Attached files
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EX-31.B - EXHIBIT 31(B) - Bravo Brio Restaurant Group, Inc. | c16793exv31wb.htm |
EX-31.A - EXHIBIT 31(A) - Bravo Brio Restaurant Group, Inc. | c16793exv31wa.htm |
EX-32.A - EXHIBIT 32(A) - Bravo Brio Restaurant Group, Inc. | c16793exv32wa.htm |
Table of Contents
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 27, 2011
OR
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 001-34920
BRAVO BRIO RESTAURANT GROUP, INC.
(Exact name of registrant as specified in its charter)
Ohio | 34-1566328 | |
(State or other jurisdiction incorporation or organization) |
(I.R.S. Employer Identification No.) |
777 Goodale Boulevard, Suite 100 Columbus, Ohio |
43212 | |
(Address of principal executive office) | (Zip Code) |
Registrants telephone number, including area code (614) 326-7944
Former name, former address and former fiscal year, if changed since last report.
Indicate by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit and post such
files). Yes o No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See definition of accelerated
filer, large accelerated filer, and smaller reporting company, in Rule 12b-2 of the
Exchange Act.
Large accelerated filer o | Accelerated filer o | Non-accelerated filer þ | Smaller reporting company o | |||
(Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Act.
Yes o No þ
As of May 10, 2011, the latest practicable date, 19,260,351 of the registrants common shares, no par value per share, were issued and outstanding.
Table of Contents:
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Exhibit 31(a) | ||||||||
Exhibit 31(b) | ||||||||
Exhibit 32(a) |
- 2 -
Table of Contents
PART I
FINANCIAL INFORMATION
FINANCIAL INFORMATION
Item 1. | Financial Statements |
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF MARCH 27, 2011 and DECEMBER 26, 2010
(Dollars in thousands)
March 27, | December 26, | |||||||
2011 | 2010 | |||||||
(Unaudited) | ||||||||
Assets |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 4,643 | $ | 2,460 | ||||
Accounts receivable |
5,238 | 4,754 | ||||||
Tenant improvement allowance receivable |
1,427 | 632 | ||||||
Inventories |
2,211 | 2,415 | ||||||
Prepaid expenses and other current assets |
1,882 | 2,229 | ||||||
Total current assets |
15,401 | 12,490 | ||||||
Property and equipment net |
147,914 | 147,621 | ||||||
Other assets net |
3,323 | 3,342 | ||||||
Total assets |
$ | 166,638 | $ | 163,453 | ||||
Liabilities and stockholders equity |
||||||||
Current liabilities |
||||||||
Trade and construction payables |
$ | 10,160 | $ | 9,920 | ||||
Accrued expenses |
21,773 | 21,150 | ||||||
Current portion of long-term debt |
2,050 | 2,050 | ||||||
Deferred lease incentives |
4,967 | 4,979 | ||||||
Deferred gift card revenue |
6,946 | 9,725 | ||||||
Total current liabilities |
45,896 | 47,824 | ||||||
Deferred lease incentives |
54,554 | 54,594 | ||||||
Long-term debt |
38,438 | 38,950 | ||||||
Other long-term liabilities |
16,370 | 15,682 | ||||||
Commitments and contingencies |
||||||||
Stockholders equity |
||||||||
Common shares, no par value per share authorized,
100,000,000 shares; issued and outstanding, 19,250,500 at
March 27, 2011 and December 26, 2010 |
191,727 | 191,297 | ||||||
Retained deficit |
(180,347 | ) | (184,894 | ) | ||||
Total stockholders equity |
11,380 | 6,403 | ||||||
Total liabilities and stockholders equity |
$ | 166,638 | $ | 163,453 | ||||
See condensed notes to unaudited consolidated financial statements.
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Table of Contents
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THIRTEEN WEEKS ENDED MARCH 27, 2011 AND MARCH 28, 2010
(UNAUDITED)
(UNAUDITED)
(Dollars in thousands except per share data)
Thirteen Weeks Ended | ||||||||
March 27, | March 28, | |||||||
2011 | 2010 | |||||||
Revenues |
$ | 90,418 | $ | 81,844 | ||||
Costs and expenses |
||||||||
Cost of sales |
24,289 | 21,357 | ||||||
Labor |
30,484 | 28,096 | ||||||
Operating |
14,023 | 12,753 | ||||||
Occupancy |
5,850 | 5,525 | ||||||
General and administrative expenses |
6,013 | 4,398 | ||||||
Restaurant preopening costs |
543 | 1,205 | ||||||
Depreciation and amortization |
4,106 | 4,124 | ||||||
Total costs and expenses |
85,308 | 77,458 | ||||||
Income from operations |
5,110 | 4,386 | ||||||
Net interest expense |
480 | 1,770 | ||||||
Income before income taxes |
4,630 | 2,616 | ||||||
Income tax expense |
83 | 100 | ||||||
Net income |
4,547 | 2,516 | ||||||
Undeclared preferred dividends |
| (3,089 | ) | |||||
Net income (loss) attributed to common shareholders |
$ | 4,547 | $ | (573 | ) | |||
Net income (loss) per basic share |
$ | 0.24 | $ | (0.08 | ) | |||
Net income (loss) per diluted share |
$ | 0.22 | $ | (0.08 | ) | |||
Weighted average shares outstanding-basic |
19,251 | 7,234 | ||||||
Weighted average shares outstanding-diluted |
20,537 | 7,234 | ||||||
See condensed notes to unaudited consolidated financial statements.
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Table of Contents
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
FOR THE THIRTEEN WEEKS ENDED MARCH 27, 2011 (UNAUDITED)
(Dollars in thousands)
Common Shares | Retained | Stockholders | ||||||||||||||
Shares | Amount | Deficit | Equity | |||||||||||||
Balance December 26, 2010 |
19,250,500 | $ | 191,297 | $ | (184,894 | ) | $ | 6,403 | ||||||||
Net income |
| | 4,547 | 4,547 | ||||||||||||
Share-based compensation costs |
| 430 | | 430 | ||||||||||||
Balance March 27, 2011 |
19,250,500 | $ | 191,727 | $ | (180,347 | ) | $ | 11,380 | ||||||||
See condensed notes to unaudited consolidated financial statements.
