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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Cracker Barrel Old Country Store Inc | NASDAQ:CBRL | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-1.00 | -2.38% | 41.1585 | 40.42 | 41.25 | 42.51 | 40.11 | 42.49 | 911,175 | 00:49:04 |
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification Number)
|
|
(Address of principal executive offices)
|
(Zip code)
|
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Rights to Purchase Series A Junior Participating
Preferred Stock (Par Value $0.01)
|
|
(Nasdaq Global Select Market)
|
|
Accelerated filer ☐
|
Non-accelerated filer ☐
|
Smaller reporting company
|
Emerging growth company
|
ASSETS
|
April 26,
2024
|
July 28,
2023*
|
||||||
Current Assets:
|
||||||||
Cash and cash equivalents
|
$
|
|
$
|
|
||||
Accounts receivable
|
|
|
||||||
Income taxes receivable |
||||||||
Inventories
|
|
|
||||||
Prepaid expenses and other current assets
|
|
|
||||||
Total current assets
|
|
|
||||||
Property and equipment
|
|
|
||||||
Less: Accumulated depreciation and amortization
|
|
|
||||||
Property and equipment – net
|
|
|
||||||
Operating lease right-of-use assets, net
|
|
|
||||||
Goodwill
|
|
|
||||||
Intangible assets
|
|
|
||||||
Other assets
|
|
|
||||||
Total assets
|
$
|
|
$
|
|
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
||||||||
Current Liabilities:
|
||||||||
Accounts payable
|
$
|
|
$
|
|
||||
Other current liabilities
|
|
|
||||||
Total current liabilities
|
|
|
||||||
Long-term debt
|
|
|
||||||
Long-term operating lease liabilities
|
|
|
||||||
Other long-term obligations
|
|
|
||||||
Commitments and Contingencies (Note 11)
|
||||||||
Shareholders’ Equity:
|
||||||||
Preferred stock –
|
|
|
||||||
Common stock –
|
|
|
||||||
Additional paid-in capital
|
||||||||
Retained earnings
|
|
|
||||||
Total shareholders’ equity
|
|
|
||||||
Total liabilities and shareholders’ equity
|
$
|
|
$
|
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26, | April 28, | April 26, | April 28, | |||||||||||||
2024
|
2023
|
2024
|
2023
|
|||||||||||||
Total revenue
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Cost of goods sold (exclusive of depreciation and rent)
|
|
|
|
|
||||||||||||
Labor and other related expenses
|
|
|
|
|
||||||||||||
Other store operating expenses
|
|
|
|
|
||||||||||||
General and administrative expenses
|
|
|
|
|
||||||||||||
Impairment and store closing costs |
||||||||||||||||
Goodwill impairment |
||||||||||||||||
Operating income (loss)
|
(
|
)
|
|
|
|
|||||||||||
Interest expense, net
|
|
|
|
|
||||||||||||
Income (loss) before income taxes
|
(
|
)
|
|
|
|
|||||||||||
Provision for income taxes (income tax benefit)
|
(
|
)
|
(
|
)
|
(
|
)
|
|
|||||||||
Net income (loss)
|
$
|
(
|
)
|
$
|
|
$
|
|
$
|
|
|||||||
Net income (loss) per share:
|
||||||||||||||||
Basic
|
$
|
(
|
)
|
$
|
|
$
|
|
$
|
|
|||||||
Diluted
|
$
|
(
|
)
|
$
|
|
$
|
|
$
|
|
|||||||
Weighted average shares:
|
||||||||||||||||
Basic
|
|
|
|
|
||||||||||||
Diluted
|
|
|
|
|
Common Stock
|
Additional
Paid-In
|
Retained
|
Total
Shareholders’
|
|||||||||||||||||
Shares
|
Amount
|
Capital
|
Earnings
|
Equity
|
||||||||||||||||
Balances at July 28, 2023
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Income:
|
||||||||||||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Total comprehensive income
|
—
|
|
|
|
|
|||||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes
|
|
|
(
|
)
|
|
(
|
)
|
|||||||||||||
Balances at October 27, 2023
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Income:
|
||||||||||||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Total comprehensive income
|
—
|
|
|
|
|
|||||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes
|
|
|
(
|
)
|
|
(
|
)
|
|||||||||||||
Balances at January 26, 2024
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Loss:
|
||||||||||||||||||||
Net loss
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Total comprehensive loss
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards
|
|
|
|
|
|
|||||||||||||||
Balances at April 26,
2024
|
|
$
|
|
$
|
|
$
|
|
$
|
|
Common Stock
|
Additional
Paid-In
|
Retained
|
Total
Shareholders’
|
|||||||||||||||||
Shares
|
Amount
|
Capital
|
Earnings
|
Equity
|
||||||||||||||||
Balances at July 29, 2022
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Income:
|
||||||||||||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Total comprehensive income
|
—
|
|
|
|
|
|||||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes
|
|
|
(
|
)
|
|
(
|
)
|
|||||||||||||
Purchases and retirement of common stock |
( |
) | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||||
Balances at October 28, 2022
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Income:
|
||||||||||||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Total comprehensive income
|
—
|
|
|
|
|
|||||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards, net of shares withheld for employee taxes
|
|
|
(
|
)
|
|
(
|
)
|
|||||||||||||
Purchases and retirement of common stock
|
( |
) | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||||
Balances at January 27, 2023
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Comprehensive Income:
|
||||||||||||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Total comprehensive income
|
—
|
|
|
|
|
|||||||||||||||
Cash dividends declared - $
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Share-based compensation
|
—
|
|
|
|
|
|||||||||||||||
Issuance of share-based compensation awards
|
||||||||||||||||||||
Balances at April 28,
2023
|
|
$
|
|
$
|
|
$
|
|
$
|
|
Nine Months Ended
|
||||||||
April 26, | April 28, | |||||||
2024
|
2023
|
|||||||
Cash flows from operating activities:
|
||||||||
Net income
|
$
|
|
$
|
|
||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
|
|
||||||
Amortization of debt issuance costs
|
||||||||
Loss on disposition of property and equipment
|
|
|
||||||
Impairment
|
||||||||
Goodwill impairment
|
||||||||
Share-based compensation
|
|
|
||||||
Noncash lease expense
|
|
|
||||||
Amortization of asset recognized from gain on sale and leaseback transactions
|
|
|
||||||
Changes in assets and liabilities:
|
||||||||
Inventories
|
|
|
||||||
Other current assets
|
(
|
)
|
(
|
)
|
||||
Accounts payable
|
(
|
)
|
(
|
)
|
||||
Taxes withheld and accrued
|
( |
) | ( |
) | ||||
Other current liabilities
|
(
|
)
|
|
|||||
Long-term operating lease liabilities
|
( |
) | ( |
) | ||||
Other long-term assets and liabilities
|
(
|
)
|
(
|
)
|
||||
Net cash provided by operating activities |
|
|
||||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(
|
)
|
(
|
)
|
||||
Proceeds from insurance recoveries of property and equipment
|
|
|
||||||
Proceeds from sale of property and equipment
|
|
|
||||||
Net cash used in investing activities |
(
|
)
|
(
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from issuance of long-term debt |
||||||||
Principal payments under long-term debt |
( |
) | ( |
) | ||||
Taxes withheld from issuance of share-based compensation awards
|
(
|
)
|
(
|
)
|
||||
Purchases and retirement of common stock |
( |
) | ||||||
Dividends on common stock
|
(
|
)
|
(
|
)
|
||||
Net cash used in financing activities |
(
|
)
|
(
|
)
|
||||
Net decrease in cash and cash equivalents
|
(
|
)
|
(
|
)
|
||||
Cash and cash equivalents, beginning of period
|
|
|
||||||
Cash and cash equivalents, end of period
|
$
|
|
$
|
|
||||
Supplemental disclosures of cash flow information:
|
||||||||
Cash paid during the period for:
|
||||||||
Interest, net of amounts capitalized
|
$
|
|
$
|
|
||||
Income taxes
|
$
|
|
$
|
|
||||
Supplemental schedule of non-cash investing and financing activities*:
|
||||||||
Capital expenditures accrued in accounts payable
|
$
|
|
$
|
|
||||
Dividends declared but not yet paid
|
$
|
|
$
|
|
1. |
Condensed Consolidated Financial Statements
|
2. |
Fair Value Measurements
|
Level 1
|
Level 2
|
Level 3
|
Total Fair
Value
|
|||||||||||||
Cash equivalents*
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Deferred compensation plan assets**
|
|
|||||||||||||||
Total assets at fair value
|
$
|
|
Level 1
|
Level 2
|
Level 3
|
Total Fair
Value
|
|||||||||||||
Cash equivalents*
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Deferred compensation plan assets**
|
|
|||||||||||||||
Total assets at fair value
|
$
|
|
*
|
**
|
3. |
Inventories
|
April 26, 2024
|
July 28, 2023
|
|||||||
Retail
|
$
|
|
$
|
|
||||
Restaurant
|
|
|
||||||
Supplies
|
|
|
||||||
Total
|
$
|
|
$
|
|
4. |
Debt
|
April 26, 2024
|
July 28, 2023 | |||||||
Liability component
Principal
|
$
|
|
$ | |||||
Less: Debt issuance costs (1)
|
|
|||||||
Net carrying amount
|
$
|
|
$ |
(1)
|
|
Quarter Ended | Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Coupon interest
|
$ | $ |
$
|
|
$
|
|
||||||||||
Amortization of issuance costs
|
|
|
||||||||||||||
Total interest expense
|
$ |
$ |
$
|
|
$
|
|
5. |
Seasonality
|
6. |
Segment Information
|
7. |
Revenue Recognition
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Revenue:
|
||||||||||||||||
Restaurant
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Retail
|
|
|
|
|
||||||||||||
Total revenue
|
$
|
|
$
|
|
$
|
|
$
|
|
8. |
Leases
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
|
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
||||||||||||
Operating lease cost
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Short term lease cost
|
|
|
|
|
||||||||||||
Variable lease cost
|
|
|
|
|
||||||||||||
Total lease cost
|
$
|
|
$
|
|
$
|
|
$
|
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023 |
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Operating cash flow information:
|
||||||||||||||||
Cash paid for amounts included in the measurement of lease liabilities
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Noncash information:
|
||||||||||||||||
Right-of-use assets obtained in exchange for new operating lease liabilities
|
|
|
|
|
||||||||||||
Lease modifications or reassessments increasing (decreasing) right-of-use assets
|
(
|
)
|
|
|
|
|||||||||||
Lease modifications removing right-of-use assets
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||
Right-of-use asset impairment* |
*
|
|
April 26, 2024
|
April 28, 2023
|
|||||||
Weighted-average remaining lease term
|
|
|
||||||
Weighted-average discount rate
|
|
%
|
|
%
|
Year
|
Total
|
|||
Remainder of 2024
|
$
|
|
||
2025
|
|
|||
2026
|
|
|||
2027
|
|
|||
2028
|
|
|||
Thereafter
|
|
|||
Total future minimum lease payments
|
|
|||
Less imputed remaining interest
|
(
|
)
|
||
Total present value of operating lease liabilities
|
$
|
|
9. |
Shareholder Rights Plan
|
● |
Flip in. If a person or group becomes an Acquiring Person, all holders of Rights except the
Acquiring Person may, for $
|
● |
Flip Over. If the Company is later acquired in a merger or similar transaction after the
Distribution Date, all holders of Rights except the Acquiring Person may, for $
|
● |
Notional Shares. Shares held by affiliates and associates of an Acquiring Person, and
Notional Common Shares (as defined in the Rights Agreement) held by counterparties to a Derivatives Contract (as defined in the Rights Agreement) with an Acquiring Person, will be deemed to be beneficially owned by the Acquiring Person.
