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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Brinker International Inc | NYSE:EAT | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 54.95 | 0 | 01:00:00 |
DELAWARE
|
|
75-1914582
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
6820 LBJ FREEWAY, DALLAS, TEXAS
|
|
75240
|
(Address of principal executive offices)
|
|
(Zip Code)
|
(972) 980-9917
|
||
(Registrant’s telephone number, including area code)
|
Large accelerated filer
|
x
|
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
(Do not check if a smaller reporting company)
|
Smaller reporting company
|
o
|
|
|
|
Emerging growth company
|
o
|
Class
|
Outstanding at May 1, 2017
|
Common Stock, $0.10 par value
|
48,930,887 shares
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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March 29,
2017 |
|
June 29,
2016 |
||||
ASSETS
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
9,043
|
|
|
$
|
31,446
|
|
Accounts receivable, net
|
38,326
|
|
|
43,944
|
|
||
Inventories
|
26,317
|
|
|
25,104
|
|
||
Restaurant supplies
|
46,328
|
|
|
45,455
|
|
||
Prepaid expenses
|
28,182
|
|
|
30,825
|
|
||
Total current assets
|
148,196
|
|
|
176,774
|
|
||
Property and Equipment, at Cost:
|
|
|
|
||||
Land
|
149,098
|
|
|
147,626
|
|
||
Buildings and leasehold improvements
|
1,654,067
|
|
|
1,626,924
|
|
||
Furniture and equipment
|
688,409
|
|
|
663,472
|
|
||
Construction-in-progress
|
12,144
|
|
|
23,965
|
|
||
|
2,503,718
|
|
|
2,461,987
|
|
||
Less accumulated depreciation and amortization
|
(1,506,665
|
)
|
|
(1,418,835
|
)
|
||
Net property and equipment
|
997,053
|
|
|
1,043,152
|
|
||
Other Assets:
|
|
|
|
||||
Goodwill
|
163,814
|
|
|
164,007
|
|
||
Deferred income taxes, net
|
35,687
|
|
|
27,003
|
|
||
Intangibles, net
|
27,960
|
|
|
30,225
|
|
||
Other
|
30,368
|
|
|
28,299
|
|
||
Total other assets
|
257,829
|
|
|
249,534
|
|
||
Total assets
|
$
|
1,403,078
|
|
|
$
|
1,469,460
|
|
LIABILITIES AND SHAREHOLDERS’ DEFICIT
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Current installments of long-term debt
|
$
|
3,860
|
|
|
$
|
3,563
|
|
Accounts payable
|
85,606
|
|
|
95,414
|
|
||
Gift card liability
|
131,438
|
|
|
122,329
|
|
||
Accrued payroll
|
75,579
|
|
|
70,999
|
|
||
Other accrued liabilities
|
134,287
|
|
|
121,324
|
|
||
Income taxes payable
|
6,497
|
|
|
18,814
|
|
||
Total current liabilities
|
437,267
|
|
|
432,443
|
|
||
Long-term debt, less current installments
|
1,325,604
|
|
|
1,110,693
|
|
||
Other liabilities
|
138,907
|
|
|
139,423
|
|
||
Commitments and Contingencies (Note 11)
|
|
|
|
||||
Shareholders’ Deficit:
|
|
|
|
||||
Common stock—250,000,000 authorized shares; $0.10 par value; 176,246,649 shares issued and 48,914,360 shares outstanding at March 29, 2017, and 176,246,649 shares issued and 55,420,656 shares outstanding at June 29, 2016
|
17,625
|
|
|
17,625
|
|
||
Additional paid-in capital
|
501,167
|
|
|
495,110
|
|
||
Accumulated other comprehensive loss
|
(13,005
|
)
|
|
(11,594
|
)
|
||
Retained earnings
|
2,605,637
|
|
|
2,558,193
|
|
||
|
3,111,424
|
|
|
3,059,334
|
|
||
Less treasury stock, at cost (127,332,289 shares at March 29, 2017 and 120,825,993 shares at June 29, 2016)
|
(3,610,124
|
)
|
|
(3,272,433
|
)
|
||
Total shareholders’ deficit
|
(498,700
|
)
|
|
(213,099
|
)
|
||
Total liabilities and shareholders’ deficit
|
$
|
1,403,078
|
|
|
$
|
1,469,460
|
|
|
Thirteen Week Periods Ended
|
|
Thirty-Nine Week Periods Ended
|
||||||||||||
|
March 29,
2017 |
|
March 23,
2016 |
|
March 29,
2017 |
|
March 23,
2016 |
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Company sales
|
$
|
790,624
|
|
|
$
|
805,145
|
|
|
$
|
2,276,743
|
|
|
$
|
2,311,298
|
|
Franchise and other revenues
|
20,017
|
|
|
19,494
|
|
|
63,433
|
|
|
64,510
|
|
||||
Total revenues
|
810,641
|
|
|
824,639
|
|
|
2,340,176
|
|
|
2,375,808
