UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

Current Report

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):

February 26, 2008

 

Commission File Number:  0-21660

 

PAPA JOHN’S INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

61-1203323

(State or other jurisdiction of

 

(I.R.S. Employer Identification

incorporation or organization)

 

Number)

 

2002 Papa Johns Boulevard

Louisville, Kentucky  40299-2367

(Address of principal executive offices)

 

(502) 261-7272

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Section 2 — Financial Information

 

Item 2.02 Results of Operations and Financial Condition

 

On February 26, 2008, Papa John’s International, Inc. issued a press release discussing fourth quarter and full-year financial results, reaffirming the 2008 earnings guidance and announcing a refranchising initiative.

 

Section 9 — Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits

 

(d)         Exhibits

 

Exhibit Number

 

Description

 

 

 

99.1

 

Papa John’s International, Inc. press release dated February 26, 2008.

 

 

2



 

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.

 

PAPA JOHN’S INTERNATIONAL, INC.

 

(Registrant)

 

Date: February 26, 2008

 

/s/ J. David Flanery

 

 

J. David Flanery

 

 

Senior Vice President and

 

 

Chief Financial Officer

 

 

3


 

Exhibit 99.1

 

 

 

 

For more information, contact:

David Flanery

Chief Financial Officer

502-261-4753

 

PAPA JOHN’S REPORTS

FOURTH QUARTER AND FULL-YEAR 2007 EARNINGS

 

2008 Earnings Guidance Reaffirmed;

Refranchising Initiative Announced

 

Highlights

·                  Fourth quarter earnings per diluted share of $0.27 in 2007 vs. $0.59 in 2006.  Comparable fourth quarter results, excluding certain noted items (see table on page 3), are $0.52 in 2007 vs. $0.43 in 2006, an increase of 20.9%.

·                  Full-year earnings per diluted share of $1.09 in 2007 vs. $1.92 in 2006.  Comparable full-year results, excluding certain noted items (see table on page 3), are $1.66 in 2007 vs. $1.40 in 2006, an increase of 18.6%.

·      Full year income from continuing operations before income taxes, excluding the impact of consolidating BIBP, was relatively flat (2006 results benefited from an additional week of operations producing approximately $3.5 million of pre-tax operating income)

·                  Domestic system-wide comparable sales increases of 2.1% for the quarter and 0.4% for the year

·                  69 net Papa John’s worldwide openings during the quarter and 193 for all of 2007

·                  Earnings guidance for 2008 reaffirmed at a range of $1.68 to $1.76 per diluted share, excluding the impact of consolidating BIBP

·                  Domestic refranchising initiative announced, targeting a reduction in company-owned unit mix below 20% in the next few years

 

                                                Louisville, Kentucky (February 26, 2008) — Papa John’s International, Inc. (NASDAQ: PZZA) today announced revenues of $283.9 million for the fourth quarter of 2007, representing an increase of 2.2% from revenues of $277.9 million for the same period in 2006, including approximately $20.0 million for the additional week of

 

 



 

operations in 2006, as described below. Net income for the fourth quarter of 2007 was $7.7 million, or $0.27 per diluted share (including an after-tax loss of $8.0 million, or $0.28 per diluted share, from the consolidation of the results of the franchisee-owned cheese purchasing company, BIBP Commodities, Inc. (BIBP), a variable interest entity, and a gain of $1.0 million, or $0.03 per diluted share, from the finalization of certain income tax issues), compared to 2006 fourth quarter net income of $19.0 million, or $0.59 per diluted share (including an after-tax gain of $1.4 million, or $0.04 per diluted share, from the consolidation of BIBP, and a gain of $1.6 million, or $0.05 per diluted share, from the finalization of certain income tax issues). The fourth-quarter 2006 pre-tax income results also benefited approximately $3.5 million, or $0.07 per diluted share from the additional week of operations.

 

                Consolidated revenues for 2007 were $1.06 billion, representing an increase of 6.2% from 2006 revenues of $1.00 billion, including approximately $20.0 million for the additional week of operations in 2006. Net income for 2007 was $32.7 million, or $1.09 per diluted share (including a net loss of $20.5 million or $0.68 per diluted share, from the consolidation of BIBP and a gain of $3.4 million, or $0.11 per diluted share, from the finalization of certain income tax issues), compared to last year’s net income of $63.4 million, or $1.92 per diluted share (including an after-tax gain of $11.8 million, or $0.36 per diluted share, from the consolidation of BIBP and a gain of $2.5 million, or $0.08 per diluted share, from the finalization of certain income tax issues). The 2006 full-year results benefited approximately $3.5 million, or $0.07 per diluted share, from the additional week of operations.