|
● |
will not be redeemable;
|
● |
will entitle holders to quarterly dividend payments of $
|
● |
will entitle holders upon liquidation either to receive $
|
● |
will have the same voting power as one share of common stock; and
|
● |
if shares of the Company’s common stock are exchanged via merger, consolidation, or a similar transaction, will entitle holders to a per share payment equal to the payment made on
one share of common stock.
|
10. |
Net Income (Loss) Per Share and Weighted Average Shares
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Net income (loss) per share numerator
|
$
|
(
|
)
|
$
|
|
$
|
|
$
|
|
|||||||
Net income (loss) per share denominator:
|
||||||||||||||||
Basic weighted average shares
|
|
|
|
|
||||||||||||
Add potential dilution:
|
||||||||||||||||
Nonvested stock awards and units
|
|
|
|
|
||||||||||||
Diluted weighted average shares
|
|
|
|
|
11. |
Commitments and Contingencies
|
ITEM 2. |
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
• |
Refining the brand: evolving the brand across all touchpoints including refining and strengthening our positioning to best reach existing and new
guests.
|
• |
Enhancing the menu: introducing menu innovation focused on craveability and traffic drivers, streamlining processes to improve execution, and
optimizing strategic pricing to protect value and improve profitability.
|
• |
Evolving the store and guest experience: delivering an exceptional guest experience through operational excellence and improved store design and
atmosphere. We are in the process of testing remodel prototypes and expect to complete 25-30 remodels in fiscal 2025.
|
• |
Winning in digital and off-premise: growing the off-premise business and leveraging technology such as Cracker Barrel Rewards loyalty program. We
continue to leverage guest data to better understand consumer behavior and identify ways to drive frequency and engagement.
|
• |
Elevating the employee experience: upgrading training and development programs and tools and simplifying job roles and utilizing technology to improve
the employee experience.
|
• |
Comparable store restaurant sales increase/(decrease): To calculate comparable store restaurant sales increase/(decrease), we determine total restaurant sales of stores open at least six full quarters before the beginning of the
applicable period, measured on comparable calendar weeks. We then subtract total comparable store restaurant sales for the current year period from total comparable store restaurant sales for the applicable historical period to calculate
the absolute dollar change. To calculate comparable store restaurant sales increase/(decrease), which we express as a percentage, we divide the absolute dollar change by the comparable store restaurant sales for the historical period.
|
• |
Comparable store average restaurant sales: To calculate comparable store average restaurant sales, we determine total restaurant sales of stores open at least six full quarters before the beginning of the applicable period,
measured on comparable calendar weeks, and divide by the number of comparable stores for the applicable period.
|
• |
Comparable store retail sales increase/(decrease): To calculate comparable store retail sales increase/(decrease), we determine total retail sales of stores open at least six full quarters before the beginning of the applicable
period, measured on comparable calendar weeks. We then subtract total comparable store retail sales for the current year period from total comparable store retail sales for the applicable historical period to calculate the absolute dollar
change. To calculate comparable store retail sales increase/(decrease), which we express as a percentage, we divide the absolute dollar change by the comparable store retail sales for the historical period.
|
• |
Comparable store retail average weekly sales: To calculate comparable store average retail sales, we determine total retail sales of stores open at least six full quarters before the beginning of the applicable period, measured on
comparable calendar weeks, and divide by the number of comparable stores for the applicable period.
|
• |
Comparable restaurant guest traffic increase/(decrease): To calculate comparable restaurant guest traffic increase/(decrease), we determine the number of entrees sold in our dine-in and off-premise business from stores open at
least six full quarters at the beginning of the applicable period, measured on comparable calendar weeks. We then subtract total entrees sold for the current year period from total entrees sold for the applicable historical period to
calculate the absolute numerical change. To calculate comparable restaurant guest traffic increase/(decrease), which we express as a percentage, we divide the absolute numerical change by the total entrees sold for the historical period.
|
• |
Average check increase per guest: To calculate average check per guest, we determine comparable store restaurant sales, as described above, and divide by comparable guest traffic (as described above). We then subtract average
check per guest for the current year period from average check per guest for the applicable historical period to calculate the absolute dollar change. The absolute dollar change is divided by the prior year average check number to
calculate average check increase per guest, which we express as a percentage.
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
|
April 28,
|
April 26,
|
April 28,
|
|||||||||||||
2024
|
2023
|
2024
|
2023
|
|||||||||||||
Total revenue
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
||||||||
Cost of goods sold (exclusive of depreciation and rent)
|
30.0
|
31.5
|
31.7
|
33.4
|
||||||||||||
Labor and other related expenses
|
37.8
|
35.8
|
36.3
|
34.7
|
||||||||||||
Other store operating expenses
|
24.5
|
23.6
|
24.0
|
23.1
|
||||||||||||
General and administrative expenses
|
6.7
|
5.4
|
6.0
|
5.3
|
||||||||||||
Impairment and store closing costs
|
2.8
|
1.7
|
0.9
|
0.5
|
||||||||||||
Goodwill impairment
|
0.6
|
—
|
0.2
|
—
|
||||||||||||
Operating income (loss)
|
(2.4
|
)
|
2.0
|
0.9
|
3.0
|
|||||||||||
Interest expense, net
|
0.6
|
0.5
|
0.6
|
0.4
|
||||||||||||
Income (loss) before income taxes
|
(3.0
|
)
|
1.5
|
0.3
|
2.6
|
|||||||||||
Provision for income taxes (income tax benefit)
|
(1.9
|
)
|
(0.2
|
)
|
(0.6
|
)
|
0.2
|
|||||||||
Net income (loss)
|
(1.1
|
%)
|
1.7
|
%
|
0.9
|
%
|
2.4
|
%
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
|
April 28,
|
April 26,
|
April 28,
|
|||||||||||||
2024
|
2023
|
2024
|
2023
|
|||||||||||||
Net change in units:
|
||||||||||||||||
Cracker Barrel
|
(4
|
)
|
(4
|
)
|
(2
|
)
|
(3
|
)
|
||||||||
MSBC
|
—
|
—
|
4
|
5
|
||||||||||||
Units in operation at end of the period:
|
||||||||||||||||
Cracker Barrel
|
658
|
661
|
658
|
661
|
||||||||||||
MSBC
|
63
|
56
|
63
|
56
|
||||||||||||
Total units at end of the period
|
721
|
|
717
|
|
721
|
|
717
|
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Revenue in dollars:
|
||||||||||||||||
Restaurant
|
$
|
671,328
|
$
|
681,315
|
$
|
2,062,790
|
$
|
2,061,551
|
||||||||
Retail
|
145,807
|
151,374
|
513,585
|
544,525
|
||||||||||||
Total revenue
|
$
|
817,135
|
$
|
832,389
|
$
|
2,576,375
|
$
|
2,606,076
|
||||||||
Total revenue by percentage relationships:
|
||||||||||||||||
Restaurant
|
82.2
|
%
|
81.8
|
%
|
80.1
|
%
|
79.1
|
%
|
||||||||
Retail
|
17.8
|
%
|
18.2
|
%
|
19.9
|
%
|
20.9
|
%
|
||||||||
Average unit volumes(1):
|
||||||||||||||||
Restaurant
|
$
|
994.6
|
$
|
1,003.0
|
$
|
3,049.4
|
$
|
3,035.3
|
||||||||
Retail
|
221.0
|
228.0
|
776.8
|
819.5
|
||||||||||||
Total revenue
|
$
|
1,215.6
|
$
|
1,231.0
|
$
|
3,826.2
|
$
|
3,854.8
|
||||||||
Comparable store sales increase (decrease) (2):
|
||||||||||||||||
Restaurant
|
(1.5
|
%)
|
7.4
|
%
|
(0.2
|
%)
|
7.7
|
%
|
||||||||
Retail
|
(3.8
|
%)
|
(4.6
|
%)
|
(5.8
|
%)
|
1.6
|
%
|
||||||||
Restaurant and retail
|
(1.9
|
%)
|
5.0
|
%
|
(1.4
|
%)
|
6.3
|
%
|
||||||||
Average check increase
|
3.4
|
%
|
10.6
|
%
|
5.1
|
%
|
9.9
|
%
|
||||||||
Comparable restaurant guest traffic decrease(2):
|
(4.9
|
%)
|
(3.2
|
%)
|
(5.3
|
%)
|
(2.2
|
%)
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Cost of Goods Sold in dollars:
|
||||||||||||||||
Restaurant
|
$
|
173,593
|
$
|
186,157
|
$
|
552,904
|
$
|
588,743
|
||||||||
Retail
|
71,477
|
76,034
|
262,576
|
281,543
|
||||||||||||
Total Cost of Goods Sold
|
$
|
245,070
|
$
|
262,191
|
$
|
815,480
|
$
|
870,286
|
||||||||
Cost of Goods Sold by percentage of revenue:
|
||||||||||||||||
Restaurant
|
25.9
|
%
|
27.3
|
%
|
26.8
|
%
|
28.6
|
%
|
||||||||
Retail
|
49.0
|
%
|
50.2
|
%
|
51.1
|
%
|
51.7
|
%
|
Third Quarter
(Decrease) Increase
as a Percentage of
Total Retail Revenue
|
||||
Higher initial margin
|
(2.6
|
%)
|
||
Discounts
|
0.5
|
%
|
||
Provision for obsolete inventory
|
0.4
|
%
|
||
Inventory shrinkage
|
0.3
|
%
|
First Nine Months
(Decrease) Increase
as a Percentage
of Total Revenue
|
||||
Higher initial margin
|
(1.3
|
%)
|
||
Discounts
|
0.4
|
%
|
||
Markdowns
|
0.2
|
%
|
||
Freight expense
|
0.2
|
%
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Labor and related expenses
|
37.8
|
%
|
35.8
|
%
|
36.3
|
%
|
34.7
|
%
|
Third Quarter Increase
as a Percentage of
Total Revenue
|
||||
Store hourly labor
|
1.3
|
%
|
||
Store management compensation
|
0.5
|
%
|
||
Employee health care expense
|
0.2
|
%
|
First Nine Months
Increase (Decrease)
as a Percentage
of Total Revenue
|
||||
Store hourly labor
|
1.3
|
%
|
||
Store management compensation
|
0.3
|
%
|
||
Payroll taxes
|
0.2
|
%
|
||
Employee health care expense
|
0.1
|
%
|
||
Other wages
|
(0.2
|
%)
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Other store operating expenses
|
24.5
|
%
|
23.6
|
%
|
24.0
|
%
|
23.1
|
%
|
Third Quarter
Increase as a Percentage
of Total Revenue
|
First Nine Months
Increase as a Percentage
of Total Revenue
|
|||||||
Advertising expense
|
0.5
|
%
|
0.7
|
%
|
||||
Store occupancy costs
|
0.2
|
%
|
0.1
|
%
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
General and administrative expenses
|
6.7
|
%
|
5.4
|
%
|
6.0
|
%
|
5.3
|
%
|
Third Quarter
Increase as a Percentage
of Total Revenue
|
||||
Professional fees
|
0.8
|
%
|
||
Incentive compensation expense
|
0.2
|
%
|
||
Payroll and related expense
|
0.1
|
%
|
First Nine Months
Increase as a Percentage
of Total Revenue
|
||||
Professional fees
|
0.5
|
%
|
||
Payroll and related expense
|
0.2
|
%
|
||
Incentive compensation expense
|
0.1
|
%
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Interest expense, net
|
$
|
5,187
|
$
|
4,536
|
$
|
15,192
|
$
|
12,476
|
Quarter Ended
|
Nine Months Ended
|
|||||||||||||||
April 26,
2024
|
April 28,
2023
|
April 26,
2024
|
April 28,
2023
|
|||||||||||||
Effective tax rate
|
62.4
|
%
|
(14.0
|
%)
|
(195.6
|
%)
|
7.9
|
%
|
• |
management believes are most important to the accurate portrayal of both our financial condition and operating results, and
|
• |
require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
|
• |
Impairment of Long-Lived Assets
|
• |
Insurance Reserves
|
• |
Retail Inventory Valuation
|
• |
Lease Accounting
|
ITEM 3. |
Quantitative and Qualitative Disclosures About Market Risk
|
ITEM 4. |
Controls and Procedures
|
ITEM 1A. |
Risk Factors
|
ITEM 5. |
Other Information
|
ITEM 6. |
Exhibits
|
Exhibit
|
|
3.1
|
Amended and Restated Charter of Cracker Barrel Old Country Store, Inc. (incorporated by
reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed under the Exchange Act on April 10, 2012 (Commission File No. 001-25225)
|
3.2
|
Second Amended and Restated Bylaws of Cracker Barrel Old Country Store, Inc.
(incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed under the Exchange Act on June 7, 2022)
|
4.1
|
Rights Agreement, dated as of February 27, 2024, between Cracker Barrel Old Country Store,
Inc. and Equiniti Trust Company, LLC, which includes the Articles of Amendment to the Amended and Restated Charter as Exhibit A, the form of Right Certificate as Exhibit B, and the Summary of Rights to Purchase Preferred Shares as Exhibit
C (incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q filed under the Exchange Act on February 27, 2024)
|
4.2
|
Amendment and Termination of Rights Agreement, dated as of February 27, 2024, between Cracker
Barrel Old Country Store, Inc. and Equiniti Trust Company, LLC (incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q filed under the Exchange Act on February 27, 2024)
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
101.INS
|
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
|
101.SCH
|
Inline XBRL Taxonomy Extension Schema
|
101.CAL
|
Inline XBRL Taxonomy Extension Calculation Linkbase
|
101.LAB
|
Inline XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
Inline XBRL Taxonomy Extension Presentation Linkbase
|
101.DEF
|
Inline XBRL Taxonomy Extension Definition Linkbase
|
104
|
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
|
Date: May 30, 2024
|
By:
|
/s/Craig A. Pommells
|
Craig A. Pommells, Senior Vice President, Chief Financial Officer
|
||
Date: May 30, 2024
|
By:
|
/s/Brian T. Vaclavik
|
Brian T. Vaclavik, Vice President, Corporate Controller and
|
||
Principal Accounting Officer
|
EXHIBIT 31.1
|
CERTIFICATION
|
1. |
I have reviewed this Quarterly Report on Form 10-Q of Cracker Barrel Old Country Store, Inc.;
|
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
for, the periods presented in this report;
|
4. |
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c) |
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this
report based on such evaluation; and
|
(d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5. |
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent functions):
|
(a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report
financial information; and
|
(b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 30, 2024
|
|
/s/Julie Masino
|
|
Julie Masino, President
|
|
and Chief Executive Officer
|
EXHIBIT 31.2
|
CERTIFICATION
|
1. |
I have reviewed this Quarterly Report on Form 10-Q of Cracker Barrel Old Country Store, Inc.;
|
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
for, the periods presented in this report;
|
4. |
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c) |
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this
report based on such evaluation; and
|
(d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5. |
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent functions):
|
(a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report
financial information; and
|
(b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 30, 2024
|
|
/s/Craig A. Pommells
|
|
Craig A. Pommells, Senior Vice President
|
|
and Chief Financial Officer
|
1. |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2. |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer.
|
Date: May 30, 2024
|
By:
|
/s/Julie Masino
|
|
Julie Masino
|
|||
President and Chief Executive Officer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer.
|
Date: May 30, 2024
|
By:
|
/s/Craig A. Pommells
|
|
Craig A. Pommells
|
|||
Senior Vice President and Chief Financial Officer
|
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares |
Apr. 26, 2024 |
Jul. 28, 2023 |
---|---|---|
Shareholders' Equity: | ||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 22,202,296 | 22,153,625 |
Common stock, shares outstanding (in shares) | 22,202,296 | 22,153,625 |
Series A Junior Participating Preferred Stock [Member] | ||
Shareholders' Equity: | ||
Preferred stock, shares authorized (in shares) | 300,000 | 300,000 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Apr. 26, 2024 |
Apr. 28, 2023 |
Apr. 26, 2024 |
Apr. 28, 2023 |
|
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) Abstract] | ||||
Total revenue | $ 817,135 | $ 832,689 | $ 2,576,375 | $ 2,606,076 |
Cost of goods sold (exclusive of depreciation and rent) | 245,070 | 262,191 | 815,480 | 870,286 |
Labor and other related expenses | 308,791 | 297,883 | 936,434 | 903,558 |
Other store operating expenses | 200,390 | 196,886 | 618,131 | 602,447 |
General and administrative expenses | 54,524 | 45,049 | 155,795 | 136,515 |
Impairment and store closing costs | 22,942 | 13,890 | 22,942 | 13,890 |
Goodwill Impairment | 4,690 | 0 | 4,690 | 0 |
Operating income (loss) | (19,272) | 16,790 | 22,903 | 79,380 |
Interest expense, net | 5,187 | 4,536 | 15,192 | 12,476 |
Income (loss) before income taxes | (24,459) | 12,254 | 7,711 | 66,904 |
Provision for income taxes (income tax benefit) | (15,260) | (1,714) | (15,080) | 5,316 |
Net income (loss) | $ (9,199) | $ 13,968 | $ 22,791 | $ 61,588 |
Net income (loss) per share: | ||||
Basic (in dollars per share) | $ (0.41) | $ 0.63 | $ 1.03 | $ 2.78 |
Diluted (in dollars per share) | $ (0.41) | $ 0.63 | $ 1.02 | $ 2.77 |
Weighted average shares: | ||||
Basic (in shares) | 22,201,964 | 22,152,002 | 22,188,191 | 22,173,019 |
Diluted (in shares) | 22,201,964 | 22,254,511 | 22,307,646 | 22,266,333 |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands |
Common Stock [Member] |
Additional Paid-In Capital [Member] |
Retained Earnings [Member] |
Total |
|||
---|---|---|---|---|---|---|---|
Balances at Jul. 29, 2022 | $ 223 | $ 0 | $ 511,256 | $ 511,479 | |||
Balances (in shares) at Jul. 29, 2022 | 22,281,443 | ||||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | 17,129 | 17,129 | |||
Total comprehensive income (loss) | 0 | 0 | 17,129 | 17,129 | |||
Cash dividends declared | 0 | 0 | (28,689) | (28,689) | |||
Share-based compensation | 0 | 2,422 | 0 | 2,422 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (2,380) | 0 | (2,380) | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 34,982 | ||||||
Purchases and retirement of common stock | $ (1) | (42) | (12,405) | (12,448) | |||
Purchases and retirement of common stock (in shares) | (120,958) | ||||||
Balances at Oct. 28, 2022 | $ 222 | 0 | 487,291 | 487,513 | |||
Balances (in shares) at Oct. 28, 2022 | 22,195,467 | ||||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | 30,491 | 30,491 | |||
Total comprehensive income (loss) | 0 | 0 | 30,491 | 30,491 | |||
Cash dividends declared | 0 | 0 | (29,179) | (29,179) | |||
Share-based compensation | 0 | 2,689 | 0 | 2,689 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (20) | 0 | (20) | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 6,167 | ||||||
Purchases and retirement of common stock | $ (1) | (2,669) | (2,331) | (5,001) | |||
Purchases and retirement of common stock (in shares) | (50,834) | ||||||
Balances at Jan. 27, 2023 | $ 221 | 0 | 486,272 | 486,493 | |||
Balances (in shares) at Jan. 27, 2023 | 22,150,800 | ||||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | 13,968 | 13,968 | |||
Total comprehensive income (loss) | 0 | 0 | 13,968 | 13,968 | |||
Cash dividends declared | 0 | 0 | (29,067) | (29,067) | |||
Share-based compensation | 0 | 2,474 | 0 | 2,474 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | 0 | 0 | 0 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 1,632 | ||||||
Balances at Apr. 28, 2023 | $ 221 | 2,474 | 471,173 | 473,868 | |||
Balances (in shares) at Apr. 28, 2023 | 22,152,432 | ||||||
Balances at Jul. 28, 2023 | $ 221 | 3,886 | 479,718 | $ 483,825 | [1] | ||
Balances (in shares) at Jul. 28, 2023 | 22,153,625 | 22,153,625 | |||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | 5,456 | $ 5,456 | |||
Total comprehensive income (loss) | 0 | 0 | 5,456 | 5,456 | |||
Cash dividends declared | 0 | 0 | (29,150) | (29,150) | |||
Share-based compensation | 0 | 1,622 | 0 | 1,622 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 1 | (1,502) | 0 | (1,501) | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 31,487 | ||||||
Balances at Oct. 27, 2023 | $ 222 | 4,006 | 456,024 | 460,252 | |||
Balances (in shares) at Oct. 27, 2023 | 22,185,112 | ||||||
Balances at Jul. 28, 2023 | $ 221 | 3,886 | 479,718 | $ 483,825 | [1] | ||
Balances (in shares) at Jul. 28, 2023 | 22,153,625 | 22,153,625 | |||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 22,791 | ||||||
Balances at Apr. 26, 2024 | $ 222 | 11,477 | 414,858 | $ 426,557 | |||
Balances (in shares) at Apr. 26, 2024 | 22,202,296 | 22,202,296 | |||||
Balances at Oct. 27, 2023 | $ 222 | 4,006 | 456,024 | $ 460,252 | |||
Balances (in shares) at Oct. 27, 2023 | 22,185,112 | ||||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | 26,534 | 26,534 | |||
Total comprehensive income (loss) | 0 | 0 | 26,534 | 26,534 | |||
Cash dividends declared | 0 | 0 | (29,354) | (29,354) | |||
Share-based compensation | 0 | 4,631 | 0 | 4,631 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | (96) | 0 | (96) | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 15,974 | ||||||
Balances at Jan. 26, 2024 | $ 222 | 8,541 | 453,204 | 461,967 | |||
Balances (in shares) at Jan. 26, 2024 | 22,201,086 | ||||||
Comprehensive Income (Loss): | |||||||
Net income (loss) | $ 0 | 0 | (9,199) | (9,199) | |||
Total comprehensive income (loss) | 0 | 0 | (9,199) | (9,199) | |||
Cash dividends declared | 0 | 0 | (29,147) | (29,147) | |||
Share-based compensation | 0 | 2,936 | 0 | 2,936 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes | $ 0 | 0 | 0 | 0 | |||
Issuance of share-based compensation awards, net of shares withheld for employee taxes (in shares) | 1,210 | ||||||
Balances at Apr. 26, 2024 | $ 222 | $ 11,477 | $ 414,858 | $ 426,557 | |||
Balances (in shares) at Apr. 26, 2024 | 22,202,296 | 22,202,296 | |||||
|
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares |
3 Months Ended | |||||
---|---|---|---|---|---|---|
Apr. 26, 2024 |
Jan. 26, 2024 |
Oct. 27, 2023 |
Apr. 28, 2023 |
Jan. 27, 2023 |
Oct. 28, 2022 |
|
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY [Abstract] | ||||||
Cash dividends declared (in dollars per share) | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 | $ 1.3 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands |
9 Months Ended | |||
---|---|---|---|---|
Apr. 26, 2024 |
Apr. 28, 2023 |
|||
Cash flows from operating activities: | ||||