|
|
||||
Operating costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Company restaurants (excluding depreciation and amortization)
|
|
|
|
|
|
|
|
||||||||
Cost of sales
|
201,903
|
|
|
215,362
|
|
|
587,742
|
|
|
615,764
|
|
||||
Restaurant labor
|
261,632
|
|
|
262,701
|
|
|
760,894
|
|
|
756,874
|
|
||||
Restaurant expenses
|
192,372
|
|
|
187,216
|
|
|
582,146
|
|
|
567,049
|
|
||||
Company restaurant expenses
|
655,907
|
|
|
665,279
|
|
|
1,930,782
|
|
|
1,939,687
|
|
||||
Depreciation and amortization
|
39,335
|
|
|
39,050
|
|
|
117,526
|
|
|
117,335
|
|
||||
General and administrative
|
35,931
|
|
|
30,170
|
|
|
102,014
|
|
|
95,190
|
|
||||
Other gains and charges
|
6,600
|
|
|
3,864
|
|
|
13,984
|
|
|
5,454
|
|
||||
Total operating costs and expenses
|
737,773
|
|
|
738,363
|
|
|
2,164,306
|
|
|
2,157,666
|
|
||||
Operating income
|
72,868
|
|
|
86,276
|
|
|
175,870
|
|
|
218,142
|
|
||||
Interest expense
|
13,658
|
|
|
8,403
|
|
|
36,108
|
|
|
24,077
|
|
||||
Other, net
|
(402
|
)
|
|
(277
|
)
|
|
(1,084
|
)
|
|
(1,110
|
)
|
||||
Income before provision for income taxes
|
59,612
|
|
|
78,150
|
|
|
140,846
|
|
|
195,175
|
|
||||
Provision for income taxes
|
17,243
|
|
|
20,648
|
|
|
40,607
|
|
|
56,772
|
|
||||
Net income
|
$
|
42,369
|
|
|
$
|
57,502
|
|
|
$
|
100,239
|
|
|
$
|
138,403
|
|
|
|
|
|
|
|
|
|
||||||||
Basic net income per share
|
$
|
0.87
|
|
|
$
|
1.01
|
|
|
$
|
1.96
|
|
|
$
|
2.36
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted net income per share
|
$
|
0.86
|
|
|
$
|
1.00
|
|
|
$
|
1.93
|
|
|
$
|
2.33
|
|
|
|
|
|
|
|
|
|
||||||||
Basic weighted average shares outstanding
|
48,954
|
|
|
56,673
|
|
|
51,211
|
|
|
58,699
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted weighted average shares outstanding
|
49,506
|
|
|
57,407
|
|
|
51,854
|
|
|
59,505
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment
|
$
|
734
|
|
|
$
|
(29
|
)
|
|
$
|
(1,411
|
)
|
|
$
|
(3,294
|
)
|
Other comprehensive income (loss)
|
734
|
|
|
(29
|
)
|
|
(1,411
|
)
|
|
(3,294
|
)
|
||||
Comprehensive income
|
$
|
43,103
|
|
|
$
|
57,473
|
|
|
$
|
98,828
|
|
|
$
|
135,109
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends per share
|
$
|
0.34
|
|
|
$
|
0.32
|
|
|
$
|
1.02
|
|
|
$
|
0.96
|
|
|
Thirty-Nine Week Periods Ended
|
||||||
|
March 29,
2017 |
|
March 23,
2016 |
||||
Cash Flows from Operating Activities:
|
|
|
|
||||
Net income
|
$
|
100,239
|
|
|
$
|
138,403
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
117,526
|
|
|
117,335
|
|
||
Stock-based compensation
|
13,237
|
|
|
12,095
|
|
||
Deferred income taxes, net
|
(8,684
|
)
|
|
36,535
|
|
||
Restructure charges and other impairments
|
8,837
|
|
|
5,937
|
|
||
Net gain on disposal of assets
|
(628
|
)
|
|
(633
|
)
|
||
Undistributed earnings on equity investments
|
(82
|
)
|
|
(522
|
)
|
||
Other
|
2,082
|
|
|
1,390
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Accounts receivable, net
|
11,078
|
|
|
4,713
|
|
||
Inventories
|
(1,386
|
)
|
|
785
|
|
||
Restaurant supplies
|
(1,338
|
)
|
|
(1,030
|
)
|
||
Prepaid expenses
|
4,580
|
|
|
2,197
|
|
||
Intangibles
|
(54
|
)
|
|
(294
|
)
|
||
Other assets
|
(286
|
)
|
|
(272
|
)
|
||
Accounts payable
|
(7,487
|
)
|
|
(6,560
|
)
|
||
Gift card liability
|
9,109
|
|
|
12,802
|
|
||
Accrued payroll
|
4,592
|
|
|
(14,945
|
)
|
||
Other accrued liabilities
|
9,269
|
|
|
4,682
|
|
||
Current income taxes
|
(16,644
|
)
|
|
(14,182
|
)
|
||
Other liabilities
|
(338
|
)
|
|
1,145
|
|
||
Net cash provided by operating activities
|
243,622
|
|
|
299,581
|
|
||
Cash Flows from Investing Activities:
|
|
|
|
||||
Payments for property and equipment
|
(79,730
|
)
|
|
(76,090
|
)
|
||
Proceeds from sale of assets
|
3,077
|
|
|
4,256
|
|
||
Payment for business acquisition, net of cash acquired
|
0
|
|
|
(105,577
|
)
|
||
Net cash used in investing activities
|
(76,653
|
)
|
|
(177,411
|
)
|