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Table of Contents
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTEEN WEEKS ENDED MARCH 27, 2011 AND MARCH 28, 2010
(UNAUDITED)
(Dollars in thousands)
Thirteen Weeks Ended | ||||||||
March 27, | March 28, | |||||||
2011 | 2010 | |||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | 4,547 | $ | 2,516 | ||||
Adjustments to reconcile net income to net cash provided by
operating activities: |
||||||||
Depreciation and amortization |
4,197 | 4,124 | ||||||
Loss on disposals of property and equipment |
48 | 20 | ||||||
Amortization of deferred lease incentives |
(1,243 | ) | (1,097 | ) | ||||
Share-based compensation costs |
430 | | ||||||
Interest incurred and capitalized but not yet paid |
| 114 | ||||||
Changes in assets and liabilities: |
||||||||
Accounts and tenant improvement allowance receivables |
(1,279 | ) | 1,274 | |||||
Inventories |
204 | 186 | ||||||
Prepaid expenses and other current assets |
347 | (163 | ) | |||||
Trade and construction payables |
(14 | ) | (1,200 | ) | ||||
Deferred lease incentives |
1,191 | 2,637 | ||||||
Deferred gift card revenue |
(2,779 | ) | (2,674 | ) | ||||
Other accrued expenses |
623 | 25 | ||||||
Other net |
604 | 346 | ||||||
Net cash provided by operating activities |
6,876 | 6,108 | ||||||
Cash flows from investing activities: |
||||||||
Purchase of property and equipment |
(4,181 | ) | (6,410 | ) | ||||
Net cash used in investing activities |
(4,181 | ) | (6,410 | ) | ||||
Cash flows from financing activities: |
||||||||
Proceeds from long-term debt |
| 26,300 | ||||||
Payments on long-term debt |
(512 | ) | (26,006 | ) | ||||
Net cash (used in) provided by financing activities |
(512 | ) | 294 | |||||
Net increase (decrease) in cash and cash equivalents |
2,183 | (8 | ) | |||||
Cash and cash equivalents beginning of period |
2,460 | 249 | ||||||
Cash and cash equivalents end of period |
$ | 4,643 | $ | 241 | ||||
Supplemental disclosures of cash flow information: |
||||||||
Interest paid, net of capitalized interest of $0 and $49 for the
thirteen weeks ended March 27, 2011 and March 28, 2010, respectively |
415 | 1,443 | ||||||
Income taxes paid |
124 | 19 | ||||||
Property additions financed by trade and construction payables |
2,474 | 295 |
See condensed notes to unaudited consolidated financial statements.
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Table of Contents
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
Condensed Notes to Unaudited Consolidated Financial Statements
1. | BASIS OF PRESENTATION |
Description of Business As of March 27, 2011, Bravo Brio Restaurant Group, Inc. (the
Company) owned and operated 87 restaurants under the trade names Bravo! Cucina Italiana®,
Brio® Tuscan Grille, and Bon Vie. Of the 87 restaurants the Company operates, there are 48
Bravo! Cucina Italiana® restaurants, 38 Brio® Tuscan Grille restaurants, and one Bon Vie
restaurant in operation in 29 states throughout the United States of America. |
The accompanying unaudited consolidated financial statements have been prepared in accordance
with U.S. generally accepted accounting principles (GAAP) for interim financial information.
Accordingly, they do not include all the information and disclosures required by GAAP for
complete financial statements. Operating results for the thirteen weeks ended March 27, 2011
are not necessarily indicative of the results that may be expected for the fiscal year ending
December 25, 2011. |
Certain information and disclosures normally included in the financial statements prepared in
accordance with GAAP have been condensed or omitted pursuant to applicable rules and
regulations of the Securities and Exchange Commission (SEC). In the opinion of management,
the unaudited consolidated financial statements include all adjustments, consisting of normal
recurring adjustments, considered necessary for a fair presentation. These unaudited
consolidated financial statements and related condensed notes should be read in conjunction
with the consolidated financial statements and notes for the fiscal year ended December 26,
2010 included in the Companys Annual Report on Form 10-K for the fiscal year ended December
26, 2010 filed with the SEC on February 17, 2011. |
2. | NET INCOME (LOSS) PER SHARE |
Basic earnings per share (EPS) data is computed based on weighted average common shares
outstanding during the period. Diluted EPS data is computed based on weighted average common
shares outstanding, including all potentially issuable common shares. At March 27, 2011, all
outstanding stock options and restricted stock were included in the dilutive calculation. At
March 28, 2010, no stock options were exercisable and no restricted stock was outstanding.
