The following discussion includes comments and data relating to the Company's financial condition and results of operations for the third quarter (12 weeks) and nine months (40 weeks) ended October 5, 1997. This section should be read in connection with the "Selected Financial Data" and financial statements and related notes included in the Company's December 29, 1996 Annual Report. At the time of the Company's initial public offering in July 1995, the Company had eight restaurants in operation located primarily in middle Tennessee. The Company completed its second public offering of Common Stock in April 1996 at which time it operated ten restaurants. The Company has continued its expansion strategy and currently operates 24 restaurants located in Alabama, Georgia, Indiana, Kentucky, Louisiana, Tennessee and West Virginia. In addition, the Company franchises two restaurants in Oklahoma and one in South Carolina. On July 23, 1997 the Company completed its third public offering raising net proceeds of approximately $24.6 million. The Company plans to use the proceeds, together with cash on hand, cash flow from operations and lease financing to open 12 or 13 new restaurants during the remainder of 1997 and 1998. The Company's ability to expand the number of its restaurants will depend on a number of factors, including the selection and availability of quality restaurant sites, the negotiation of acceptable lease or purchase terms, the securing of required governmental permits and approvals, the adequate supervision of construction, the hiring, training and retaining of skilled management and other personnel which may be difficult given the low unemployment rates in the areas in which the Company intends to operate. There can be no assurance that the Company will be successful in opening the number of restaurants anticipated in a timely manner. Furthermore, there can be no assurance that the Company's new restaurants will generate sales revenue or profit margins consistent with those of the Company's existing restaurants, or that new restaurants will be operated profitably. RESULTS OF OPERATIONS The following table sets forth, for the periods indicated, the percentages which items in the statements of earnings bear to net sales. 7 8 PERCENTAGE OF NET RESTAURANT SALES ---------------------------------- Third Quarter Nine Months (12 Weeks Ended) (40 Weeks Ended) -------------- -------------- Oct. 5, 1997 Oct. 6, 1996 Oct. 5, 1997 Oct. 6, 1996 ------------ ------------ ------------ ------------ Net restaurant sales ................... 100.0% 100.0% 100.0% 100.0% Costs and expenses: Food and beverage .................... 33.0 33.8 32.9 33.4 Labor and benefits ................... 28.1 27.3 27.7 27.4 Occupancy and other .................. 14.7 14.3 14.5 14.8 Depreciation and amortization ........ 5.7 4.4 5.4 4.3 General and administrative ........... 4.6 5.6 5.3 6.2 ----- ----- ----- ----- Total operating costs and expenses.. 86.1 85.4 85.9 86.1 ----- ----- ----- ----- Income from operations ............. 13.9 14.6 14.1 13.9 Other income (expense), net ............ 2.1 1.5 1.1 .9 ----- ----- ----- ----- Earnings before income taxes ...... 16.0 16.1 15.2 14.8 Income tax expense ..................... 5.3 5.3 5.4 5.1 ----- ----- ----- ----- Net earnings ...................... 10.7% 10.8% 9.8% 9.7% ===== ===== ===== ===== NET RESTAURANT SALES Net restaurant sales increased $5,934,949 or 58.5% during the third quarter of 1997 (12 weeks) and increased $19,814,705 or 65.8% during the nine month period (40 weeks) ended October 5, 1997, compared to the corresponding periods of last year. The Company had 23 restaurants in operation at October 5, 1997 compared to 14 at October 6, 1996. The Company has opened eight new restaurants through the third quarter of 1997; five during the first quarter, two during the second quarter, and one during the third quarter. The substantial growth in sales for both the third quarter and nine month period is primarily attributable to the opening of nine new restaurants since the third quarter of 1996. In addition, a 1.5% menu price increase was implemented on February 1, 1997. For the third quarter and nine month period of 1997, same store sales declined 2.8% and 1.1%, respectively, when compared to the corresponding periods of last year. The 2.8% decline for the third quarter is primarily attributable to two restaurants in smaller markets. Although both units continue to achieve annualized sales levels in excess of $3.6 million, volume was lower relative to prior year periods because of increased competition in the market. Alcoholic beverage sales, consisting of liquor and beer, accounted for 11.0% and 11.3% of net restaurant sales for the nine month periods ended October 5, 1997 and October 6, 1996, respectively. Management attributes the decrease to an overall increase in the Company's lunch sales and a relative decrease in liquor sales as a percentage of alcoholic beverage sales. 