||
Cash Flows from Financing Activities:
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
350,000
|
|
|
0
|
|
||
Purchases of treasury stock
|
(350,768
|
)
|
|
(266,157
|
)
|
||
Payments on revolving credit facility
|
(328,000
|
)
|
|
(50,000
|
)
|
||
Borrowings on revolving credit facility
|
200,000
|
|
|
256,500
|
|
||
Payments of dividends
|
(54,087
|
)
|
|
(56,192
|
)
|
||
Payments for debt issuance costs
|
(10,216
|
)
|
|
0
|
|
||
Proceeds from issuances of treasury stock
|
4,505
|
|
|
4,725
|
|
||
Payments on long-term debt
|
(2,847
|
)
|
|
(2,547
|
)
|
||
Excess tax benefits from stock-based compensation
|
2,041
|
|
|
5,365
|
|
||
Net cash used in financing activities
|
(189,372
|
)
|
|
(108,306
|
)
|
||
Net change in cash and cash equivalents
|
(22,403
|
)
|
|
13,864
|
|
||
Cash and cash equivalents at beginning of period
|
31,446
|
|
|
55,121
|
|
||
Cash and cash equivalents at end of period
|
$
|
9,043
|
|
|
$
|
68,985
|
|
|
Thirteen Week Periods Ended
|
|
Thirty-Nine Week Periods Ended
|
||||||||
|
March 29, 2017
|
|
March 23, 2016
|
|
March 29, 2017
|
|
March 23, 2016
|
||||
Basic weighted average shares outstanding
|
48,954
|
|
|
56,673
|
|
|
51,211
|
|
|
58,699
|
|
Dilutive stock options
|
168
|
|
|
297
|
|
|
212
|
|
|
337
|
|
Dilutive restricted shares
|
384
|
|
|
437
|
|
|
431
|
|
|
469
|
|
|
552
|
|
|
734
|
|
|
643
|
|
|
806
|
|
Diluted weighted average shares outstanding
|
49,506
|
|
|
57,407
|
|
|
51,854
|
|
|
59,505
|
|
|
|
|
|
|
|
|
|
||||
Awards excluded due to anti-dilutive effect on diluted net income per share
|
993
|
|
|
561
|
|
|
970
|
|
|
533
|
|
|
March 29,
2017 |
|
June 29,
2016 |
||||
Revolving credit facility
|
$
|
402,250
|
|
|
$
|
530,250
|
|
5.00% notes
|
350,000
|
|
|
0
|
|
||
3.88% notes
|
300,000
|
|
|
300,000
|
|
||
2.60% notes
|
250,000
|
|
|
250,000
|
|
||
Capital lease obligations
|
35,832
|
|
|
37,532
|
|
||
Total long-term debt
|
1,338,082
|
|
|
1,117,782
|
|
||
Less unamortized debt issuance costs and discounts
|
(8,618
|
)
|
|
(3,526
|
)
|
||
Total long-term debt less unamortized debt issuance costs and discounts
|
1,329,464
|
|
|
1,114,256
|
|
||
Less current installments
|
(3,860
|
)
|
|
(3,563
|
)
|
||
|
$
|
1,325,604
|
|
|
$
|
1,110,693
|
|
|
Thirteen Week Periods Ended
|
|
Thirty-Nine Week Periods Ended
|
||||||||||||
|
March 29,
2017 |
|
March 23,
2016 |
|
March 29,
2017 |
|
March 23,
2016 |
||||||||
Severance
|
$
|
5,929
|
|
|
$
|
0
|
|
|
$
|
6,222
|
|
|
$
|
2,368
|
|
Restaurant closure charges
|
794
|
|
|
89
|
|
|
3,621
|
|
|
89
|
|
||||
Gain on the sale of assets, net
|
(55
|
)
|
|
(1,096
|
)
|
|
(2,624
|
)
|
|
(2,858
|
)
|
||||
Information technology restructuring
|
0
|
|
|
0
|
|
|
2,700
|
|
|
0
|
|
||||
Restaurant impairment charges
|
0
|
|
|
3,413
|
|
|
1,851
|
|
|
3,937
|
|
||||
Impairment of investment
|
0
|
|
|
1,000
|
|
|
0
|
|
|
1,000
|
|
||||
Litigation
|
0
|
|
|
0
|
|
|
0
|
|
|
(2,032
|
)
|
||||
Acquisition costs
|
0
|
|
|
120
|
|
|
0
|
|
|
700
|
|
||||
Other
|
(68
|
)
|
|
338
|
|
|
2,214
|
|
|
2,250
|
|
||||
|
$
|
6,600
|
|
|
$
|
3,864
|
|
|
$
|
13,984
|
|
|
$
|
5,454
|
|
|
|
Thirteen Week Period Ended March 29, 2017
|
||||||||||||||
|
|
Chili's
|
|
Maggiano's
|
|
Other
|
|
Consolidated
|
||||||||
Company sales
|
|
$
|
689,662
|
|
|
$
|
100,962
|
|
|
$
|
0
|
|
|
$
|
790,624
|
|
Franchise and other revenues
|
|
15,224
|
|
|
4,793
|
|
|
0
|
|
|
20,017
|
|
||||
Total revenues
|
|
704,886
|
|
|
105,755
|
|
|
0
|
|
|
810,641
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Company restaurant expenses (a)
|
|
565,327
|
|
|
90,454
|
|
|
126
|
|
|
655,907
|
|
||||
Depreciation and amortization
|
|
32,386
|
|
|
4,078
|
|
|
2,871
|
|
|
39,335
|
|
||||
General and administrative
|
|
8,771
|
|
|
1,624
|
|
|
25,536
|
|
|
35,931
|
|
||||
Other gains and charges
|
|
4,233
|
|
|
0
|
|
|
2,367
|
|
|
6,600
|
|
||||
Total operating costs and expenses
|
|
610,717
|
|
|