Accordingly, no stock options or restricted stock were included as part of the diluted EPS
calculation. |
(all information in thousands, except per share data) |
Thirteen Weeks Ended | ||||||||
March 27, | March 28, | |||||||
2011 | 2010 | |||||||
Net income (loss) attributed to common shareholders |
$ | 4,547 | $ | (573 | ) | |||
Weighted average common shares outstanding |
19,251 | 7,234 | ||||||
Effect of dilutive securities: |
||||||||
Stock Options |
1,214 | | ||||||
Restricted Stock |
72 | | ||||||
Weighted average common and potentially issuable common shares outstanding diluted |
20,537 | 7,234 | ||||||
Basic net income (loss) per common share |
$ | 0.24 | $ | (0.08 | ) | |||
Diluted net income (loss) per common share |
$ | 0.22 | $ | (0.08 | ) | |||
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Table of Contents
BRAVO BRIO RESTAURANT GROUP, INC. AND SUBSIDIARIES
Condensed Notes to Unaudited Consolidated Financial Statements (Continued)
3. | LONG-TERM DEBT |
Long-term debt at March 27, 2011 and December 26, 2010 consisted of the following (in
thousands): |
March 27, | December, 26 | |||||||
2011 | 2010 | |||||||
Term loan |
$ | 40,488 | $ | 41,000 | ||||
Total |
40,488 | 41,000 | ||||||
Less current maturities |
(2,050 | ) | (2,050 | ) | ||||
Long-term debt |
$ | 38,438 | $ | 38,950 | ||||
On October 26, 2010, the Company, in connection with its IPO, entered into a credit agreement
with a syndicate of financial institutions with respect to its senior credit facilities. The
senior credit facilities provide for (i) a $45.0 million term loan facility, maturing in 2015,
and (ii) a revolving credit facility under which the Company may borrow up to $40.0 million
(including a sublimit cap of up to $10.0 million for letters of credit and up to $10.0 million
for swing-line loans), maturing in 2015. The Company used borrowings under its senior credit
facilities, together with the net proceeds from the IPO, to repay in full all of its debt
outstanding prior to the IPO. |
Under the credit agreement, the Company is allowed to incur additional incremental term loans
and/or increases in the revolving credit facility of up to $20.0 million if no event of default
exists and certain other requirements are satisfied. Borrowings under the senior credit
facilities bear interest at the Companys option of either (i) the Alternate Base Rate (as such
term is defined in the credit agreement) plus the applicable margin of 1.75% to 2.25% or (ii)
at a fixed rate for a period of one, two, three or six months equal to the London interbank
offered rate, LIBOR, plus the applicable margin of 2.75% to 3.25%. In addition to paying any
outstanding principal amount under the Companys senior credit facilities, the Company is
required to pay an unused facility fee to the lenders equal to 0.50% to 0.75% per annum on the
aggregate amount of the unused revolving credit facility, excluding swing-line loans,
commencing on October 26, 2010, payable quarterly in arrears. Borrowings under the Companys
senior credit facilities are collateralized by a first priority interest in all assets of the
Company. |
The credit agreement provides for bank guarantee under standby letter of credit arrangements in
the normal course of business operations. The standby letters of credit are cancellable only
at the option of the beneficiary who is authorized to draw drafts on the issuing bank up to the
face amount of the standby letters of credit in accordance with its credit. As of October 26,
2010, all previously existing standby letters were replaced by new standby letters of credit.
As of March 27, 2011, the maximum exposure under these standby letters of credit was $3.2
million. |
Pursuant to the credit agreement, the Company is required to meet certain financial covenants
including leverage ratios, fixed charge ratios, capital expenditures as well as other customary
affirmative and negative covenants. At March 27, 2011, the Company was in compliance with its
applicable financial covenants. |
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Table of Contents
4. | STOCK BASED COMPENSATION |
2006 Plan
Stock option activity for the thirteen weeks ended March 27, 2011 is summarized as follows: |
Number of | Weighted Average | |||||||
Shares | Exercise Price | |||||||
Outstanding at December 26, 2010 |
1,414,203 | $ | 1.44 | |||||
Exercised |
| | ||||||
Granted |
| | ||||||
Forfeited |
| | ||||||
Outstanding at March 27, 2011 |
1,414,203 | $ | 1.44 | |||||
Exercisable at March 27, 2011 |
1,414,203 | $ | 1.44 | |||||
At March 27, 2011, the weighted-average remaining contractual term of options outstanding was
approximately six years and all of the options were exercisable. Aggregate intrinsic value is
calculated as the difference between the Companys closing price at the end of the fiscal
quarter and the exercise price, multiplied by the number of in-the-money options and represents
the pre-tax amount that would have been received by the option holders had they all exercised
such options on the fiscal quarter end date. The aggregate intrinsic value for outstanding and
exercisable options at March 27, 2011 was $20.5 million. |
The total weighted-average grant-date fair value of options granted in 2007 and 2009 was $0.52,
and was estimated at the date of grant using the Black-Scholes option-pricing model. The
following assumptions were used for these options: weighted-average risk-free interest rate of
4.49%, no expected dividend yield, weighted-average volatility of 32.2%, based upon competitors
within the industry, and an expected option life of five years. In October 2010 in connection
with the IPO, the Companys board of directors determined, pursuant to the exercise of its
discretion in accordance with the Bravo Development, Inc. Option Plan (the 2006 Plan), that
upon the consummation of the IPO (i) each then outstanding option award under the 2006 Plan
would be deemed to have vested in a percentage equal to the greater of 80.0% or the percentage
of the option award already vested as of that date and, (ii) each then outstanding option award
would be deemed 80.0% exercisable. As a result of such determination, all of the options were
subject to modification accounting and therefore were revalued in their entirety at the date of
the modification. The Company recorded all of the stock compensation expense related to the
2006 Plan in the fourth quarter of 2010 and no additional stock compensation expense will be
recorded with respect to options granted under this plan. |
Following the modification, the total weighted-average fair value of options granted under of
the 2006 Plan was $12.64, and was estimated at the date of the modification using the
Black-Scholes option-pricing model. The following assumptions were used for these options:
weighted-average risk-free interest rate of 1.10%, no expected dividend yield, weighted-average
volatility of 45.8%, based upon competitors within the industry and an expected option life of
five years. |
Stock Incentive Plan |
In October 2010, the Company adopted the Bravo Brio Restaurant Group, Inc. Stock Incentive Plan
(the Stock Incentive Plan) and on October 26, 2010, the Company granted 451,800 shares of
restricted common stock to its employees. |
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Table of Contents
Restricted stock activity for the thirteen weeks ended March 27, 2011 is summarized as follows: |
Weighted- | ||||||||
Number of | Average Grant | |||||||
Shares | Date Fair Value | |||||||
Outstanding at December 26, 2010 |
449,300 | $ | 16.90 | |||||
Granted |
| | ||||||
Vested |
| | ||||||
Forfeited |
(6,250 | ) | 16.90 | |||||
Outstanding at March 27, 2011 |
443,050 | $ | 16.90 | |||||
Fair value of the outstanding shares of restricted stock is based on the average of the high
and low price of the Companys shares on October 25, 2010, the date immediately preceding the
date of grant. The average of the high and low price of the Companys shares on October 25,
2010 was $16.90. In the first quarter of 2011 the Company recorded approximately $0.4 million
in stock compensation costs related to the shares of restricted stock. As of March 27, 2011,
total unrecognized stock-based compensation expense related to non-vested shares of restricted
stock was approximately $6.2 million, which is expected to be recognized over a weighted
average period of approximately 3.6 years taking into account potential forfeitures. These
shares of restricted stock will vest, subject to certain exceptions, annually over a four-year
period. |
5. | COMMITMENTS AND CONTINGENCIES |
The Company is subject to various claims, possible legal actions, and other matters arising out
of the normal course of business. While it is not possible to predict the outcome of these
issues, management is of the opinion that adequate provision for potential losses has been made
in the accompanying consolidated financial statements and that the ultimate resolution of these
matters will not have a material adverse effect on the Companys financial position, results of
operations or cash flows. |
The Company is currently the guarantor of a lease that was previously assigned. Under the
guarantee agreement, the Company is responsible for the costs of the lease and has recorded a
liability for the costs expected to be incurred in future periods. This amount is immaterial
to the Companys financial statements. |
6. | SUBSEQUENT EVENTS |
On April 1, 2011, a secondary public offering of the Companys common shares was completed by
certain of the Companys existing shareholders. The selling shareholders sold 4,577,122
previously outstanding shares, including 416,102 shares sold to cover over-allotments. The
Company did not receive any proceeds from the offering. The selling shareholders paid all of
the underwriting discounts and commissions associated with the sale of the shares; however, the
Company incurred $0.6 million in costs and registration expenses related to the offering. |
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Table of Contents
Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations |
You should read this discussion together with our unaudited consolidated financial statements
and accompanying condensed notes. Unless indicated otherwise, any reference in this report to
the Company, we, us, and our refer to Bravo Brio Restaurant Group, Inc. together with
its subsidiaries.