 

                The company follows a fiscal year ending on the last Sunday of December, generally consisting of 52 weeks made up of four 13-week quarters, which are in turn made up of two four-week periods followed by one five-week period. In 2006, the company’s fiscal year consisted of 53 weeks, with the additional week added to the fourth quarter (14 weeks) results. The additional week resulted in additional revenues of approximately $20.0 million and additional pre-tax income of approximately $3.5 million, or $0.07 per diluted share, for both the fourth quarter and full year of 2006.

 

 

2



 

The following tables summarize the above-mentioned items impacting 2007 net income and earnings per diluted share, as compared to the same periods presented for the prior year:

 

 

 

Fourth Quarter

 

Full Year

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

Net Income, as reported

 

$

7,744

 

$

18,999

 

$

32,735

 

$

63,375

 

 

 

 

 

 

 

 

 

 

 

Impact of discontinued operations

 

 

 

 

(389

)

Loss (Gain) from BIBP cheese purchasing entity

 

8,021

 

(1,432

)

20,525

 

(11,844

)

Impact of 53rd week of operations

 

 

(2,205

)

 

(2,205

)

(Gain) from finalization of certain income tax issues

 

(993

)

(1,575

)

(3,408

)

(2,525

)

 

 

 

 

 

 

 

 

 

 

Net Income, excluding noted items

 

$

14,772

 

$

13,787

 

$

49,852

 

$

46,412

 

 

 

 

 

 

Fourth Quarter

 

Full Year

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

Earnings per diluted share, as reported

 

$

0.27

 

$

0.59

 

$

1.09

 

$

1.92

 

 

 

 

 

 

 

 

 

 

 

Impact of discontinued operations

 

 

 

 

(0.01

)

Loss (Gain) from BIBP cheese purchasing entity

 

0.28

 

(0.04

)

0.68

 

(0.36

)

Impact of 53rd week of operations

 

 

(0.07

)

 

(0.07

)

(Gain) from finalization of certain income tax issues

 

(0.03

)

(0.05

)

(0.11

)

(0.08

)

 

 

 

 

 

 

 

 

 

 

Earnings per diluted share, excluding noted items

 

$

0.52

 

$

0.43

 

$

1.66

 

$

1.40

 

 

 

 

“We were very pleased with both our fourth quarter and full-year 2007 results,” commented Papa John’s president and chief executive officer, Nigel Travis.  “We were the only national pizza chain that reported positive comp sales and domestic restaurant growth in 2007. In addition, growing net income by 7.4% and EPS by 18.6% in a very difficult cost and competitive environment is a testament to the strength of our system and the power of our brand.  My congratulations to the entire Papa John’s system for this very strong performance.”

 

 

3



 

Revenues Comparison

 

                Consolidated revenues were $283.9 million for the fourth quarter of 2007, an increase of $6.0 million or 2.2%, over the corresponding 2006 period. The 2006 period included $20.0 million from the additional week of operations mentioned above. The increase in revenues for the fourth quarter of 2007, excluding the impact of the additional week of operations in 2006, was principally due to the following:

 

·                  Domestic company-owned restaurant revenues increased $8.1 million, reflecting the acquisition of 61 domestic restaurants during 2007.

·                  Franchising revenues increased $2.2 million, primarily due to the collection of $2.0 million of fees associated with the previously disclosed franchise renewal program, which was substantially completed during the fourth quarter.

·                  International revenues increased $2.4 million due to the acquisition of restaurants in Beijing, China in December 2006 and increased royalty revenues from additional franchised units.

·                  Other sales increased due to expanded commercial volumes at our print and promotions operations.

·                  The above-mentioned increases in revenue were partially offset by a decline in commissary revenues of $6.2 million associated with the impact of the previously mentioned additional week of operations in 2006.

 

For the full-year 2007, consolidated revenues increased $62.0 million, or 6.2%, principally due to the reasons mentioned above.