96,156
|
|
|
30,900
|
|
|
737,773
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss)
|
|
$
|
94,169
|
|
|
$
|
9,599
|
|
|
$
|
(30,900
|
)
|
|
$
|
72,868
|
|
|
|
Thirteen Week Period Ended March 23, 2016
|
||||||||||||||
|
|
Chili's
|
|
Maggiano's
|
|
Other
|
|
Consolidated
|
||||||||
Company sales
|
|
$
|
703,545
|
|
|
$
|
101,600
|
|
|
$
|
0
|
|
|
$
|
805,145
|
|
Franchise and other revenues
|
|
15,100
|
|
|
4,394
|
|
|
0
|
|
|
19,494
|
|
||||
Total revenues
|
|
718,645
|
|
|
105,994
|
|
|
0
|
|
|
824,639
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Company restaurant expenses (a)
|
|
574,189
|
|
|
90,957
|
|
|
133
|
|
|
665,279
|
|
||||
Depreciation and amortization
|
|
32,461
|
|
|
3,889
|
|
|
2,700
|
|
|
39,050
|
|
||||
General and administrative
|
|
7,780
|
|
|
1,312
|
|
|
21,078
|
|
|
30,170
|
|
||||
Other gains and charges
|
|
(462
|
)
|
|
3,064
|
|
|
1,262
|
|
|
3,864
|
|
||||
Total operating costs and expenses
|
|
613,968
|
|
|
99,222
|
|
|
25,173
|
|
|
738,363
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss)
|
|
$
|
104,677
|
|
|
$
|
6,772
|
|
|
$
|
(25,173
|
)
|
|
$
|
86,276
|
|
|
|
Thirty-Nine Week Period Ended March 29, 2017
|
||||||||||||||
|
|
Chili's
|
|
Maggiano's
|
|
Other
|
|
Consolidated
|
||||||||
Company sales
|
|
$
|
1,970,390
|
|
|
$
|
306,353
|
|
|
$
|
0
|
|
|
$
|
2,276,743
|
|
Franchise and other revenues
|
|
47,417
|
|
|
16,016
|
|
|
0
|
|
|
63,433
|
|
||||
Total revenues
|
|
2,017,807
|
|
|
322,369
|
|
|
0
|
|
|
2,340,176
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Company restaurant expenses (a)
|
|
1,658,067
|
|
|
272,137
|
|
|
578
|
|
|
1,930,782
|
|
||||
Depreciation and amortization
|
|
97,630
|
|
|
12,019
|
|
|
7,877
|
|
|
117,526
|
|
||||
General and administrative
|
|
28,115
|
|
|
4,836
|
|
|
69,063
|
|
|
102,014
|
|
||||
Other gains and charges
|
|
9,102
|
|
|
746
|
|
|
4,136
|
|
|
13,984
|
|
||||
Total operating costs and expenses
|
|
1,792,914
|
|
|
289,738
|
|
|
81,654
|
|
|
2,164,306
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss)
|
|
$
|
224,893
|
|
|
$
|
32,631
|
|
|
$
|
(81,654
|
)
|
|
$
|
175,870
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment assets
|
|
$
|
1,170,685
|
|
|
$
|
163,059
|
|
|
$
|
69,334
|
|
|
$
|
1,403,078
|
|
Equity method investment
|
|
9,641
|
|
|
0
|
|
|
0
|
|
|
$
|
9,641
|
|
|||
Payments for property and equipment
|
|
60,770
|
|
|
10,673
|
|
|
8,287
|
|
|
$
|
79,730
|
|
|
|
Thirty-Nine Week Period Ended March 23, 2016
|
||||||||||||||
|
|
Chili's
|
|
Maggiano's
|
|
Other
|
|
Consolidated
|
||||||||
Company sales
|
|
$
|
2,007,600
|
|
|
$
|
303,698
|
|
|
$
|
0
|
|
|
$
|
2,311,298
|
|
Franchise and other revenues
|
|
48,245
|
|
|
16,265
|
|
|
0
|
|
|
64,510
|
|
||||
Total revenues
|
|
2,055,845
|
|
|
319,963
|
|
|
0
|
|
|
2,375,808
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Company restaurant expenses (a)
|
|
1,668,524
|
|
|
271,617
|
|
|
(454
|
)
|
|
1,939,687
|
|
||||
Depreciation and amortization
|
|
98,507
|
|
|
11,196
|
|
|
7,632
|
|
|
117,335
|
|
||||
General and administrative
|
|
26,494
|
|
|
4,638
|
|
|
64,058
|
|
|
95,190
|
|
||||
Other gains and charges
|
|
(1,570
|
)
|
|
3,230
|
|
|
3,794
|
|
|
5,454
|
|
||||
Total operating costs and expenses
|
|
1,791,955
|
|
|
290,681
|
|
|
75,030
|
|
|
2,157,666
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss)
|
|
$
|
263,890
|
|
|
$
|
29,282
|
|
|
$
|
(75,030
|
)
|
|
$
|
218,142
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment assets
|
|
$
|
1,224,316
|
|
|
$
|
161,324
|
|
|
$
|
100,075
|
|
|
$
|
1,485,715
|
|
Equity method investment
|
|
10,360
|
|
|
0
|
|
|
0
|
|
|
10,360
|
|
||||
Payments for property and equipment
|
|
52,687
|
|
|
13,584
|
|
|
9,819
|
|
|
76,090
|
|
(a)
|
Company restaurant expenses includes cost of sales, restaurant labor and restaurant expenses, including advertising
|
|
Thirteen Week Periods Ended
|
|