Net income | $ 22,791 | $ 61,588 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 82,765 | 76,805 | ||
Amortization of debt issuance costs | 1,312 | 1,296 | ||
Loss on disposition of property and equipment | 8,860 | 4,793 | ||
Impairment | 17,448 | 11,692 | ||
Goodwill Impairment | 4,690 | 0 | ||
Share-based compensation | 9,189 | 7,585 | ||
Noncash lease expense | 45,050 | 44,727 | ||
Amortization of asset recognized from gain on sale and leaseback transactions | 9,551 | 9,551 | ||
Changes in assets and liabilities: | ||||
Inventories | 14,086 | 28,436 | ||
Other current assets | (22,939) | (5,490) | ||
Accounts payable | (27,812) | (37,839) | ||
Taxes withheld and accrued | (5,141) | (26,624) | ||
Other current liabilities | (9,930) | 11,981 | ||
Long-term operating lease liabilities | (49,914) | (36,508) | ||
Other long-term assets and liabilities | (550) | (757) | ||
Net cash provided by operating activities | 99,456 | 151,236 | ||
Cash flows from investing activities: | ||||
Purchase of property and equipment | (80,825) | (87,623) | ||
Proceeds from insurance recoveries of property and equipment | 744 | 725 | ||
Proceeds from sale of property and equipment | 131 | 250 | ||
Net cash used in investing activities | (79,950) | (86,648) | ||
Cash flows from financing activities: | ||||
Proceeds from issuance of long-term debt | 326,500 | 120,000 | ||
Principal payments under long-term debt | (270,500) | (100,049) | ||
Taxes withheld from issuance of share-based compensation awards | (1,597) | (2,400) | ||
Purchases and retirement of common stock | 0 | (17,449) | ||
Dividends on common stock | (87,204) | (87,343) | ||
Net cash used in financing activities | (32,801) | (87,241) | ||
Net decrease in cash and cash equivalents | (13,295) | (22,653) | ||
Cash and cash equivalents, beginning of period | 25,147 | 45,105 | ||
Cash and cash equivalents, end of period | 11,852 | 22,452 | ||
Cash paid during the period for: | ||||
Interest, net of amounts capitalized | 12,329 | 9,323 | ||
Income taxes | 7,473 | 4,798 | ||
Supplemental schedule of non-cash investing and financing activities: | ||||
Capital expenditures accrued in accounts payable | [1] | 7,515 | 3,867 | |
Dividends declared but not yet paid | [1] | $ 30,668 | $ 30,048 | |
|
Condensed Consolidated Financial Statements |
9 Months Ended | ||
---|---|---|---|
Apr. 26, 2024 | |||
Condensed Consolidated Financial Statements [Abstract] | |||
Condensed Consolidated Financial Statements |
Cracker Barrel Old Country Store, Inc. and its affiliates (collectively, in these Notes to
Condensed Consolidated Financial Statements, the “Company”) are principally engaged in the operation and development of the Cracker Barrel Old Country Store® (“Cracker Barrel”) concept in the United States.
The accompanying condensed consolidated financial statements have been prepared by the
Company in accordance with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) without audit. In the opinion of management, all
adjustments (consisting of normal and recurring items) necessary for a fair presentation of such condensed consolidated financial statements have been made. The results of operations for any interim period are not necessarily indicative of results
for a full year.
These condensed consolidated financial statements should be read in conjunction with the
audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended July 28, 2023 (the “2023 Form 10-K”). The accounting policies used in preparing these condensed consolidated
financial statements are the same as described in the 2023 Form 10-K. References to a year in these Notes to Condensed Consolidated Financial Statements are to the Company’s fiscal year unless otherwise noted.
Recent Accounting Pronouncements Not Yet Adopted
Segment
Disclosures
In
November 2023, the Financial Accounting Standards Boards (“FASB”) issued new reportable segment disclosure requirements which require incremental segment information related to measuring segment performance on an annual and interim basis. These
new disclosure requirements are effective for fiscal periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. These disclosure requirements should be applied on a retrospective basis.
The Company is currently evaluating the effect of adopting these new disclosure requirements on its annual consolidated financial statements and related disclosures in 2025 as well as interim disclosures in the first quarter of 2026.
Income
Tax Disclosures
In
December 2023, the FASB issued new income tax disclosure requirements which require disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income
tax-related disclosures. These new disclosure requirements are effective for annual periods beginning after December 15, 2024 and allow for adoption on a prospective basis, with a retrospective option. The Company is currently evaluating the
effect of adopting these new disclosure requirements on its consolidated financial statements and related disclosures in 2026.
|
Fair Value Measurements |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 26, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements |
The Company’s assets measured at fair value on a recurring basis at April 26, 2024 were as follows:
The Company’s assets measured at fair value on a recurring basis at July 28, 2023
were as follows:
The Company’s money market fund investments are measured at fair value using quoted market prices. The Company’s deferred compensation plan assets are
measured based on net asset value per share as a practical expedient to estimate fair value. The fair values of the Company’s accounts receivable and accounts payable approximate their carrying amounts because of their short duration. The Company did
not have any liabilities measured at fair value on a recurring basis at April 26, 2024 and July 28, 2023. The fair value of the
Company’s variable rate debt, based on quoted market prices, which are considered Level 1 inputs, approximates its carrying amount at April 26, 2024 and July 28, 2023, respectively.
The Company’s financial instruments that are not remeasured at fair value include the 0.625% convertible Senior Notes (see Note 4). The Company estimates the fair value of the Notes through consideration of quoted market prices of similar instruments, classified
as Level 2. The estimated fair value of the Notes was $263,670 and $259,311 as of April 26, 2024 and July 28, 2023, respectively.
Assets Measured at Fair Value on a Nonrecurring Basis
During the third quarter of 2024, six Cracker Barrel and thirteen Maple Street Biscuit Company (“MSBC”)
locations were determined to be impaired because of declining operational performance. Fair value of these locations was determined by sales prices of comparable assets or estimates of discounted future cash flows considering their highest and best
use. Assumptions used in the cash flow model included projected annual revenue growth rates and projected cash flows, which can be affected by economic conditions and management’s expectations. Additionally, changes in the local and national
economies and markets for real estate and other assets can impact the sales prices of the assets. The Company has determined that the majority of the inputs used to value its long-lived assets held and used are unobservable inputs, and thus, are
considered Level 3 inputs. Based on its analysis, the Company recorded an impairment charge of $17,448, which is included in the
impairment and store closing costs line on the Condensed Consolidated Statement of Income (Loss).
In the third quarter of 2024, the Company tested MSBC’s goodwill of $4,690 for possible impairment. In the quantitative impairment test, the Company used the discounted cash flow method to estimate fair value; significant inputs for this method include
projected cash flows, growth rate and discount rate. The Company concluded that the goodwill was impaired based on changes in the macroeconomic environment, including interest rate and inflationary pressures, and declining financial trends, which
resulted in a calculated fair value lower than the goodwill’s carrying value. As a result, the Company recorded an impairment of the entire goodwill amount
of $4,690 in the third quarter of 2024; this amount is recorded in the goodwill impairment line on the Condensed Consolidated Statement
of Income (Loss).
|
Inventories |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Apr. 26, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||
Inventories [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||
Inventories |
Inventories were comprised of the following as of the dates indicated:
|
Debt |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 26, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt |
On June 17, 2022, the Company entered into a five-year $700,000 revolving credit facility (the “2022 Revolving Credit Facility”). The 2022
Revolving Credit Facility contains an option to increase the revolving credit facility by $200,000. The Company’s outstanding borrowings
under the 2022 Revolving Credit Facility were $176,000 and $120,000 on April 26, 2024 and July 28, 2023, respectively.
As of April 26, 2024, the Company had $32,466 of standby letters of credit, which reduce the Company’s borrowing availability under the 2022 Revolving Credit Facility (see Note 11 for more information on the Company’s standby letters of credit). As of
April 26, 2024, the Company had $491,534 in borrowing availability under the 2022 Revolving Credit Facility.
In accordance with the 2022 Revolving Credit Facility, outstanding borrowings bear interest, at the Company’s election, either
at (1) the Term Secured Overnight Financing Rate (SOFR) or (2) a base rate equal to the greater of (i) the prime rate, (ii) a rate that is 0.5%
in excess of the Federal Funds Rate, and (iii) Term SOFR plus 1.0%, in each case, plus an applicable margin based on the Company’s
consolidated total leverage ratio. At April 26, 2024, the weighted average interest rate on the Company’s outstanding borrowings on the 2022 Revolving Credit Facility was 6.93%.
The 2022 Revolving Credit Facility contains customary financial covenants, which include maintenance of a maximum consolidated
total senior secured leverage ratio and a minimum consolidated interest coverage ratio. At April 26, 2024, the Company was in compliance with all financial covenants under the 2022 Revolving Credit Facility.