This discussion contains forward-looking statements. These statements relate to future events or
our future financial performance. We have attempted to identify forward-looking statements by
terminology including anticipates, believes, can, continue, could, estimates,
expects, intends, may, plans, potential, predicts, should or will or the
negative of these terms or other comparable terminology. These statements are only predictions
and involve known and unknown risks, uncertainties, and other factors, including those discussed
under the heading Risk Factors in our Annual Report on Form 10-K for the fiscal year ended
December 26, 2010 filed with the SEC on February 17, 2011 (the 2010 Annual Report on Form
10-K).
Although we believe that the expectations reflected in the forward-looking statements are
reasonable based on our current knowledge of our business and operations, we cannot guarantee
future results, levels of activity, performance or achievements. We assume no obligation to
provide revisions to any forward-looking statements should circumstances change.
The following discussion summarizes the significant factors affecting the consolidated
operating results, financial condition, liquidity and cash flows of our company as of and for
the periods presented below. The following discussion and analysis should be read in
conjunction with our 2010 Annual Report on Form 10-K and the unaudited consolidated financial
statements and the related condensed notes thereto included herein.
Overview
We are a leading owner and operator of two distinct Italian restaurant brands, BRAVO! Cucina
Italiana (BRAVO!) and BRIO Tuscan Grille (BRIO), which includes our one Bon Vie restaurant.
We have positioned our brands as multifaceted culinary destinations that deliver the ambiance,
design elements and food quality reminiscent of fine dining restaurants at a value typically
offered by casual dining establishments, a combination known as the upscale affordable dining
segment. Each of our brands provides its guests with a fine dining experience and value by
serving affordable cuisine prepared using fresh flavorful ingredients and authentic Italian
cooking methods, combined with attentive service in an attractive, lively atmosphere. We strive
to be the best Italian restaurant company in America and are focused on providing our guests an
excellent dining experience through consistency of execution.
Our business is highly sensitive to changes in guest traffic. Increases and decreases in guest
traffic can have a significant impact on our financial results. In recent years, we have faced
and we continue to face uncertain economic conditions, which have resulted in changes to our
guests discretionary spending. To adjust to this decrease in guest spending, we have focused
on controlling product margins and costs while maintaining our high standards for food quality
and service and enhancing our guests dining experience. We have worked with our distributors
and suppliers to lower commodity costs, become more efficient with the use of our employee base
and found new ways to improve efficiencies across our company. We have implemented limited
incremental discounting as we have opted to focus on improving our menu items as opposed to
discounting them. While we knew that limited incremental discounting might impact our guest
counts and revenue, we directed our efforts to improve our operating margins. Additionally, we
have focused resources on highlighting our menu items and promoting our non-entrée selections
such as appetizers, desserts and beverages. These efforts have resulted in a favorable sales
mix and an increase in average guest check.
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Table of Contents
Results of Operations
Thirteen Weeks Ended March 27, 2011 Compared to the Thirteen Weeks Ended March 28, 2010
The following table sets forth, for the periods indicated, our consolidated statements of
operations both on an actual basis and expressed as percentages of revenue.