Thirty-Nine Week Periods Ended
|
||||||||||||
|
March 29, 2017
|
|
March 23, 2016
|
|
March 29, 2017
|
|
March 23, 2016
|
||||||||
Operating income
|
$
|
72,868
|
|
|
$
|
86,276
|
|
|
$
|
175,870
|
|
|
$
|
218,142
|
|
Less interest expense
|
(13,658
|
)
|
|
(8,403
|
)
|
|
(36,108
|
)
|
|
(24,077
|
)
|
||||
Plus other, net
|
402
|
|
|
277
|
|
|
1,084
|
|
|
1,110
|
|
||||
Income before provision for income taxes
|
$
|
59,612
|
|
|
$
|
78,150
|
|
|
$
|
140,846
|
|
|
$
|
195,175
|
|
|
March 29,
2017 |
|
June 29,
2016 |
||||
Sales tax
|
$
|
22,622
|
|
|
$
|
26,280
|
|
Insurance
|
22,232
|
|
|
19,976
|
|
||
Property tax
|
13,792
|
|
|
15,762
|
|
||
Dividends
|
16,630
|
|
|
17,760
|
|
||
Other
|
59,011
|
|
|
41,546
|
|
||
|
$
|
134,287
|
|
|
$
|
121,324
|
|
|
March 29,
2017 |
|
June 29,
2016 |
||||
Straight-line rent
|
$
|
56,608
|
|
|
$
|
56,896
|
|
Insurance
|
39,087
|
|
|
38,433
|
|
||
Landlord contributions
|
26,513
|
|
|
24,681
|
|
||
Unfavorable leases
|
5,550
|
|
|
6,521
|
|
||
Unrecognized tax benefits
|
4,180
|
|
|
5,811
|
|
||
Other
|
6,969
|
|
|
7,081
|
|
||
|
$
|
138,907
|
|
|
$
|
139,423
|
|
•
|
Level 1 – inputs are quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2 – inputs are observable for the asset or liability, either directly or indirectly, including quoted prices in active markets for similar assets or liabilities.
|
•
|
Level 3 – inputs are unobservable and reflect our own assumptions.
|
(a)
|
Non-Financial Assets Measured on a Non-Recurring Basis
|
(b)
|
Other Financial Instruments
|
|
March 29, 2017
|
|
June 29, 2016
|
||||||||||||
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||||
2.60% Notes
|
$
|
249,351
|
|
|
$
|
250,315
|
|
|
$
|
248,918
|
|
|
$
|
252,445
|
|
3.88% Notes
|
$
|
297,823
|
|
|
$
|
284,340
|
|
|
$
|
297,556
|
|
|
$
|
302,655
|
|
5.00% Notes
|
$
|
344,208
|
|
|
$
|
345,699
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
March 29,
2017 |
|
March 23,
2016 |
||||
Income taxes, net of refunds
|
$
|
63,381
|
|
|
$
|
28,877
|
|
Interest, net of amounts capitalized
|
18,595
|
|
|
16,842
|
|
|
March 29,
2017 |
|
March 23,
2016 |
||||
Retirement of fully depreciated assets
|
$
|
17,964
|
|
|
$
|
16,109
|
|
Dividends declared but not paid
|
17,276
|
|
|
18,334
|
|
||
Accrued capital expenditures
|
4,599
|
|
|
7,803
|
|
||
Capital lease additions
|
1,147
|
|
|
0
|
|
|
Thirteen Week Periods Ended
|
|
Thirty-Nine Week Periods Ended
|
||||||||
|
March 29,
2017 |
|
March 23,
2016 |
|
March 29,
2017 |
|
March 23,
2016 |
||||
Revenues:
|
|
|
|
|
|
|
|
||||
Company sales
|
97.5
|
%
|
|
97.6
|
%
|
|
97.3
|
%
|
|
97.3
|
%
|
Franchise and other revenues
|
2.5
|
%
|
|
2.4
|
%
|
|
2.7
|
%
|
|
2.7
|
%
|
Total revenues
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
||||
Company restaurants (excluding depreciation and amortization)
|
|
|
|
|
|
|
|
||||
Cost of sales
(1)
|
25.5
|
%
|
|
26.7
|
%
|
|
25.8
|
%
|
|
26.7
|
%
|
Restaurant labor
(1)
|
33.1
|
%
|
|
32.6
|
%
|
|
33.4
|
%
|
|
32.7
|
%
|
Restaurant expenses
(1)
|
24.4
|
%
|
|
23.3
|
%
|
|
25.6
|
%
|
|
24.5
|
%
|
Company restaurant expenses
(1)
|
83.0
|
%
|
|
82.6
|
%
|
|
84.8
|
%
|
|
83.9
|
%
|
Depreciation and amortization
|
4.9
|
%
|
|
4.7
|
%
|
|
5.0
|
%
|
|
4.9
|
%
|
General and administrative
|
4.4
|
%
|
|
3.7
|
%
|
|
4.4
|
%
|
|
4.0
|
%
|
Other gains and charges
|
0.8
|
%
|
|
0.5
|
%
|
|
0.6
|
%
|
|
0.2
|
%
|
Total operating costs and expenses
|
91.0
|
%
|
|
89.5
|
%
|
|
92.5
|
%
|
|
90.8
|
%
|
Operating income
|
9.0
|
%
|
|
10.5
|
%
|
|
7.5
|
%
|
|
9.2
|
%
|
Interest expense
|
1.7
|
%
|
|
1.0
|
%
|
|
1.5
|
%
|
|
1.0
|
%
|
Other, net
|
(0.1
|
)%
|
|
0.0
|
%
|
|
0.0
|
%
|
|
0.0
|
%
|
Income before provision for income taxes
|
7.4
|
%
|
|
9.5
|
%
|
|
6.0
|
%
|
|
8.2
|
%
|
Provision for income taxes
|
2.2
|
%
|
|
2.5
|
%
|
|
1.7
|
%
|
|
2.4
|
%
|
Net income
|
5.2
|
%
|
|
7.0
|
%
|
|
4.3
|
%
|
|
5.8
|
%
|
(1)
|
As a percentage of company sales.