The 2022 Revolving Credit Facility also imposes restrictions on the amount of dividends the Company is permitted to pay and the
amount of shares the Company is permitted to repurchase. Under the 2022 Revolving Credit Facility, provided there is no default existing and the total of the Company’s availability under the 2022 Revolving Credit Facility plus the Company’s cash
and cash equivalents on hand is at least $100,000 (the “Cash Availability”), the Company may declare and pay cash dividends on shares of
its common stock and repurchase shares of its common stock (1) in an unlimited amount if, at the time such dividend or repurchase is made, the Company’s consolidated total senior secured leverage ratio is 2.75 to 1.00 or less and (2) in an aggregate amount not to exceed $100,000
in any fiscal year if the Company’s consolidated total leverage ratio is greater than 2.75 to 1.00 at the time the dividend or
repurchase is made; notwithstanding (1) and (2), so long as immediately after giving effect to the payment of any such dividends, Cash Availability is at least $100,000, the Company may declare and pay cash dividends on shares of its common stock in an aggregate amount not to exceed in any fiscal year the product of the aggregate amount of dividends declared in the fourth
quarter of the immediately preceding fiscal year multiplied by four.
Convertible Senior Notes
On June 18, 2021, the Company completed a $300,000 principal aggregate amount private offering of 0.625% convertible Senior Notes due in 2026
(the “Notes”). The Notes are governed by the terms of an indenture (the “Indenture”) between the Company and U.S. Bank National Association as the Trustee. The Notes will mature on June 15, 2026, unless earlier converted, repurchased or redeemed. The Notes bear cash interest at an annual rate of 0.625%, payable semi-annually in arrears on June 15 and December
15 of each year.
The Notes are unsecured obligations and do not contain any financial or operating covenants or restrictions on the payments of
dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company or any of its subsidiaries. In an event of default, the principal amount of, and all accrued and unpaid interest on, all of the notes then
outstanding will immediately become due and payable. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an event of default relating to certain failures by the Company to comply with certain
reporting covenants in the Indenture will consist exclusively of the right of the noteholders to receive special interest on the Notes for up to 180
calendar days during which such event of default has occurred and is continuing, at a specified rate for the first 90 days of 0.25% per
annum, and thereafter at a rate of 0.50% per annum, on the principal amount of the Notes.
The initial conversion rate applicable to the Notes was 5.3153 shares of the Company’s common stock per $1,000 principal
amount of Notes, which represented an initial conversion price of approximately $188.14 per share of the Company’s common stock, a
premium of 25.0% over the last reported sale price of $150.51 per share on June 15, 2021, the date on which the Notes were priced. The conversion rate is subject to customary adjustments upon the occurrence of certain events, including the payment of dividends to
holders of the Company’s common stock. As of April 26, 2024, the conversion rate, as adjusted, was 6.2363 shares of the Company’s common
stock per $1,000 principal amount of Notes. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change”
occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
Net proceeds from the Notes offering were $291,125, after deducting the initial purchasers’ discounts and commissions and the Company’s offering fees and expenses.
The Notes are accounted for entirely as a liability, and the issuance costs of the Notes are accounted for wholly as debt
issuance costs.
The following table includes the outstanding principal amount and carrying value of the Notes as of the dates indicated:
The effective rate of the Notes over their expected life is 1.23%. The following is a summary of interest expense for the Notes for specified periods:
During any calendar quarter commencing after September 30, 2021, in which the closing price of the Company’s common stock
exceeds 130% of the applicable conversion price of the Notes on at least 20 of the last 30 consecutive trading days of the quarter,
holders may in the quarter immediately following, convert all or a portion of their Notes. The holders of the Notes were not eligible to convert their Notes during the first nine months of 2024 or during 2023, 2022 or 2021. When a conversion notice
is received, the Company has the option to pay or deliver the conversion amount entirely in cash or a combination of cash and shares of the Company’s common stock. Accordingly, as of April 26, 2024, the Company could not be required to settle the
Notes and, therefore, the Notes are classified as long-term debt.
Convertible Note Hedge and Warrant Transactions
In connection with the offering of the Notes, the Company entered into convertible note hedge transactions (the “Convertible
Note Hedge Transactions”) with certain of the initial purchasers of the Notes and/or their respective affiliates and other financial institutions (in this capacity, the “Hedge Counterparties”). Concurrently with the Company’s entry into the
Convertible Note Hedge Transactions, the Company also entered into separate, warrant transactions with the Hedge Counterparties collectively relating to the same number of shares of the Company’s common stock, which initially was approximately 1,600,000 shares, subject to customary anti-dilution adjustments, and for which the Company received proceeds that partially offset the cost of entering
into the Convertible Note Hedge Transactions (the “Warrant Transactions”).
The Convertible Note Hedge Transactions cover, subject to customary anti-dilution adjustments, the number of shares of the
Company’s common stock that initially underlay the Notes and are expected generally to reduce the potential equity dilution, and/or offset any cash payments in excess of the principal amount due, as the case may be, upon conversion of the Notes.
The Warrant Transactions could have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the strike price of the Warrant Transactions. The strike price was initially $263.39 per share and is subject to certain adjustments under the terms of the Warrant Transactions. As of April 26, 2024, the strike price, as adjusted,
of the Warrant Transactions was $224.49 per share as a result of dividends declared since the Notes were issued.
The portion of the net proceeds to the Company from the offering of the Notes that was used to pay the premium on the
Convertible Note Hedge Transactions, net of the proceeds to the Company from the Warrant Transactions, was approximately $30,310. The net
costs incurred in connection with the Convertible Note Hedge Transactions and Warrant Transactions were recorded as a reduction to additional paid-in capital in 2021.
Because these transactions meet certain accounting criteria, the Convertible Note Hedge Transactions and Warrant Transactions
were recorded in shareholders’ equity, not accounted for as derivatives and are not remeasured each reporting period.
|
Seasonality |
9 Months Ended | ||
---|---|---|---|
Apr. 26, 2024 | |||
Seasonality [Abstract] | |||
Seasonality |
Historically, the revenue and net income of the Company have been lower in the first and third quarters and higher in the second and fourth quarters.
Management attributes these variations to the holiday shopping season and the summer vacation and travel season. The Company’s retail sales, which are made substantially to the Company’s restaurant customers, historically have been highest in the
Company’s second quarter, which includes the holiday shopping season. Historically, interstate tourist traffic and the propensity to dine out have been higher during the summer months, thereby contributing to higher profits in the Company’s fourth
quarter. The Company generally opens additional new locations throughout the year. Therefore, the results of operations for any interim period cannot be considered indicative of the operating results for an entire year.
|
Segment Information |
9 Months Ended | ||
---|---|---|---|
Apr. 26, 2024 | |||
Segment Information [Abstract] | |||
Segment Information |
Cracker Barrel stores represent a single, integrated operation with two related and substantially integrated product lines. The operating expenses of the restaurant and retail product lines of a Cracker Barrel store are shared and are indistinguishable in
many respects. Accordingly, the Company currently manages its business on the basis of one reportable operating segment. All of the
Company’s operations are located within the United States.
|
Revenue Recognition |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 26, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue Recognition [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue Recognition |
Revenue consists primarily of sales from restaurant and retail operations. The Company recognizes revenue when it satisfies a performance obligation
by transferring control over a product or service to a restaurant guest, retail customer or other customer. The Company’s policy is to present sales in the Condensed Consolidated Statements of Income (Loss) on a net presentation basis after
deducting sales tax.
Disaggregation of revenue
Total revenue was comprised of the following for the specified periods:
Restaurant Revenue
The Company recognizes revenues from restaurant sales when payment is tendered at the point of sale, as the Company’s performance obligation to
provide food and beverages is satisfied.
Retail Revenue
The Company recognizes revenues from retail sales when payment is tendered at the point of sale, as the Company’s performance obligation to provide
merchandise is satisfied. Ecommerce sales, including shipping revenue, are recorded upon delivery to the customer. Additionally, estimated sales returns are calculated based on return history and sales levels.
Gift Card Breakage
Included in restaurant and retail revenue is gift card breakage. Customer purchases of
gift cards, to be utilized at the Company’s stores, are not recognized as sales until the card is redeemed and the customer purchases food and/or merchandise. Gift cards do not carry an expiration date; therefore, customers can redeem their gift
cards indefinitely. A certain number of gift cards will not be fully redeemed. Management estimates unredeemed balances and recognizes gift card breakage revenue for these amounts in the Company’s Condensed Consolidated Statements of Income (Loss)
over the expected redemption period. Gift card breakage is recognized when the likelihood of a gift card being redeemed by the customer is remote, and the Company determines that there is not a legal obligation to remit the unredeemed gift
card balance to the relevant jurisdiction.
The determination of the gift card breakage rate is based upon the Company’s specific historical redemption patterns. The Company recognizes gift card
breakage by applying its estimate of the rate of gift card breakage over the period of estimated redemption. For the quarter and nine months ended April 26, 2024, gift card breakage was $292 and $8,898, respectively. For the quarter and nine months ended April 28,
2023, gift card breakage was $1,595 and $5,083,
respectively.
Deferred revenue related to the Company’s gift cards was $90,536 and $88,566, respectively, at April 26, 2024 and July 28,
2023. Revenue recognized in the Condensed Consolidated Statements of Income (Loss) for the nine months ended April 26, 2024 and April 28, 2023, respectively, for the redemption of gift cards which were included in the deferred revenue balance at the beginning of the fiscal year was $31,731 and $34,689.
Loyalty Program
During the first
quarter of 2024, the Company launched its customer loyalty program, Cracker Barrel Rewards, which allows members to earn points (“pegs”) for each qualifying purchase in store or online. Pegs earned are then converted to rewards upon reaching
certain thresholds. These rewards may be redeemed on future restaurant or retail purchases in store or online.
The estimation of the standalone selling price of pegs and other rewards issued to customers involves several assumptions,
primarily the estimated value of the product for which the reward is expected to be redeemed and the probability that the pegs or reward will expire. These inputs are subject to change over time due to factors such as increased costs or changes
in customer behavior.
The
Company defers a portion of the revenue related to the pegs earned at the time of the original transaction based on the estimated value of the item for which the reward is expected to be redeemed, net of estimated unredeemed pegs. Pegs expire
after twelve months. Revenue is recognized for these performance obligations upon redemption of pegs or rewards earned by the
customer. As of April 26, 2024, deferred revenue related to the loyalty program was $733 and is included in other current liabilities
on the Condensed Consolidated Balance Sheet.
|
Leases |
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Leases [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Leases |
The Company has ground leases for its leased stores and office space leases that are recorded as operating leases under various non-cancellable
operating leases. The Company also leases advertising billboards, vehicle fleets, and certain equipment under various non-cancellable operating leases. Additionally, the Company completed sale-leaseback transactions in 2009, 2020 and 2021 (see
section below entitled “Sale and Leaseback Transactions”); all the properties qualified for sale and leaseback and operating lease accounting classification. To determine whether a contract is or contains a lease, the Company determines at
contract inception whether it contains the right to control the use of an identified asset for a period of time in exchange for consideration. If the contract has the right to obtain substantially all of the economic benefit from use of the
identified asset and the right to direct the use of the identified asset, the Company recognizes a right-of-use asset and lease liability.