Thirteen Weeks Ended | ||||||||||||||||||||||||
March 27, | % of | March 28, | % of | |||||||||||||||||||||
2011 | Revenues | 2010 | Revenues | Change | % Change | |||||||||||||||||||
(dollars in thousands) | ||||||||||||||||||||||||
Revenues |
$ | 90,418 | 100 | % | $ | 81,844 | 100 | % | $ | 8,574 | 10.5 | % | ||||||||||||
Cost and expenses: |
||||||||||||||||||||||||
Cost of sales |
24,289 | 26.9 | % | 21,357 | 26.1 | % | 2,932 | 13.7 | % | |||||||||||||||
Labor |
30,484 | 33.7 | % | 28,096 | 34.3 | % | 2,388 | 8.5 | % | |||||||||||||||
Operating |
14,023 | 15.5 | % | 12,753 | 15.6 | % | 1,270 | 10.0 | % | |||||||||||||||
Occupancy |
5,850 | 6.5 | % | 5,525 | 6.8 | % | 325 | 5.9 | % | |||||||||||||||
General and administrative expenses |
6,013 | 6.7 | % | 4,398 | 5.4 | % | 1,615 | 36.7 | % | |||||||||||||||
Restaurant preopening costs |
543 | 0.6 | % | 1,205 | 1.5 | % | (662 | ) | (54.9 | )% | ||||||||||||||
Depreciation and amortization |
4,106 | 4.5 | % | 4,124 | 5.0 | % | (18 | ) | (0.4 | )% | ||||||||||||||
Total costs and expenses |
85,308 | 94.3 | % | 77,458 | 94.6 | % | 7,850 | 10.1 | % | |||||||||||||||
Income from operations |
5,110 | 5.7 | % | 4,386 | 5.4 | % | 724 | 16.5 | % | |||||||||||||||
Net interest expense |
480 | 0.5 | % | 1,770 | 2.2 | % | (1,290 | ) | (72.9 | )% | ||||||||||||||
Income before income taxes |
4,630 | 5.1 | % | 2,616 | 3.2 | % | 2,014 | 77.0 | % | |||||||||||||||
Income tax expense |
83 | 0.1 | % | 100 | 0.1 | % | (17 | ) | (17.0 | )% | ||||||||||||||
Net income |
$ | 4,547 | 5.0 | % | $ | 2,516 | 3.1 | % | $ | 2,031 | 80.7 | % | ||||||||||||
Revenues. Revenues increased $8.6 million, or 10.5%, to $90.4 million for the thirteen
weeks ended March 27, 2011, as compared to $81.8 million for the thirteen weeks ended March 28,
2010. The increase of $8.6 million was primarily due to an additional 72 operating weeks
provided by five new restaurants opened in 2010 and one restaurant opened in the first quarter
of 2011. Also contributing to this increase was $2.1 million, or 2.7%, of growth in comparable
restaurant revenues, which was driven by a 2.6% increase in guest counts that increased
comparable revenues by $2.0 million, as well as an increase of 0.1% resulting from sales mix
and menu price increases. We consider a restaurant to be part of the comparable revenue base
in the first full quarter following the eighteenth month of operations.
For our BRAVO! brand, restaurant revenues increased $2.4 million, or 6.3%, to $40.5 million for
the thirteen weeks ended March 27, 2011 as compared to $38.1 million for the thirteen weeks
ended March 28, 2010. Comparable revenues for the BRAVO! brand restaurants increased 0.6%, or
$0.2 million, to $36.3 million for the thirteen weeks ended March 27, 2011 as compared to $36.1
million for the first thirteen weeks of 2010. Revenues for BRAVO! brand restaurants not
included in the comparable revenue base increased $2.2 million to $4.2 million for the thirteen
weeks ended March 27, 2011. At March 27, 2011, there were 44 BRAVO! restaurants included in
the comparable revenue base and four BRAVO! restaurants not included in the comparable revenue
base.
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For our BRIO brand, restaurant revenues increased $6.1 million, or 14.0%, to $49.9 million for
the thirteen weeks ended March 27, 2011 as compared to $43.8 million for the thirteen weeks
ended March 28, 2010. Comparable revenues for the BRIO brand restaurants increased 4.6%, or
$1.9 million, to $43.0 million for the thirteen weeks ended March 27, 2011 as compared to $41.1
million for the first thirteen weeks of 2010. Revenues for BRIO brand restaurants not included
in the comparable revenue base increased $4.3 million to $6.9 million for the thirteen weeks
ended March 27, 2011. At March 27, 2011, there were 34 BRIO restaurants included in the
comparable revenue base and five BRIO restaurants not included in the comparable revenue base.
Cost of Sales. Cost of sales increased $2.9 million, or 13.7%, to $24.3 million for the
thirteen weeks ended March 27, 2011, as compared to $21.4 million for the thirteen weeks ended
March 28, 2010. As a percentage of revenues, cost of sales increased to 26.9% for the thirteen
weeks ended March 27, 2011, from 26.1% for the thirteen weeks ended March 28, 2010. The
increase in cost of sales, as a percentage of revenues, was primarily a result of higher
commodity costs for our produce in 2011. As a percentage of revenues, food costs
increased 0.9% and increased in total dollars by $2.6 million. Beverage costs decreased as a
percentage of revenues by 0.1% but
increased in total dollars by $0.3 million. The increase in these costs is related to the
growth in restaurants in 2011 versus 2010.
Labor Costs. Labor costs increased $2.4 million, or 8.5%, to $30.5 million for the thirteen
weeks ended March 27, 2011, as compared to $28.1 million for the thirteen weeks ended March 28,
2010. This increase was primarily the result of increased hourly wages of $1.7 million, and an
increase of $0.5 million in Company paid benefits relating to new restaurants. As a percentage
of revenues, labor costs decreased to 33.7% for the thirteen weeks ended March 27, 2011, from
34.3% for the thirteen weeks ended March 28, 2010. The decrease as a percentage of revenues is
a result of positive leverage from comparable restaurant revenues.
Operating Costs. Operating costs increased $1.2 million, or 10.0%, to $14.0 million for the
thirteen weeks ended March 27, 2011, as compared to $12.8 million for the thirteen weeks ended
March 28, 2010. This increase was mainly due to an additional 72 operating weeks in 2011 as
compared to 2010 from the six restaurants opened in 2010 and 2011. As a percentage of
revenues, operating costs decreased to 15.5% for the thirteen weeks ended March 27, 2011,
compared to 15.6% for the thirteen weeks ended March 28, 2010. The decrease as a percentage of
revenues was primarily related to the benefit of cost controls for restaurant supplies and
insurance incurred during the thirteen week period as compared to the same period in the prior
year.
Occupancy Costs. Occupancy costs increased $0.4 million, or 5.9%, to $5.9 million for the
thirteen weeks ended March 27, 2011, as compared to $5.5 million for the thirteen weeks ended
March 28, 2010. As a percentage of revenues, occupancy costs decreased to 6.5% for the thirteen
weeks ended March 27, 2011, from 6.8% for the thirteen weeks ended March 28, 2010. The decrease
as a percentage of revenues was primarily due to the leverage of comparable restaurant revenues
in the first thirteen weeks of 2011 as compared to the same period in 2010.