|
|
Third Quarter Openings
|
|
Year-to-Date Openings
|
|
Total Open at End Of Third Quarter
|
|
Projected
Openings
|
||||||
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
Company-owned restaurants:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chili's domestic
|
1
|
|
0
|
|
4
|
|
8
|
|
934
|
|
933
|
|
6-7
|
Chili's international
|
0
|
|
0
|
|
1
|
|
0
|
|
14
|
|
13
|
|
1
|
Maggiano's
|
0
|
|
0
|
|
2
|
|
2
|
|
52
|
|
51
|
|
2
|
Total company-owned
|
1
|
|
0
|
|
7
|
|
10
|
|
1,000
|
|
997
|
|
9-10
|
Franchise restaurants:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chili's domestic
|
3
|
|
4
|
|
5
|
|
7
|
|
316
|
|
325
|
|
5-8
|
Chili's international
|
4
|
|
7
|
|
16
|
|
24
|
|
344
|
|
325
|
|
31-33
|
Total franchise
|
7
|
|
11
|
|
21
|
|
31
|
|
660
|
|
650
|
|
36-41
|
Total restaurants:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chili's domestic
|
4
|
|
4
|
|
9
|
|
15
|
|
1,250
|
|
1,258
|
|
11-15
|
Chili's international
|
4
|
|
7
|
|
17
|
|
24
|
|
358
|
|
338
|
|
32-34
|
Maggiano's
|
0
|
|
0
|
|
2
|
|
2
|
|
52
|
|
51
|
|
2
|
Grand total
|
8
|
|
11
|
|
28
|
|
41
|
|
1,660
|
|
1,647
|
|
45-51
|
|
Thirteen Week Period Ended March 29, 2017
|
|||||||||||||
|
Comparable
Sales (1)
|
|
Price
Increase
|
|
Mix
Shift (2)
|
|
Traffic
|
|
Capacity
|
|||||
Company-owned
|
(2.2
|
)%
|
|
2.8
|
%
|
|
1.1
|
%
|
|
(6.1
|
)%
|
|
0.3
|
%
|
Chili’s
|
(2.3
|
)%
|
|
2.9
|
%
|
|
1.0
|
%
|
|
(6.2
|
)%
|
|
0.2
|
%
|
Maggiano’s
|
(1.6
|
)%
|
|
2.4
|
%
|
|
1.4
|
%
|
|
(5.4
|
)%
|
|
2.0
|
%
|
Chili's Franchise
(3)
|
(2.5
|
)%
|
|
|
|
|
|
|
|
|
||||
U.S.
|
0.3
|
%
|
|
|
|
|
|
|
|
|
||||
International
|
(7.1
|
)%
|
|
|
|
|
|
|
|
|
||||
Chili's Domestic
(4)
|
(1.7
|
)%
|
|
|
|
|
|
|
|
|
||||
System-wide
(5)
|
(2.3
|
)%
|
|
|
|
|
|
|
|
|
|
Thirteen Week Period Ended March 23, 2016
|
|||||||||||||
|
Comparable
Sales (1)
|
|
Price
Increase
|
|
Mix
Shift (2)
|
|
Traffic
|
|
Capacity
|
|||||
Company-owned
|
(3.6
|
)%
|
|
1.2
|
%
|
|
(0.5
|
)%
|
|
(4.3
|
)%
|
|
12.3
|
%
|
Chili’s
|
(4.1
|
)%
|
|
1.1
|
%
|
|
(0.3
|
)%
|
|
(4.9
|
)%
|
|
12.8
|
%
|
Maggiano’s
|
0.2
|
%
|
|
1.5
|
%
|
|
(2.4
|
)%
|
|
1.1
|
%
|
|
4.1
|
%
|
Chili's Franchise
(3)
|
(1.7
|
)%
|
|
|
|
|
|
|
|
|
||||
U.S.