8 9 FOOD AND BEVERAGE COSTS This category primarily consists of the cost of all food and beverages, including alcoholic and non-alcoholic beverages. In addition, the cost of peanuts, which are complimentary to customers, are reflected in this category. Food and beverage costs decreased 0.8% as a percentage of net sales from 33.8% in the third quarter of 1996 to 33.0% in the third quarter of 1997 and decreased 0.5% from 33.4% for the nine-month period ended October 6, 1996 to 32.9% for the nine-month period ended October 5, 1997. Management attributes the overall decreases in both periods to lower produce, cheese and dairy prices. In addition, cost increases were partially offset by a 1.5% menu price increase in February 1997. The prices of the Company's commodities (beef, pork, chicken, seafood and produce) are subject to seasonal fluctuations. Accordingly, food cost results for the third quarter ended October 5, 1997 may not be indicative of results to be expected for the year. The Company has historically experienced higher food costs during the spring (second quarter) and summer (third quarter) time periods. LABOR AND BENEFITS Labor and benefits include restaurant management salaries, bonuses, hourly wages for unit level employees, payroll taxes and various employee benefit programs. As a percentage of net sales, labor and benefits increased 0.8% from 27.3% in the third quarter of 1996 to 28.1% in the third quarter of 1997 and increased 0.3% from 27.4% for the nine months ended October 6, 1996 to 27.7% for the nine months ended October 5, 1997. During the current nine-month period of 1997, eight new restaurants have been opened, compared to five for the corresponding period of last year. The increases of 0.8% in the third quarter and 0.3% for the nine-month period are primarily attributable to operating on lower average unit volumes. In addition, operating weeks for new restaurants opened are higher this year as compared to the corresponding periods of last year. Generally, when a new restaurant opens, management budgets and incurs labor costs approximately 15% higher than normal to accommodate the initial increased business and to ensure a high level of food quality and service to its customers. As the new staff gains experience over a 30-60 day post-opening period, hourly labor schedules are gradually adjusted to provide maximum efficiency with existing sales volume. OCCUPANCY AND OTHER Occupancy and other costs and expenses are primarily fixed in nature and, with the exception of advertising, generally do not vary with unit sales volume. Rent, insurance, property taxes, utilities, maintenance and advertising account for the major expenditures in this category. Occupancy and other costs as a percentage of net sales increased 0.4% from 14.3% in the third quarter of 1996 to 14.7% in the third quarter of 1997 and decreased 0.3% from 14.8% for the nine month period ended October 5, 1996 to 14.5% for the nine months ended October 6, 1997. 9 10 As a result of operating with a larger restaurant base during 1997, occupancy and other costs and expenses have increased in total absolute dollars. The 0.4% increase in the third quarter is due to the effect of operating on lower average unit volumes. The 0.3% percentage decline in the nine-month period is primarily attributable to advertising expenses which were higher last year than the normally budgeted 2% of net sales. Various production and media costs accounted for the increase. DEPRECIATION AND AMORTIZATION The Company records depreciation on its property and equipment on a straight-line basis over an estimated useful life. In addition, this category also includes amortization of a new restaurant's preopening costs, which include costs of hiring and training the initial staff and certain other costs. The preopening costs are amortized over a one-year period commencing with a restaurant's opening. As of October 5, 1997, preopening costs, net of amortization, were $1,004,555. For the third quarter of 1997, depreciation and amortization amounted to $908,803, an increase of $457,868 or 101.5% over the comparable period in 1996. For the nine-month period ended October 5, 1997, these expenses amounted to $2,709,413, an increase of $1,398,194 or 106.6% over the comparable period in 1996. As a percentage of net restaurant sales, these expenses increased 1.3% from 4.4% for the third quarter of 1996 to 5.7% for the third quarter of 1997 and increased 1.1% from 4.3% for the nine months ended October 6, 1996 to 5.4% for the nine months ended October 5, 1997. These increases are primarily the result of increased depreciation and amortization resulting from the opening of 14 new restaurants since the beginning of 1996. Although the Company prefers to own rather than lease its restaurant facilities and plans to pursue this policy, where possible, in subsequent quarters, the Company will continue to lease properties