The Company’s leases all have varying terms and expire at various dates through 2058. Restaurant real estate leases typically have base terms of ten years with four to five optional renewal periods of five years
each. The Company uses a lease life that generally begins on the commencement date, including the rent holiday periods, and generally extends through certain renewal periods that can be exercised at the Company’s option. During rent holiday
periods, which include the pre-opening period during construction, the Company has possession of and access to the property, but is not obligated to, and normally does not, make rent payments. The Company has included lease renewal options in
the lease term for calculations of the right-of-use asset and liability for which at the commencement of the lease it is reasonably certain that the Company will exercise those renewal options. Additionally, some of the leases have contingent
rent provisions and others require adjustments for inflation or index. Contingent rent is determined as a percentage of gross sales in excess of specified levels. The Company records a contingent rent liability and corresponding rent expense
when it is probable sales have been achieved in amounts in excess of the specified levels. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.
The Company has entered into two
Cracker Barrel and four MSBC agreements for real estate leases that are not recorded as right-of-use assets or lease liabilities as we
have not yet taken possession. These leases are expected to commence in 2025 and 2026 with undiscounted future payments of $12,333 and
$10,210, respectively.
The Company has elected not to separate lease and non-lease components. Additionally, the Company has elected to apply the short term lease
exemption to all asset classes and the short term lease expense for the period reasonably reflects the short term lease commitments. As the Company’s leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on
the information available at the time of commencement or modification date in determining the present value of lease payments. For operating leases that commenced prior to the date of adoption of the new lease accounting guidance, the Company
used the incremental borrowing rate as of the adoption date. Assumptions used in determining the Company’s incremental borrowing rate include the Company’s implied credit rating and an estimate of secured borrowing rates based on comparable
market data.
The following table summarizes the components of lease cost for operating leases for the specified periods:
The following table summarizes supplemental cash flow information and non-cash activity related to the Company’s operating leases for the
specified periods:
The following table summarizes the weighted-average remaining lease term and the weighted-average discount rate for operating leases as of dates
indicated:
The following table summarizes the maturities of undiscounted cash flows reconciled to the total operating lease liability as of April 26, 2024:
Sale and Leaseback Transactions
In 2009, the Company completed sale-leaseback transactions involving 15 of its owned Cracker Barrel stores and its retail distribution center. Under the transactions, the land, buildings and improvements at the Cracker Barrel stores and the retail distribution center were sold and
leased back for terms of 20 and 15
years, respectively. Equipment was not included. The leases include specified renewal options for up to 20 additional years.
In 2020, the Company entered into an agreement with the original lessor and a third party financier to obtain ownership of 64 of the 65 Cracker Barrel properties
previously covered in the original sale and leaseback arrangement and simultaneously entered into a sale and leaseback transaction with the financier. The Company purchased the remaining property. In connection with this sale and leaseback
transaction, the Company entered into lease agreements for each of the properties for initial terms of 20 years and renewal options up
to 50 years.
In 2021, the Company completed a sale and leaseback transaction involving 62 of its owned Cracker Barrel stores. Under the transaction, the land, buildings and building improvements at the locations were sold and leased back for initial terms of 20 years and renewal options up to 50
years.
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Shareholder Rights Plan |
9 Months Ended | ||||||||||||||||||||||||||
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Apr. 26, 2024 | |||||||||||||||||||||||||||
Shareholder Rights Plan [Abstract] | |||||||||||||||||||||||||||
Shareholder Rights Plan |
On February 22, 2024, the Board of Directors unanimously determined to extend the Company’s shareholder rights plan for a further three-year term, subject to the approval of the Company’s shareholders at the Company’s upcoming 2024 annual meeting. In connection with this determination, the Board of Directors
declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of common stock, par value $0.01 per share and adopted a shareholder rights plan, as set forth in the Rights Agreement dated as of February 27, 2024 (the “Rights Agreement”), by and between the Company and Equiniti Trust Company, LLC, as rights agent. The dividend was payable on March 8, 2024 to the Company’s shareholders of record as of the close of business on March 8, 2024. The Rights Agreement replaced the Company’s Rights Agreement, dated as of April 9, 2021 (the “2021 Rights Agreement”), and became effective 5:00 p.m., New York City
time, on February 27, 2024 (the “Effective Time”). To facilitate the entry into the Rights Agreement, the Board of Directors also approved an Amendment and Termination to the 2021 Rights Agreement, which accelerated the expiration date of
the 2021 Rights Agreement from the close of business on April 9, 2024 to immediately prior to the Effective Time, at which time
the 2021 Rights Agreement expired and became of no further force or effect. Other than extending the term, the Rights Agreement makes no changes to the material terms and conditions of the 2021 Rights Agreement.
The Rights
The Rights initially trade with, and are inseparable from, the Company’s common stock. The Rights are evidenced only by certificates or book entries
that represent shares of common stock. New Rights will accompany any new shares of common stock the Company issues after March 8, 2024 until the Distribution Date (as defined below).
Exercise Price
Each Right will allow its holder to purchase from the Company
of a share of Series A Junior Participating Preferred Stock (“Preferred Share”) for $600.00 (the “Exercise Price”) once the Rights become exercisable. This portion of a Preferred Share will give the shareholder approximately the same dividend and liquidation rights as would
one share of common stock. Prior to exercise, the Right does not give its holder any dividend, voting or liquidation rights.Exercisability
The Rights will not be exercisable until ten days
after the public announcement that a person or group has become an “Acquiring Person” by obtaining beneficial ownership of 20% or more
of the Company’s outstanding common stock.
Certain synthetic interests in securities created by derivative positions – whether or not such interests are considered to be ownership of the
underlying common stock or are reportable for purposes of Regulation 13D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) – are treated as beneficial ownership of the number of shares of the Company’s common stock equivalent
to the economic exposure created by the derivative.
The date when the Rights become exercisable is the “Distribution Date.” Until the Distribution Date, the common stock certificates will also evidence the Rights, and any
transfer of shares of common stock will constitute a transfer of Rights. After the Distribution Date, the Rights will separate from the common stock and will be evidenced by book-entry credits or by Rights certificates that the Company will mail
to all eligible holders of common stock. Any Rights held by an Acquiring Person will be void and may not be exercised.
At April 26, 2024, none of the
Rights were exercisable.
Consequences of a Person or Group Becoming an Acquiring Person
Preferred Share Provisions
Each
of a
Preferred Share, if issued:
The value of
of a Preferred Share will generally approximate the value of one share of common stock.Redemption
The Board of Directors may redeem the Rights for $0.01
per Right at any time before any person or group becomes an Acquiring Person. If the Board of Directors redeems any Rights, it must redeem all of the Rights. Once the Rights are redeemed, the only right of the holders of Rights will be to receive
the redemption price of $0.01 per Right. The redemption price will be adjusted if the Company has a stock split or stock dividends of
its common stock.
Qualifying Offer Provision
The Rights would also not interfere with any all-cash, fully financed tender offer, exchange offer of common stock of the offeror meeting certain
terms and conditions further described below, or a combination thereof, in each case for all shares of common stock that remain open for a minimum of 60
business days and subject to a minimum condition of a majority of the outstanding shares and provide for a 20-business day “subsequent
offering period” after consummation (such offers are referred to as “qualifying offers”). If an offer includes shares of common stock of the offeror, the Rights would not interfere with such offer if such consideration consists solely of
freely-tradeable common stock of a publicly-owned United States corporation; such common stock is listed or admitted to trading on the New York Stock Exchange, Nasdaq Global Select Market or Nasdaq Global Market; the offeror has already received
stockholder approval to issue such common stock prior to the commencement of such offer or no such approval is or will be required; the offeror has no other class of voting stock outstanding; no person (including such person’s affiliated and
associated persons) beneficially owns twenty percent (20%) or more of the shares of common stock of the offeror then outstanding at the
time of commencement of the offer or at any time during the term of the offer; and the offeror meets the registrant eligibility requirements for use of a registration statement on Form S-3 for registering securities under the Securities Act of 1933,
as amended, including the filing of all reports required to be filed pursuant to the Exchange Act in a timely manner during the twelve (12) calendar months prior to the date of commencement, and throughout the term, of such offer. In the event the
Company receives a qualifying offer and the Board of Directors has not redeemed the Rights prior to the consummation of such offer, the consummation of the qualifying offer will not cause the offeror or its affiliates to become an Acquiring Person,
and the Rights will immediately expire upon consummation of the qualifying offer.
Exchange
After a person or group becomes an Acquiring Person, but before an Acquiring Person owns 50% or more of the Company’s outstanding common stock, the Board of Directors may extinguish the Rights by exchanging one share of common stock or an equivalent security for each Right, other than Rights held by the Acquiring Person.
Anti-Dilution Provisions
The Board of Directors may adjust the purchase price of the Preferred Shares, the number of Preferred Shares issuable and the number of outstanding
Rights to prevent dilution that may occur from a stock dividend, a stock split, a reclassification of the Preferred Shares or common stock. No adjustments to the Exercise Price of less than 1% will be made.
Amendments
The terms of the Rights Agreement may be amended by the Board of Directors without the consent of the holders of the Rights. After a person or
group becomes an Acquiring Person, the Board of Directors may not amend the agreement in a way that adversely affects holders of the Rights.
Expiration
If the Rights Agreement is approved by the shareholders at the 2024 annual
meeting, the Rights will expire on February 27, 2027. If shareholders do not approve the Rights Agreement, it will expire immediately
following certification of the vote at the 2024 annual meeting.
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Net Income (Loss) Per Share and Weighted Average Shares |
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Net Income (Loss) Per Share and Weighted Average Shares [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Income (Loss) Per Share and Weighted Average Shares |
Basic consolidated net income (loss) per share is computed by dividing consolidated net
income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding for the reporting period. Diluted consolidated net income (loss) per share reflects the potential dilution that could occur if
securities, options or other contracts to issue shares of common stock were exercised or converted into shares of common stock and is based upon the weighted average number of shares of common stock and common equivalent shares outstanding during
the reporting period. Common equivalent shares related to nonvested stock awards and units issued by the Company are calculated using the treasury stock method. The outstanding nonvested stock awards and units issued by the Company represent the
only dilutive effects on diluted consolidated net income (loss) per share. The Company’s convertible senior notes and related warrants are calculated using the net share settlement option under the if converted method. Because the principal amount of the convertible senior notes
will be settled in cash with any excess conversion value settled in cash or shares of common stock, the convertible senior notes have been excluded from the computation of diluted earnings per share because the average market price of the Company’s
common stock during the reporting period did not exceed the conversion price of $160.35 as of April 26, 2024. Warrants were excluded from
the computation of diluted earnings per share since the warrants’ strike price of $229.24 was greater than the average market price of
the Company’s common stock during the period. See Note 4 for additional information regarding the Company’s convertible senior notes.