|
(2.2
|
)%
|
|
|
|
|
|
|
|
|
||||
International
|
(0.7
|
)%
|
|
|
|
|
|
|
|
|
||||
Chili's Domestic
(4)
|
(3.6
|
)%
|
|
|
|
|
|
|
|
|
||||
System-wide
(5)
|
(3.1
|
)%
|
|
|
|
|
|
|
|
|
|
Thirty-Nine Week Period Ended March 29, 2017
|
|||||||||||||
|
Comparable
Sales (1)
|
|
Price
Increase
|
|
Mix
Shift (2)
|
|
Traffic
|
|
Capacity
|
|||||
Company-owned
|
(2.2
|
)%
|
|
2.1
|
%
|
|
1.0
|
%
|
|
(5.3
|
)%
|
|
0.5
|
%
|
Chili’s
|
(2.3
|
)%
|
|
2.0
|
%
|
|
1.3
|
%
|
|
(5.6
|
)%
|
|
0.3
|
%
|
Maggiano’s
|
(1.0
|
)%
|
|
2.4
|
%
|
|
(0.2
|
)%
|
|
(3.2
|
)%
|
|
3.0
|
%
|
Chili's Franchise
(3)
|
(2.2
|
)%
|
|
|
|
|
|
|
|
|
||||
U.S.
|
(1.4
|
)%
|
|
|
|
|
|
|
|
|
||||
International
|
(3.5
|
)%
|
|
|
|
|
|
|
|
|
||||
Chili's Domestic
(4)
|
(2.1
|
)%
|
|
|
|
|
|
|
|
|
||||
System-wide
(5)
|
(2.2
|
)%
|
|
|
|
|
|
|
|
|
|
Thirty-Nine Week Period Ended March 23, 2016
|
|||||||||||||
|
Comparable
Sales (1)
|
|
Price
Increase
|
|
Mix
Shift (2)
|
|
Traffic
|
|
Capacity
|
|||||
Company-owned
|
(2.7
|
)%
|
|
1.1
|
%
|
|
(0.5
|
)%
|
|
(3.3
|
)%
|
|
12.3
|
%
|
Chili’s
|
(2.9
|
)%
|
|
1.0
|
%
|
|
(0.4
|
)%
|
|
(3.5
|
)%
|
|
12.8
|
%
|
Maggiano’s
|
(1.1
|
)%
|
|
2.1
|
%
|
|
(1.4
|
)%
|
|
(1.8
|
)%
|
|
3.4
|
%
|
Chili's Franchise
(3)
|
0.4
|
%
|
|
|
|
|
|
|
|
|
||||
U.S.
|
(0.6
|
)%
|
|
|
|
|
|
|
|
|
||||
International
|
2.2
|
%
|
|
|
|
|
|
|
|
|
||||
Chili's Domestic
(4)
|
(1.7
|
)%
|
|
|
|
|
|
|
|
|
||||
System-wide
(5)
|
(1.8
|
)%
|
|
|
|
|
|
|
|
|
(1)
|
Comparable restaurant sales includes all restaurants that have been in operation for more than 18 months.
|
(2)
|
Mix shift is calculated as the year-over-year percentage change in company sales resulting from the change in menu items ordered by guests.
|
(3)
|
Revenues generated by franchisees are not included in revenues on the consolidated statements of comprehensive income; however, we generate royalty revenue and advertising fees based on franchise sales, where applicable. We believe including franchise comparable restaurant sales provides investors information regarding brand performance that is relevant to current operations and may impact future restaurant development.
|
(4)
|
Chili's domestic comparable restaurant sales percentages are derived from sales generated by company-owned and franchise operated Chili's restaurants in the United States.
|
(5)
|
System-wide comparable restaurant sales are derived from sales generated by company-owned Chili’s and Maggiano’s restaurants in addition to the sales generated at franchise operated Chili's restaurants.
|
|
Thirty-Nine Week Periods Ended
|
||||||
|
March 29,
2017 |
|
March 23,
2016 |
||||
Net cash used in investing activities (in thousands):
|
|
|
|
||||
Payments for property and equipment
|
$
|
(79,730
|
)
|
|
$
|
(76,090
|
)
|
Proceeds from sale of assets
|
3,077
|
|
|
4,256
|
|
||
Payment for business acquisition, net of cash acquired
|
0
|
|
|
(105,577
|
)
|
||
|
$
|
(76,653
|
)
|
|
$
|
(177,411
|
)
|
|
Thirty-Nine Week Periods Ended
|
||||||
|
March 29,
2017 |
|
March 23,
2016 |
||||
Net cash used in financing activities (in thousands):
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
$
|
350,000
|
|
|
$
|
0
|
|
Purchases of treasury stock
|
(350,768
|
)
|
|
(266,157
|
)
|
||
Payments on revolving credit facility
|
(328,000
|
)
|
|
(50,000
|
)
|
||
Borrowings on revolving credit facility
|
200,000
|
|
|
256,500
|
|
||
Payments of dividends
|
(54,087
|
)
|
|
(56,192
|
)
|
||
Payments for debt issuance costs
|
(10,216
|
)
|
|
0
|
|
||
Proceeds from issuances of treasury stock
|
4,505
|
|
|
4,725
|
|
||
Payments on long-term debt
|
(2,847
|
)
|
|
(2,547
|
)
|
||
Excess tax benefits from stock-based compensation
|
2,041
|
|
|
5,365
|
|
||
|
$
|
(189,372
|
)
|
|
$
|
(108,306
|
)
|
•
|
The effect of competition on our operations and financial results.
|
•
|
Changes in consumer preferences may decrease demand for food at our restaurants.
|
•
|
Food safety incidents at our restaurants or in our industry or supply chain may adversely affect customer perception of our brand or industry and result in declines in sales and profits.
|
•
|
Global and domestic economic conditions may negatively impact consumer discretionary spending and could have a materially negative affect on our financial performance.
|
•
|
Disruptions in the global financial markets may affect our business plan by adversely impacting the availability and cost of credit.