in certain locations. GENERAL AND ADMINISTRATIVE General and administrative expenses include all corporate and administrative functions that serve to support the existing restaurant base and provide the infrastructure for future growth. Management, supervisory and staff salaries, employee benefits, data processing, training, rent and costs associated with being a public company are the major items of expense in this category. For the third quarter of 1997, general and administrative expenses amounted to $744,879, an increase of $175,050 or 30.7% over the comparable period in 1996. For the nine-month period ended October 5, 1997, these expenses amounted to $2,638,407, an increase of $775,070 or 41.6% over the comparable period in 1996. As a percentage of net sales, these expenses declined 1.0% from 5.6% for the third quarter of 1996 to 4.6% for the third quarter of 1997 and declined 0.9% from 6.2% for the nine months ended October 6, 1996 to 5.3% for the nine months ended October 5, 1997. The dollar increase is primarily attributable to the Company significantly expanding its management and staff personnel in the areas of finance, accounting, human resources, operations, training and real estate reflecting the increased level of organizational support necessary to support the Company's growing restaurant base. Since July 1995, the Company has also incurred certain additional costs associated with operating as a public company. Because of 10 11 the Company's expansion plans and the expected increase in net sales as a result thereof, management expects these expenses to continue to increase during 1997 in absolute dollars, but to remain approximately the same as the 5.3% rate, for the nine months ended October 5, 1997. For a discussion of factors affecting the Company's plans to open additional restaurants, see "General." OTHER INCOME (EXPENSE) Net interest income (interest income minus interest expense) from cash, cash equivalents and investments amounted to $258,709 and $126,917 for the third quarters of 1997 and 1996, respectively. For the nine-month period ended October 5, 1997, net interest income amounted to $374,707, compared to $221,500 in the corresponding period last year. On July 23, 1997 the Company completed a public offering of shares of Common Stock with net proceeds amounting to approximately $24.6 million. Accordingly, during the third quarter of 1997, with higher levels of invested cash, the Company generated increased interest income from its various taxable and non-taxable investments. The Company's third franchised restaurant was opened in Greenville, South Carolina in July 1997. In connection with the opening, the Company recognized as income the initial non-refundable $30,000 franchise fee collected. During the first nine months of 1997, royalty fees of $122,092 were received from the three franchised restaurants. INCOME TAXES The effective tax rates for the third quarters of 1997 and 1996 were 33.0%, respectively. For the nine-month period, the effective tax rates for 1997 and 1996 were 35.3% and 34.5%, respectively. The increase in the 1997 tax rate to 35.3% is attributable to a decline in tax-exempt interest income during the first six months of 1997. NET EARNINGS As a result of the factors discussed above, net earnings in the third quarter of 1997 increased $629,244 or 57.7% to $1,719,817, or 10.7% of net sales, from $1,090,573, or 10.8% of net sales, in the third quarter of 1996. Earnings per share increased $0.06 or 33.3% in the third quarter of 1997 to $0.24 from $0.18 in the third quarter of 1996 with a 16.8% increase in shares of Common Stock outstanding. Net earnings increased $1,981,110 or 67.6% to $4,910,804, or 9.8% of net sales, for the nine months ended October 5, 1997, from $2,929,694, or 9.7% of net sales, for the nine months ended October 6, 1996. Earnings per share increased $0.24 or 47.1% for the nine months ended October 5, 1997 to $0.75 from $0.51 for the nine months ended October 6, 1996 with a 14.8% increase in shares of Common Stock outstanding. 11 12 LIQUIDITY AND CAPITAL RESOURCES On July 23, 1997, the Company completed a public offering whereby 1,100,000 shares of Common Stock were sold. Proceeds to the Company (after underwriting discounts and expenses) amounted to approximately $24.6 million. The Company plans to use the proceeds, together with cash on hand, cash flow from operations and lease financing, to open 12 or 13 new restaurants during the remainder of 1997 and 1998. For additional liquidity, the Company has available a $2.5 million revolving credit facility with First American National Bank (the "Credit Facility"). As of the date hereof, there were no borrowings outstanding under the Credit Facility. The Credit Facility imposes restrictions on the Company with respect to the maintenance of certain financial ratios, the incurrence of indebtedness, the sale of assets, mergers, capital expenditures and the payment