The following table reconciles the components of diluted earnings per share computations for the specified periods:
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Commitments and Contingencies |
9 Months Ended | ||
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Apr. 26, 2024 | |||
Commitments and Contingencies [Abstract] | |||
Commitments and Contingencies |
The Company and its subsidiaries are party to various legal and regulatory proceedings and claims incidental to their business in the ordinary
course. In the opinion of management, based upon information currently available, the ultimate liability with respect to these contingencies will not materially affect the Company’s financial statements.
Related to its insurance coverage, the Company is contingently liable pursuant to standby letters of credit as credit guarantees to certain insurers.
As of April 26, 2024, the Company had $32,466 of standby letters of credit related to securing reserved claims under workers’ compensation insurance and certain sale and leaseback
transactions. All standby letters of credit are renewable annually and reduce the Company’s borrowing availability under its 2022 Revolving Credit Facility. See Note 4 for additional information regarding the Company’s 2022 Revolving Credit
Facility.
The Company enters into certain indemnification agreements in favor of third parties in the ordinary course of business. The Company believes that
the probability of incurring an actual liability under such indemnification agreements is sufficiently remote that no such liability has been recorded in the Condensed Consolidated Balance Sheet as of April 26, 2024.
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Insider Trading Arrangements |
3 Months Ended |
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Apr. 26, 2024 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Condensed Consolidated Financial Statements (Policies) |
9 Months Ended |
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Apr. 26, 2024 | |
Condensed Consolidated Financial Statements [Abstract] | |
Recent Accounting Pronouncements Not Yet Adopted |
Recent Accounting Pronouncements Not Yet Adopted
Segment
Disclosures
In
November 2023, the Financial Accounting Standards Boards (“FASB”) issued new reportable segment disclosure requirements which require incremental segment information related to measuring segment performance on an annual and interim basis. These
new disclosure requirements are effective for fiscal periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. These disclosure requirements should be applied on a retrospective basis.
The Company is currently evaluating the effect of adopting these new disclosure requirements on its annual consolidated financial statements and related disclosures in 2025 as well as interim disclosures in the first quarter of 2026.
Income
Tax Disclosures
In
December 2023, the FASB issued new income tax disclosure requirements which require disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income
tax-related disclosures. These new disclosure requirements are effective for annual periods beginning after December 15, 2024 and allow for adoption on a prospective basis, with a retrospective option. The Company is currently evaluating the
effect of adopting these new disclosure requirements on its consolidated financial statements and related disclosures in 2026.
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Fair Value Measurements (Tables) |
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Fair Value Measurements [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis |
The Company’s assets measured at fair value on a recurring basis at April 26, 2024 were as follows:
The Company’s assets measured at fair value on a recurring basis at July 28, 2023
were as follows:
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Inventories (Tables) |
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Apr. 26, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||
Inventories [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Inventories |
Inventories were comprised of the following as of the dates indicated:
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Debt (Tables) |
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Apr. 26, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Outstanding Principal Amount and Carrying Value of the Notes |
The following table includes the outstanding principal amount and carrying value of the Notes as of the dates indicated:
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Summary of Interest Expense |
The effective rate of the Notes over their expected life is 1.23%. The following is a summary of interest expense for the Notes for specified periods:
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Revenue Recognition (Tables) |
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Apr. 26, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue Recognition [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disaggregation of Revenue |
Total revenue was comprised of the following for the specified periods:
|
Leases (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 26, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Leases [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components of Lease Cost for Operating Leases |
The following table summarizes the components of lease cost for operating leases for the specified periods:
|
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Supplemental Cash Flow Information and Non-cash Activity Related to Operating Leases |
The following table summarizes supplemental cash flow information and non-cash activity related to the Company’s operating leases for the
specified periods:
|
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Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases |
The following table summarizes the weighted-average remaining lease term and the weighted-average discount rate for operating leases as of dates
indicated:
|
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Maturities of Undiscounted Cash Flows Reconciled to Total Operating Lease Liability |
The following table summarizes the maturities of undiscounted cash flows reconciled to the total operating lease liability as of April 26, 2024:
|
Net Income (Loss) Per Share and Weighted Average Shares (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 26, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Income (Loss) Per Share and Weighted Average Shares [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reconciliation of Components of Diluted Earnings per Share Computations |
The following table reconciles the components of diluted earnings per share computations for the specified periods:
|
Fair Value Measurements (Details) $ in Thousands |
3 Months Ended | 9 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Apr. 26, 2024
USD ($)
Location
|
Apr. 28, 2023
USD ($)
|
Apr. 26, 2024
USD ($)
|
Apr. 28, 2023
USD ($)
|
Jan. 26, 2024
USD ($)
|
Jul. 28, 2023
USD ($)
|
Jun. 18, 2021 |
||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Impairment charge | $ 17,448 | $ 17,448 | $ 11,692 | |||||||||||
Goodwill | 0 | 0 | $ 4,690 | $ 4,690 | [1] | |||||||||
Goodwill impairment | $ 4,690 | $ 0 | $ 4,690 | $ 0 | ||||||||||
Cracker Barrel [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Number of locations determined to be impaired | Location | 6 | |||||||||||||
Maple Street Biscuit Company [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Number of locations determined to be impaired | Location | 13 | |||||||||||||
0.625% Convertible Senior Notes Due 2026 [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Interest rate | 0.625% | 0.625% | 0.625% | |||||||||||
Level 2 [Member] | 0.625% Convertible Senior Notes Due 2026 [Member] | Estimated Fair Value [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Fair value of notes | $ 263,670 | $ 263,670 | 259,311 | |||||||||||
Recurring [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Cash equivalents | [2] | 1 | 1 | 9,001 | ||||||||||
Deferred compensation plan assets | [3] | 26,166 | 26,166 | 27,129 | ||||||||||
Total assets at fair value | 26,167 | 26,167 | 36,130 | |||||||||||
Liabilities at fair value | 0 | 0 | 0 | |||||||||||
Recurring [Member] | Level 1 [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Cash equivalents | [2] | 1 | 1 | 9,001 | ||||||||||
Recurring [Member] | Level 2 [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Cash equivalents | [2] | 0 | 0 | 0 | ||||||||||
Recurring [Member] | Level 3 [Member] | ||||||||||||||
Assets Liabilities Measured at Fair Value on a Recurring Basis [Abstract] | ||||||||||||||
Cash equivalents | [2] | $ 0 | $ 0 | $ 0 | ||||||||||
|
Inventories (Details) - USD ($) $ in Thousands |
Apr. 26, 2024 |
Jul. 28, 2023 |
|||
---|---|---|---|---|---|
Inventories [Abstract] | |||||
Retail | $ 130,247 | $ 145,175 | |||
Restaurant | 26,368 | 24,427 | |||
Supplies | 18,663 | 19,762 | |||
Total | $ 175,278 | $ 189,364 | [1] | ||
|
Debt, Revolving Credit Facility (Details) - 2022 Revolving Credit Facility [Member] - USD ($) $ in Thousands |
9 Months Ended | ||
---|---|---|---|
Apr. 26, 2024 |
Jul. 28, 2023 |
Jun. 17, 2022 |
|
Line of Credit Facility [Abstract] | |||
Line of credit facility, term | 5 years | ||
Maximum borrowing capacity | $ 700,000 | ||
Option to increase revolving credit facility | $ 200,000 | ||
Outstanding borrowings | $ 176,000 | $ 120,000 | |
Amount of standby letters of credit | 32,466 | ||
Remaining borrowing capacity | $ 491,534 | ||
Weighted average interest rates | 6.93% | ||
Liquidity requirements | $ 100,000 | ||
Leverage ratio, maximum | 2.75 | ||
Dividends threshold | $ 100,000 | ||
Multiplier used in calculating aggregate amount of cash dividends on shares of common stock in any fiscal year | 4 | ||
Federal Funds Rate [Member] | |||
Line of Credit Facility [Abstract] | |||
Debt instrument, basis spread on variable rate | 0.50% | ||
SOFR [Member] | |||
Line of Credit Facility [Abstract] | |||
Debt instrument, basis spread on variable rate | 1.00% |
Debt, Convertible Senior Notes (Details) - 0.625% Convertible Senior Notes Due 2026 [Member] - USD ($) $ / shares in Units, $ in Thousands |
9 Months Ended | |||||
---|---|---|---|---|---|---|
Jun. 18, 2021 |
Apr. 26, 2024 |
Jul. 28, 2023 |
Jun. 15, 2021 |
|||
Convertible Senior Notes [Abstract] | ||||||
Interest rate | 0.625% | 0.625% | ||||
Maturity date | Jun. 15, 2026 | |||||
Periodic interest payment frequency | semi-annually | |||||
Period of special interest to be received in the event of default | 180 days | |||||
Special interest rate to be received for first 90 days | 0.25% | |||||
Special Interest rate to be received thereafter | 0.50% | |||||
Conversion rate of common stock (in shares) | 5.3153 | 6.2363 | ||||
Debt instrument, converted amount | $ 1,000 | $ 1,000 | ||||
Conversion price per share (in dollars per share) | $ 188.14 | |||||
Common stock premium percentage | 25.00% | |||||
Sale price per share (in dollars per share) | $ 150.51 | |||||
Net proceeds from notes offering | 291,125 | |||||
Liability component [Abstract] | ||||||
Principal | 300,000 | $ 300,000 | ||||
Less: Debt issuance costs | [1] | 3,859 | 5,171 | |||
Net carrying amount | $ 296,141 | $ 294,829 | ||||
|
Debt, Summary of Interest Expense (Details) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Apr. 26, 2024
USD ($)
|
Apr. 28, 2023
USD ($)
|
Apr. 26, 2024
USD ($)
d
|
Apr. 28, 2023