|
•
|
A decrease in our credit ratings may increase our cost of credit.
|
•
|
The large number of company-owned restaurants concentrated in Texas, Florida and California makes us susceptible to changes in economic and other trends in those regions.
|
•
|
The effect of governmental regulation on our ability to maintain our existing and future operations and to open new restaurants.
|
•
|
Increased costs and/or reduced revenues from shortages or interruptions in the availability and delivery of food and other supplies.
|
•
|
The risk that inflation may increase our operating expenses.
|
•
|
Our ability to consummate successful strategic transactions that are important to our future growth and profitability.
|
•
|
Our inability to meet our business strategy plan and the impact on our profitability in the future.
|
•
|
Loss of key management personnel could hurt our business and limit our ability to operate and grow successfully.
|
•
|
The impact of slow economic growth on our landlords or other tenants in retail centers in which we or our franchisees are located, which in turn could negatively affect our financial results.
|
•
|
The success of our franchisees to our future growth.
|
•
|
The general decrease in sales volumes during winter months.
|
•
|
Unfavorable publicity relating to one or more of our company-owned or franchised restaurants in a particular brand that may taint public perception of the brand.
|
•
|
Failure to recognize, respond to and effectively manage the accelerated impact of social media could adversely impact our business.
|
•
|
Litigation could have a material adverse impact on our business and our financial performance.
|
•
|
Dependence on information technology and any material failure in the operation or security of that technology or our ability to execute a comprehensive business continuity plan could impair our ability to efficiently operate our business.
|
•
|
Failure to protect the integrity and security of individually identifiable data of our guests and teammates and confidential and proprietary information of the company could expose us to litigation and damage our reputation.
|
•
|
Failure to protect our service marks and intellectual property could harm our business.
|
•
|
Outsourcing of certain business processes to third-party vendors that subject us to risk, including disruptions in business and increased costs.
|
•
|
Declines in the market price of our common stock or changes in other circumstances that may indicate an impairment of goodwill possibly adversely affecting our financial position and results of operations.
|
•
|
Changes to estimates related to our property and equipment or operating results that are lower than our current estimates at certain restaurant locations, possibly causing us to incur impairment charges on certain long-lived assets.
|
•
|
Identification of a material weakness in internal control over financial reporting may adversely affect our stock price.
|
•
|
Failure to achieve our target for growth in total return to shareholders may adversely affect our stock price.
|
•
|
Other risk factors that could cause our actual results to differ materially from those indicated in the forward-looking statements by affecting, among many things, pricing, consumer spending, consumer confidence, and operating costs, include, without limitation, changes in financial and credit markets (including rising interest rates); increases in costs of food commodities; increases in fuel costs and availability for our team members, customers and suppliers; increases in utility and energy costs on regional or national levels; increases in health care costs; health epidemics or pandemics or the prospects of these events; changes in consumer behaviors; changes in demographic trends; labor shortages and availability of employees; union organization; strikes; terrorist acts; energy shortages and rolling blackouts; and weather (including major hurricanes and regional winter storms) and other acts of God.
|
|
Total Number
of Shares
Purchased (a)(b)
|
|
Average
Price
Paid per
Share (b)
|
|
Total Number
of Shares
Purchased as
Part of
Publicly
Announced
Program (b)
|
|
Approximate
Dollar Value
that May Yet
be Purchased
Under the
Program (b)
|
||||||
December 29, 2016 through February 1, 2017
|
852,114
|
|
|
$
|
50.86
|
|
|
845,513
|
|
|
$
|
135,800
|
|
February 2, 2017 through March 1, 2017
|
9,661
|
|
|
$
|
46.51
|
|
|
—
|
|
|
$
|
135,800
|
|
March 2, 2017 through March 29, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
135,800
|
|
|
861,775
|
|
|
$
|
50.81
|
|
|
845,513
|
|
|
|
(a)
|
These amounts include shares purchased as part of our publicly announced programs and shares owned and tendered by team members to satisfy tax withholding obligations on the vesting of restricted share awards, which are not deducted from shares available to be purchased under publicly announced programs. Unless otherwise indicated, shares owned and tendered by team members to satisfy tax withholding obligations were purchased at the average of the high and low prices of the Company’s shares on the date of vesting. During the
third quarter
of fiscal
2017
, 16,262 shares were tendered by team members at an average price of $47.61.
|
(b)
|
In September 2016, we entered into a $300 million accelerated share repurchase agreement ("ASR Agreement") with Bank of America, N.A. (“BofA”). Pursuant to the terms of the ASR Agreement, we paid BofA $300 million in cash, which immediately reduced the remaining amount available under our share repurchase program, and received an initial delivery of approximately 4.6 million shares of common stock. Final settlement of the ASR Agreement occurred in January 2017, resulting in a total of 5.9 million shares received. The final average price paid per share for shares received
pursuant to the ASR Agreement was $50.87.
|
|
BRINKER INTERNATIONAL, INC.
|
||
|
|||
Date: May 5, 2017
|
By:
|
|
/s/ Wyman T. Roberts
|
|
|
|
Wyman T. Roberts,
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|||
Date: May 5, 2017
|
By:
|
|
/s/ Joe Taylor
|
|
|
|
Joe Taylor
|
|
|
|
Interim Chief Financial Officer, Treasurer and
|
|
|
|
Vice President of Investor Relations
|
|
|
|
(Principal Financial Officer)
|
1 Year Brinker Chart |
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