of dividends. The Company's principal capital needs arise from the development of new restaurant facilities and, to a lesser extent, maintenance and improvement of its existing facilities. Prior to the Company's initial public offering in July 1995, the principal sources of capital to fund the aforementioned expenditures were operating cash flow, bank borrowings and lease financing. The following table provides certain information regarding the Company's sources and uses of capital for the periods presented. Nine Months (40 Weeks) Fiscal Year Ended Ended ----------------- October 5, 1997 Dec. 29, 1996 Dec. 31, 1995 --------------- ----------------- ------------- (in thousands) Cash flows from operations ......... $ 7,159 $ 7,302 $ 3,011 Net proceeds from public offerings.. 24,566 20,773 13,048 Capital expenditures ............... (10,992) (18,146) (13,886) Net borrowings (repayments) ........ -- (2,579) 529 Since inception, the Company's single largest use of funds has been for capital expenditures consisting of land, building, equipment and preopening costs associated with its restaurant expansion program. The substantial growth of the Company over the period has not required significant additional working capital. Sales are predominately cash, and the business does not require significant receivables or inventories. In addition, it is common to receive trade credit for the purchase of food, beverage and supplies, thereby reducing the need for incremental working capital to support sales increases. The Company prefers to own its restaurant facilities when possible rather than lease. The cost of developing the Company's prototype Logan's Roadhouse restaurant is estimated to range from $2.0 to $2.6 million, including $900,000 for building costs, $400,000 for equipment costs and $175,000 for preopening costs. Land acquisition costs, including site preparation, are the most variable development costs and are estimated to range between $500,000 and $1.1 million. The cost of the development for a new restaurant will not include land acquisition costs if the property is leased rather than purchased. Capital expenditures and preopening costs for the remainder of 1997 and 1998 are estimated to range from $27.5 million to $29.8 million for the development of 16 or 17 new restaurants of which 12 or 13 are expected to be opened during the remainder of 1997 and 1998 depending on the availability of quality sites, the hiring and training of sufficiently skilled management and other personnel and 12 13 other factors. In addition, the Company plans to spend $500,000 during the remainder of 1997 and 1998 to renovate and replace equipment in existing restaurants. Management believes that the net proceeds from the July 23, 1997 offering, together with available cash reserves and cash provided from operations and borrowing capacity, will be sufficient to fund the Company's expansion plans through 1998. Should the Company's actual results of operations fall short of, or its rate of expansion significantly exceed its plans, or should its costs or capital expenditures exceed expectations, the Company may need additional financing in the future. In negotiating such financing, there can be no assurance that the Company will be able to raise additional capital on terms satisfactory to the Company. In order to provide any additional funds necessary to pursue the Company's growth strategy, the Company may incur, from time to time, additional short and long-term bank indebtedness and may issue, in public or private transactions, its equity and debt securities, the availability and terms of which will depend upon market and other conditions. There can be no assurance that such additional financing will be available on terms acceptable to the Company. This report contains certain forward-looking statements, including those relating to the opening of additional restaurants and planned capital expenditures, each of which is accompanied by specific, cautionary language. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK No disclosure required. 13 14 PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits: --------- *3.1 Amended and Restated Charter of the Registrant *3.2 Bylaws of the Registrant *4.1 Section 8 of the Amended and Restated Charter of the Registrant (included in Exhibit 3.1) *4.2 Specimen of Common Stock Certificate 27 Financial Data Schedule (for SEC use only) * Incorporated by reference to the Registrant's Registration Statement on Form SB-2 (Registration No. 33-92976-A) (b) Reports on Form 8-K The Company was not required to file a report on Form 8-K during the quarter for which this report is filed. 14 15 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 thereunto duly authorized. LOGAN'S ROADHOUSE, INC. By: /s/ DAVID J. MCDANIEL --------------------------------------- David J. McDaniel, Vice President, Treasurer and Secretary (Chief Financial Officer) Date: November 14, 1997 15