General and Administrative. General and administrative expenses increased by $1.6 million, or
36.7%, to $6.0 million for the thirteen weeks ended March 27, 2011, as compared to $4.4 million
for the thirteen weeks ended March 28, 2010. As a percentage of revenues, general and
administrative expenses increased to 6.7% for the thirteen weeks ended March 27, 2011, from
5.4% for the thirteen weeks ended March 28, 2010. The change was primarily attributable to $0.6
million of costs and expenses incurred in connection with a secondary public offering of the
Companys common shares, which was completed by certain of the Companys existing shareholders
just after the end of the quarter, and stock compensation costs of approximately $0.4 million
related to the Stock Incentive Plan. Additionally, approximately $0.5 million in costs related
to operating as a public company were incurred in the first thirteen weeks of 2011 including,
but not limited to, accounting, legal, administrative and insurance costs that were not incurred
in the same period last year.
Restaurant Pre-opening Costs. Pre-opening costs decreased by $0.7 million, or 54.9%, to $0.5
million for the thirteen weeks ended March 27, 2011, as compared to $1.2 million for the
thirteen weeks ended March 28, 2010. Year over year change in pre-opening costs was driven by
the timing and number of restaurant openings in a given period. During the first thirteen
weeks of 2011, we opened one restaurant and had two additional restaurants under construction
while in the first thirteen weeks of 2010 we opened two restaurants and had two additional
restaurants under construction.
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Depreciation and Amortization. As a percentage of revenues, depreciation and amortization
expenses decreased to 4.5% for the thirteen weeks ended March 27, 2011 from 5.0% for the
thirteen weeks ended March 28, 2010. The change was primarily the result of positive leverage
from comparable restaurant revenues.
Net Interest Expense. Net interest expense decreased $1.3 million to $0.5 million for the
thirteen weeks ended March 27, 2011 as compared to $1.8 million for the thirteen weeks ended
March 28, 2010. This decrease was due to the pay off of the Companys old credit facilities in
connection with the initial public offering in October 2010 and the Companys concurrent
entrance into new credit facilities with a smaller outstanding debt balance.
Income Taxes. Income tax expense was $0.1 million for both the thirteen weeks ended March 27,
2011 and March 28, 2010. No Federal income tax expense was recorded as a full valuation
allowance was provided to offset deferred tax assets, including those arising from net
operating losses and other business credit carry forwards.
Liquidity
Our principal sources of cash have been net cash provided by operating activities and
borrowings under our senior credit facilities. As of March 27, 2011, we had approximately $4.6
million in cash and cash equivalents and approximately $36.8 million of availability under our
senior credit facilities (after giving effect to $3.2 million of outstanding letters of credit
at March 27, 2011). Our need for capital resources is driven by our restaurant expansion plans,
on-going maintenance of our restaurants and investment in our corporate and information
technology infrastructures. Based on our current real estate development plans, we believe our
combined expected cash flows from operations, available borrowings under our senior credit
facilities and expected landlord lease incentives will be sufficient to finance our planned
capital expenditures and other operating activities in fiscal 2011.
Consistent with many other restaurant and retail chain store operations, we use operating lease
arrangements for the majority of our restaurant locations. We believe that these operating
lease arrangements provide appropriate leverage of our capital structure in a financially
efficient manner. Currently, operating lease obligations are not reflected as indebtedness on
our consolidated balance sheet. The use of operating lease arrangements will impact our
capacity to borrow money under our senior credit facilities. However, restaurant real estate
operating leases are expressly excluded from the restrictions under our senior credit
facilities related to the incurrence of funded indebtedness.
Our liquidity may be adversely affected by a number of factors, including a decrease in guest
traffic or average check per guest due to changes in economic conditions, as described in our
2010 Annual Report on Form 10-K under the heading Risk Factors.
The following table presents a summary of our cash flows for the thirteen weeks ended March 27,
2011 and March 28, 2010 (in thousands):
Thirteen Weeks Ended, | ||||||||
March 27, | March 28, | |||||||
2011 | 2010 | |||||||
Net cash provided by operating activities |
$ | 6,876 | $ | 6,108 | ||||
Net cash used in investing activities |
(4,181 | ) | (6,410 | ) | ||||
Net cash (used in) provided by financing activities |
(512 | ) | 294 | |||||
Net increase (decrease) in cash and cash equivalents |
2,183 | (8 | ) | |||||
Cash and cash equivalents at beginning of year |
2,460 | 249 | ||||||
Cash and cash equivalents at end of period |
$ | 4,643 | $ | 241 | ||||
Operating Activities. Net cash provided by operating activities was $6.9 million for the
thirteen weeks ended March 27, 2011, compared to $6.1 million for the thirteen weeks ended
March 28, 2010. The increase in net cash provided by operating activities in the first
thirteen weeks of 2011 compared to the same period in 2010 was due to an increase in cash
receipts, primarily due to an increase in revenues, in excess of cash expenditures from the
prior year. Cash receipts for the first thirteen weeks of 2011 and 2010 were $91.8 million and
$82.6 million, respectively. Cash expenditures during the first thirteen weeks of 2011 and 2010
were $85.1 million and $76.5 million, respectively.
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Investing Activities. Net cash used in investing activities was $4.2 million for the thirteen
weeks ended March 27, 2011, compared to $6.4 million for the thirteen weeks ended March 28,
2010. We invested cash to purchase property and equipment related to our restaurant expansion
plans. The decrease in spending is related to the timing of restaurant openings, the timing of
spending related to our new restaurants as well as the number of restaurants that were open
during 2011 versus 2010. During the first thirteen weeks of 2011, we opened one restaurant and
had two additional restaurants under construction, while in the first thirteen weeks of 2010 we
opened two restaurants and had two additional restaurants under construction.
Financing Activities. Net cash used in financing activities was $0.5 million for the thirteen
weeks ended March 27, 2011, compared to cash provided by financing activities of $0.3 million
for the thirteen weeks ended March 28, 2010. Net cash used in financing activities in 2011 was
used for the scheduled pay down of the Companys term debt and the cash provided by financing
activities in 2010 resulted from borrowings under the Companys former revolving credit
facility in excess of payments on the former revolving credit facility as well other debt
payments.