USD ($)
|
|
Interest Expense [Abstract] | ||||
Amortization of issuance costs | $ 1,312 | $ 1,296 | ||
0.625% Convertible Senior Notes Due 2026 [Member] | ||||
Interest Expense [Abstract] | ||||
Interest rate effective percentage | 1.23% | 1.23% | 1.23% | 1.23% |
Coupon interest | $ 474 | $ 474 | $ 1,422 | $ 1,422 |
Amortization of issuance costs | 438 | 434 | 1,312 | 1,296 |
Total interest expense | $ 912 | $ 908 | $ 2,734 | $ 2,718 |
Threshold percentage of stock price trigger | 130.00% | |||
Threshold trading days | d | 20 | |||
Threshold consecutive trading days | d | 30 |
Debt, Convertible Note Hedge and Warrant Transactions (Details) - Convertible Note Hedge Transactions [Member] $ / shares in Units, $ in Thousands |
9 Months Ended |
---|---|
Apr. 26, 2024
USD ($)
$ / shares
shares
| |
Convertible Note Hedge and Warrant Transactions [Abstract] | |
Number of shares of common stock included in Warrant Transactions (in shares) | shares | 1,600,000 |
Strike price (in dollars per share) | $ 263.39 |
Adjusted strike price (in dollars per share) | $ 224.49 |
Portion of net proceeds from offering of Notes used to pay the premium on Convertible Note Hedge Transactions, net of proceeds from Warrant Transactions | $ | $ 30,310 |
Segment Information (Details) |
9 Months Ended |
---|---|
Apr. 26, 2024
Line
Segment
| |
Segment Information [Abstract] | |
Number of product lines | Line | 2 |
Number of reportable operating segments | Segment | 1 |
Revenue Recognition (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | |||
---|---|---|---|---|---|
Apr. 26, 2024 |
Apr. 28, 2023 |
Apr. 26, 2024 |
Apr. 28, 2023 |
Jul. 28, 2023 |
|
Disaggregation of Revenue [Abstract] | |||||
Revenue | $ 817,135 | $ 832,689 | $ 2,576,375 | $ 2,606,076 | |
Gift card breakage | 292 | 1,595 | 8,898 | 5,083 | |
Deferred revenue related to gift cards | 90,536 | 90,536 | $ 88,566 | ||
Revenue recognized for redemption of gift cards | $ 31,731 | 34,689 | |||
Expiration period for points earned in loyalty program | 12 months | ||||
Other Current Liabilities [Member] | |||||
Disaggregation of Revenue [Abstract] | |||||
Deferred revenue related to loyalty program | 733 | $ 733 | |||
Restaurant [Member] | |||||
Disaggregation of Revenue [Abstract] | |||||
Revenue | 671,328 | 681,315 | 2,062,790 | 2,061,551 | |
Retail [Member] | |||||
Disaggregation of Revenue [Abstract] | |||||
Revenue | $ 145,807 | $ 151,374 | $ 513,585 | $ 544,525 |
Leases, Summary (Details) $ in Thousands |
9 Months Ended |
---|---|
Apr. 26, 2024
USD ($)
Agreement
Period
| |
Leases [Abstract] | |
Initial lease term | 20 years |
Cracker Barrel [Member] | |
Leases [Abstract] | |
Number of real estate lease agreements | Agreement | 2 |
MSBC [Member] | |
Leases [Abstract] | |
Number of real estate lease agreements | Agreement | 4 |
Maximum [Member] | |
Leases [Abstract] | |
Lease renewal option | 50 years |
Restaurant [Member] | |
Leases [Abstract] | |
Initial lease term | 10 years |
Lease renewal option | 5 years |
Undiscounted future payments for leases not yet commenced in 2025 | $ | $ 12,333 |
Undiscounted future payments for leases not yet commenced in 2026 | $ | $ 10,210 |
Restaurant [Member] | Minimum [Member] | |
Leases [Abstract] | |
Number of optional renewal periods | Period | 4 |
Restaurant [Member] | Maximum [Member] | |
Leases [Abstract] | |
Number of optional renewal periods | Period | 5 |
Leases, Components of Lease Cost for Operating Leases (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Apr. 26, 2024 |
Apr. 28, 2023 |
Apr. 26, 2024 |
Apr. 28, 2023 |
|
Components of Lease Cost for Operating Leases [Abstract] | ||||
Operating lease cost | $ 27,550 | $ 27,456 | $ 82,962 | $ 82,345 |
Short term lease cost | 134 | 234 | 3,209 | 2,731 |
Variable lease cost | 899 | 909 | 2,582 | 2,863 |
Total lease cost | $ 28,583 | $ 28,599 | $ 88,753 | $ 87,939 |
Leases, Supplemental Cash Flow Information and Non-cash Activity Related to Operating Leases (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||||
---|---|---|---|---|---|---|
Apr. 26, 2024 |
Apr. 28, 2023 |
Apr. 26, 2024 |
Apr. 28, 2023 |
|||
Operating cash flow information [Abstract] | ||||||
Cash paid for amounts included in the measurement of lease liabilities | $ 24,143 | $ 23,745 | $ 72,764 | $ 71,252 | ||
Noncash information [Abstract] | ||||||
Right-of-use assets obtained in exchange for new operating lease liabilities | 3,810 | 5,990 | 9,600 | 15,455 | ||
Lease modifications or reassessments increasing (decreasing) right-of-use assets | (610) | 5,417 | 19,828 | 9,115 | ||
Lease modifications removing right-of-use assets | (54) | (80) | (1,468) | (371) | ||
Right-of-use asset impairment | [1] | $ 1,832 | $ 0 | $ 1,832 | $ 0 | |
|
Leases, Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases (Details) |
Apr. 26, 2024 |
Apr. 28, 2023 |
---|---|---|
Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate for Operating Leases [Abstract] | ||
Weighted-average remaining lease term | 15 years 11 months 12 days | 17 years |
Weighted-average discount rate | 5.35% | 5.07% |
Leases, Maturities of Undiscounted Cash Flows Reconciled to Total Lease Liability (Details) $ in Thousands |
Apr. 26, 2024
USD ($)
|
---|---|
Maturities of Undiscounted Cash Flows Reconciled to Total Lease Liability [Abstract] | |
Remainder of 2024 | $ 24,239 |
2025 | 83,314 |
2026 | 73,185 |
2027 | 69,383 |
2028 | 67,569 |
Thereafter | 795,866 |
Total future minimum lease payments | 1,113,556 |
Less imputed remaining interest | (380,473) |
Total present value of operating lease liabilities | $ 733,083 |
Leases, Sale and Leaseback Transactions (Details) - Store |
12 Months Ended | |||
---|---|---|---|---|
Jul. 30, 2021 |
Jul. 31, 2020 |
Jul. 31, 2009 |
Apr. 26, 2024 |
|
Sale Leaseback Transactions [Abstract] | ||||
Initial lease term | 20 years | |||
Maximum [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Lease renewal option | 50 years | |||
Owned Stores [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Number of owned stores involved in sale-lease back transactions | 62 | |||
Sale-leaseback Transactions in 2009 [Member] | Owned Stores [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Number of owned stores involved in sale-lease back transactions | 15 | |||
Initial lease term | 20 years | |||
Sale-leaseback Transactions in 2009 [Member] | Owned Stores [Member] | Maximum [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Lease renewal option | 20 years | |||
Sale-leaseback Transactions in 2009 [Member] | Retail Distribution Center [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Initial lease term | 15 years | |||
Sale-leaseback Transactions in 2009 [Member] | Retail Distribution Center [Member] | Maximum [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Lease renewal option | 20 years | |||
Sale-leaseback Transactions in 2000 [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Initial lease term | 20 years | |||
Sale-leaseback Transactions in 2000 [Member] | Maximum [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Lease renewal option | 50 years | |||
Sale-leaseback Transactions in 2000 [Member] | Owned Stores [Member] | ||||
Sale Leaseback Transactions [Abstract] | ||||
Number of owned stores involved in sale-lease back transactions | 65 | |||
Number of stores completed in sale leaseback transaction | 64 |
Shareholder Rights Plan (Details) |
9 Months Ended | |
---|---|---|
Apr. 26, 2024
$ / shares
Right
shares
|
Jul. 28, 2023
$ / shares
|
|
Shareholder Rights Plan [Abstract] | ||
Par value of common share outstanding (in dollars per share) | $ 0.01 | $ 0.01 |
Rights Agreement [Member] | ||
Shareholder Rights Plan [Abstract] | ||
Rights expiration date | Feb. 27, 2027 | |
2021 Rights Agreement [Member] | ||
Shareholder Rights Plan [Abstract] | ||
Shareholders rights plan extension period | 3 years | |
Dividend declaration date | Feb. 27, 2024 | |
Number of preferred share purchase right declared as dividend for each share of common stock outstanding | Right | 1 | |
Par value of common share outstanding (in dollars per share) | $ 0.01 | |
Dividend record date | Mar. 08, 2024 | |
Dividend payment date | Mar. 08, 2024 | |
Rights expiration date | Apr. 09, 2024 | |
Exercise price of each right (in dollars per share) | $ 600 | |
Rights exercisable (in shares) | shares | 0 | |
Exercise price of each right, if a person or group becomes an acquiring person (in dollars per share) | $ 600 | |
Market value of each right If a person or group becomes an acquiring person (in dollars per share) | 1,200 | |
Exercise price of each right, if the company is later acquired in a merger (in dollars per share) | 600 | |
Market value of each right, if the company is later acquired in a merger (in dollars per share) | 1,200 | |
Redemption price of the right (in dollars per share) | $ 0.01 | |
Subsequent offering period | 20 days | |
Number of common stock shares that can be exchanged for each right if rights were extinguished (in shares) | shares | 1 | |
2021 Rights Agreement [Member] | Minimum [Member] | ||
Shareholder Rights Plan [Abstract] | ||
Period before rights can be exercised | 10 days | |
Percentage of outstanding common stock ownership required to qualify for an "Acquiring Person" | 20.00% | |
Offering period | 60 days | |
Percentage of an ownership of common stock by an Acquiring Person before board of directors may extinguish right | 50.00% | |
Percentage of adjustment to exercise price | 1.00% | |
2021 Rights Agreement [Member] | Series A Junior Participating Preferred Stock [Member] | ||
Shareholder Rights Plan [Abstract] | ||
Common share equivalent for each preferred share portion (in shares) | shares | 1 | |
Quarterly dividends payments per share (in dollars per share) | $ 0.01 | |
Amount entitled to receive per share upon liquidation of preferred share (in dollars per share) | $ 1 | |
Shares of a preferred share used in provisions | 0.01 |
Net Income (Loss) Per Share and Weighted Average Shares (Details) - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | 9 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|
Apr. 26, 2024 |
Jan. 26, 2024 |
Oct. 27, 2023 |
Apr. 28, 2023 |
Jan. 27, 2023 |
Oct. 28, 2022 |
Apr. 26, 2024 |
Apr. 28, 2023 |
|
Reconciliation of Components of Diluted Earnings per Share Computations [Abstract] | ||||||||
Net income (loss) per share numerator | $ (9,199) | $ 26,534 | $ 5,456 | $ 13,968 | $ 30,491 | $ 17,129 | $ 22,791 | $ 61,588 |
Net income (loss) per share denominator [Abstract] | ||||||||
Basic weighted average shares (in shares) | 22,201,964 | 22,152,002 | 22,188,191 | 22,173,019 | ||||
Add potential dilution [Abstract] | ||||||||
Nonvested stock awards and units (in shares) | 0 | 102,509 | 119,455 | 93,314 | ||||
Diluted weighted average shares (in shares) | 22,201,964 | 22,254,511 | 22,307,646 | 22,266,333 | ||||
Convertible Senior Notes [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||||||||
Conversion price (in dollars per share) | $ 160.35 | $ 160.35 | ||||||
Warrants [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Abstract] | ||||||||
Adjusted strike price (in dollars per share) | $ 229.24 | $ 229.24 |
Commitments and Contingencies (Details) $ in Thousands |
Apr. 26, 2024
USD ($)
|
---|---|
Standby Letters of Credit [Member] | Revolving Credit Facility [Member] | |
Loss Contingencies [Abstract] | |
Letters of credit outstanding | $ 32,466 |
1 Year Cracker Barrel Old Count... Chart |
1 Month Cracker Barrel Old Count... Chart |
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