As of March 27, 2011, we had no financing transactions, arrangements or other relationships
with any unconsolidated entities or related parties. Additionally, we had no financing
arrangements involving synthetic leases or trading activities involving commodity contracts.
Capital Resources
Future Capital Requirements. Our capital requirements are primarily dependent upon the pace of
our real estate development program and resulting new restaurants. Our real estate development
program is dependent upon many factors, including economic conditions, real estate markets,
site locations and nature of lease agreements. Our capital expenditure outlays are also
dependent on costs for maintenance and capacity additions in our existing restaurants as well
as information technology and other general corporate capital expenditures.
We anticipate that each new BRAVO! restaurant will, on average, require a total cash investment
of $1.5 million to $2.0 million (net of estimated lease incentives). We expect that each new
BRIO restaurant will require an estimated cash investment of $2.0 million to $2.5 million (net
of estimated lease incentives). We expect to spend approximately $0.4 million to $0.5 million
per restaurant for cash pre-opening costs. The projected cash investment per restaurant is
based on historical averages.
We currently estimate capital expenditures, net of estimated lease incentives, for the
remainder of 2011 to be in the range of approximately $18-$20 million, for a total of $22-$24
million for the year. This is primarily related to the opening of six to seven additional
restaurants in the last three quarters of 2011, the start of construction of restaurants to be
opened in early 2012, as well as normal maintenance related capital expenditures relating to
our existing restaurants. In conjunction with these restaurant openings, the Company
anticipates spending approximately $4.0 million in preopening costs for the remainder of 2011
for a total of approximately $4.5 million for all of 2011.
Current Resources. Our operations have not required significant working capital and, like many
restaurant companies, we have been able to operate with negative working capital. Restaurant
sales are primarily paid for in cash or by credit card, and restaurant operations do not
require significant inventories or receivables. In addition, we receive trade credit for the
purchase of food, beverage and supplies, therefore reducing the need for incremental working
capital to support growth. We had a net working capital deficit of $30.5 million at March 27,
2011, compared to a net working capital deficit of $35.3 million at December 26, 2010.
On October 26, 2010, we completed the initial public offering of our common shares. We issued
5,000,000 shares in the offering, and existing shareholders sold an additional 6,500,000
previously outstanding shares, including 1,500,000 shares sold to cover over-allotments. We
received net proceeds from the offering of approximately $62.1 million (after the payment of
offering expenses) that were used, together with borrowings under our senior credit facilities
(as described below), to repay all of our then-outstanding loans under our former senior credit
facilities and to repay all of our then-outstanding 13.25% senior subordinated secured notes,
in each case including any accrued and unpaid interest.
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In connection with our initial public offering, we entered into a credit agreement with a
syndicate of financial institutions with respect to our senior credit facilities. Our senior
credit facilities provide for (i) a $45.0 million term loan facility, maturing in 2015, and
(ii) a revolving credit facility under which we may borrow up to $40.0 million (including a
sublimit cap of up to $10.0 million for letters of credit and up to $10.0 million for
swing-line loans), maturing in 2015. Under the credit agreement, we are also entitled to incur
additional incremental term loans and/or increases in the revolving credit facility of up to
$20.0 million if no event of default exists and certain other requirements are satisfied. Our
revolving credit facility is (i) jointly and severally guaranteed by each of our existing or
subsequently acquired or formed subsidiaries, (ii) secured by a first priority lien on
substantially all of our subsidiaries tangible and intangible personal property, (iii) secured
by a first priority security interest on all owned real property and (iv) secured by a pledge
of all of the capital stock of our subsidiaries. Our credit agreement also requires us to meet
financial tests, including a maximum consolidated total leverage ratio, a minimum consolidated
fixed charge coverage ratio and a maximum consolidated capital expenditures limitation. At
March 27, 2011, the Company was in compliance with its applicable financial covenants.
Additionally, our credit agreement contains
negative covenants limiting, among other things, additional indebtedness, transactions with
affiliates, additional liens, sales of assets, dividends, investments and advances, prepayments
of debt, mergers and acquisitions, and other matters customarily restricted in such agreements
and customary events of default, including payment defaults, breaches of representations and
warranties, covenant defaults, defaults under other material debt, events of bankruptcy and
insolvency, failure of any guaranty or security document supporting the senior credit
facilities to be in full force and effect, and a change of control of our business.
Borrowings under our senior credit facilities bear interest at our option of either (i) the
Alternate Base Rate (as such term is defined in the credit agreement) plus the applicable
margin of 1.75% to 2.25% or (ii) at a fixed rate for a period of one, two, three or six months
equal to LIBOR plus the applicable margin of 2.75% to 3.25%. The applicable margins with
respect to our senior credit facilities vary from time to time in accordance with agreed upon
pricing grids based on our consolidated total leverage ratio. Swing-line loans under our senior
credit facilities bear interest only at the Alternate Base Rate plus the applicable margin.
Interest on loans based upon the Alternate Base Rate are payable on the last day of each
calendar quarter in which such loan is outstanding. Interest on loans based on LIBOR are
payable on the last day of the applicable LIBOR period and, in the case of any LIBOR period
greater than three months in duration, interest shall be payable quarterly. In addition to
paying any outstanding principal amount under our senior credit facilities, we are required to
pay an unused facility fee to the lenders equal to 0.50% to 0.75% per annum on the aggregate
amount of the unused revolving credit facility, excluding swing-line loans, commencing on
October 26, 2010, payable quarterly in arrears. As of March 27, 2011, we had an outstanding
principal balance of approximately $40.5 million on our term loan facility and no outstanding
balance on our revolving credit facility.
Based on the Companys forecasts, management believes that the Company will be able to maintain
compliance with its applicable financial covenants in fiscal 2011. Management believes that
the cash flow from operating activities as well as available borrowings under its revolving
credit facility will be sufficient to meet the Companys liquidity needs.
OFF-BALANCE SHEET ARRANGEMENTS
As part of our on-going business, we do not participate in transactions that generate
relationships with unconsolidated entities or financial partnerships, such as entities referred
to as structured finance or variable interest entities (VIEs), which would have been
established for the purpose of facilitating off-balance sheet arrangements or other
contractually narrow or limited purposes. As of March 27, 2011, we are not involved in any VIE
transactions and do not otherwise have any off-balance sheet arrangements.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Estimates The preparation of the consolidated financial statements in conformity
with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses during the reporting
period. The Company bases its estimates on historical experience and on various assumptions
that are believed to be reasonable under the circumstances at the time. Actual amounts may
differ from those estimates.
Stock-Based Compensation The Company maintains equity compensation incentive plans including
nonqualified stock options and restricted stock grants.
The Company previously granted options pursuant to the Bravo Development, Inc. Option Plan, or
the 2006 Plan, which were granted with exercise prices equal to the fair value of the Companys
common shares at the date of grant. All compensation costs related to these options were
recorded in the fourth quarter of 2010.
Restricted stock granted under the Bravo Brio Restaurant Group, Inc. Stock Incentive Plan, or
the Stock Incentive Plan, is recorded at the fair value of the Companys shares on the average
of the high and low on the date immediately preceding the date of grant. The cost of employee
service is recognized as compensation expense over the period that an employee provides service
in exchange for the award, typically the vesting period. Pursuant to the Stock Incentive Plan,
the Company granted 451,800 restricted shares on October 26, 2010 which will vest, subject to
certain exceptions, over a four year period. The Company will record compensation expense
related to these shares over that period.
See Note 4 to our Consolidated Financial Statements in Part I, Item 1 of this report for
further discussion on stock options and restricted stock.
Recent Accounting Pronouncements We reviewed all significant newly issued
accounting pronouncements and concluded that they either are not applicable to our operations
or that no material effect is expected on our financial statements as a result of future
adoption.
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Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
Interest Rate Risk
We are subject to interest rate risk in connection with our long term debt. Our principal
interest rate exposure relates to the loans outstanding under our senior credit facilities,
which are payable at variable rates.
At March 27, 2011, we had $40.5 million in debt outstanding under our term loan facility. Each
eighth point change in interest rates on the variable rate portion of debt under our senior
credit facilities would result in a $51,000 annual change in our interest expense.
Commodity Price Risk
We are exposed to market price fluctuation in beef, seafood, produce and other food product
prices. Given the historical volatility of beef, seafood, produce and other food product
prices, these fluctuations can materially impact our food and beverage costs. While we have
taken steps to qualify multiple suppliers and enter into agreements for some of the commodities
used in our restaurant operations, there can be no assurance that future supplies and costs for
such commodities will not fluctuate due to weather and other market conditions outside of our
control. We currently do not contract for any of our seafood and we are unable to contract for
some of our commodities such as certain produce items for periods longer than one week.
Consequently, such commodities can be subject to unforeseen supply and cost fluctuations. Dairy
costs can also fluctuate due to government regulation. Because we typically set our menu prices
in advance of our food product prices, we cannot immediately take into account changing costs
of food items. To the extent that we are unable to pass the increased costs on to our guests
through price increases, our results of operations would be adversely affected. We do not use
financial instruments to hedge our risk to market price fluctuations in beef, seafood, produce
and other food product prices at this time.
Item 4. | Controls and Procedures |
Evaluation of Disclosure Controls and Procedure
We carried out an evaluation, under the supervision and with the participation of our principal
executive officer and principal financial officer, of the effectiveness of the design and
operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the
Securities Exchange Act of 1934) as of the end of the period covered in this report. Based on
this evaluation, our principal executive officer and principal financial officer concluded that
our disclosure controls and procedures, including the accumulation and communication of
disclosure to our principal executive officer and principal financial officer as appropriate to
allow timely decisions regarding disclosure, are effective to provide reasonable assurance that
material information required to be included in our periodic SEC reports is recorded,
processed, summarized and reported within the time periods specified in the relevant SEC rules
and forms.
The design of any system of control is based upon certain assumptions about the likelihood of
future events, and there can be no assurance that any design will succeed in achieving its
stated objectives under all future events, no matter how remote, or that the degree of
compliance with the policies or procedures may not deteriorate. Because of its inherent
limitations, disclosure controls and procedures may not prevent or detect all misstatements.
Accordingly, even effective disclosure controls and procedures can only provide reasonable
assurance of achieving their control objectives.
Changes in Internal Control over Financial Reporting
There have been no changes in the Companys internal control over financial reporting (as such
term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934)
that occurred during the Companys most recent fiscal quarter that have materially affected, or
are reasonably likely to materially affect, the Companys internal control over financial
reporting.
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PART II Other Information
ITEM 1. | LEGAL PROCEEDINGS |
Occasionally we are a party to various legal actions arising in the ordinary course of our
business including claims resulting from slip and fall accidents, employment related claims
and claims from guests or employees alleging illness, injury or other food quality, health or
operational concerns. None of these types of litigation, most of which are covered by
insurance, has had a material effect on us, and as of the date of this report, we are not a
party to any material pending legal proceedings and are not aware of any claims that could have
a materially adverse effect on our financial position, results of operations, or cash flows.
ITEM 1A. | RISK FACTORS |
There have been no material changes from our risk factors as previously reported in our 2010
Annual Report on Form 10-K.
ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
None.
ITEM 3. | DEFAULTS UPON SENIOR SECURITIES |
None.
ITEM 4. | [REMOVED AND RESERVED] |
ITEM 5. | OTHER INFORMATION |
None.
ITEM 6. | EXHIBITS |
The following exhibits are filed or furnished with this Quarterly Report:
EXHIBIT INDEX
Exhibit | ||||
Number | Description | |||
31 | (a) | Certification of Principal Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
||
31 | (b) | Certification of Principal Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002. |
||
32 | (a) | Certification of Chief Executive Officer and the Chief
Financial Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 11, 2011
Bravo Brio Restaurant Group, Inc. |
||||
By: | /s/ Saed Mohseni | |||
Saed Mohseni | ||||
President, Chief Executive Officer and Director (Principal Executive Officer) |
||||
By: | /s/ James J. OConnor | |||
James J. OConnor | ||||
Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer) |
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