 

 

Operating Results and Cash Flow

 

Operating Results

 

Our pre-tax income from continuing operations for the fourth quarter of 2007 was $10.4 million, compared to $27.3 million for the corresponding period in 2006. For the full-year 2007, pre-tax income was $46.0 million, compared to $96.2 million for the corresponding period in 2006. Excluding the impact of the consolidation of BIBP, fourth- quarter 2007 pre-tax income from continuing operations was $22.7 million, a decrease of $2.7 million from the 2006 comparable period of $25.4 million, and pre-tax income for 2007 was $77.7 million, an increase of $567,000 over the 2006 comparable results of $77.2 million. As previously noted, the additional week of operations in 2006 added $3.5 million to the pre-tax income results for the fourth quarter and full year 2006.  An analysis of the changes in pre-tax income from continuing operations for the fourth quarter and full-year 2007, respectively (excluding the consolidation of BIBP), are summarized as follows (analyzed on a segment basis — see the Summary Financial Data table that follows for the reconciliation of segment income to consolidated income below):

 

 

4



 

·                  Domestic Company-owned Restaurant Segment. Domestic company-owned restaurants’ operating income decreased $4.0 million and $7.8 million for the three months and full year ended December 30, 2007, respectively. Approximately $1.6 illion of the decrease for both the quarter and full year was related to the 53rd week of operations in 2006. The remaining decline in operating income was primarily due to an increase in labor costs (including the impact of a federal minimum wage increase in July 2007 and certain other minimum wage increases in various states), increased commodity costs and other operating costs. In addition, the 2007 results include charges of $1.1 million and $1.5 million for the three months and full year ended December 30, 2007, respectively, associated with the closure or impairment of certain restaurants. The full-year 2007 results were favorably impacted by a $594,000 pre-tax gain associated with the termination of a lease agreement in the second quarter of 2007.

 

·                  Domestic Commissary Segment. Domestic commissaries’ operating income decreased approximately $2.4 million for the three months ended December 30, 2007 (a $1.2 million decrease excluding the $1.2 million impact of the 53rd week of operations in 2006) and increased $1.2 million for the full year (a $2.4 million increase excluding the $1.2 million impact of the 53rd week of operations in 2006), from the comparable 2006 periods. The decrease in operating results, excluding the impact of the 53rd week, for the three-month period ended December 30, 2007 is primarily due to a $600,000 contribution to the Papa John’s Marketing Fund and a reduction in margin resulting from increases in the cost of certain commodities that were not passed along to domestic restaurants. The full-year 2007 operating results increased approximately $2.4 million, excluding the impact of the 53rd week, as compared to 2006, primarily due to increased volumes of higher-margin fresh dough products and improved margins from other commodities.

 

·                  Domestic Franchising Segment. Domestic franchising operating income increased $1.1 million for the three months ended December 30, 2007 and was relatively flat for the full-year period. The 2006 operating results included $1.0 million of additional royalty revenue in 2006 for the 53rd week of operations. The fourth quarter 2007 results included the collection of $2.0 million in fees associated with our franchise renewal program. On a full-year basis, franchise royalty and development fees totaled $60.0 million in 2007, as compared to $59.0 million in 2006.  The increase in 2007 revenues was offset by an increase in costs with our field organization support staff in 2007 to improve the support of our domestic operations.

 

·                  International Segment. The international operating results, which exclude the Perfect Pizza operations in the United Kingdom which were sold in March 2006, reported operating losses of $2.4 million and $8.7 million for the three months and full year ended December 30, 2007, as compared to operating losses of $2.1 million and $8.9 million for the corresponding 2006 periods. The decline in operating results for the fourth quarter was principally due to the write-down of the

 

 

5



 

carrying value of one company-owned restaurant located in the United Kingdom.  On a full-year basis, increased current year revenues due to growth in number of units and unit volumes were substantially offset by increased personnel and infrastructure investment costs.  The 53rd week of operations in 2006 did not have a significant impact on this segment.

 

·                  All Others Segment. The “All others” reporting segment reported operating earnings of $2.3 million and $6.3 million for the three-month and full-year periods ended December 30, 2007, respectively, compared to $1.8 million and $5.6 million, respectively, in the same periods of the prior year. The increases of $471,000 and $720,000 in operating income were due to improved operating results at our print and promotions operations, reflecting an increase in our sales to commercial customers and improved operating results from our captive insurance subsidiary.  The full-year improvement was also impacted by improved operating results of our online operations. The 53rd week of operations in 2006 did not have a significant impact on this segment.

 

·                  Unallocated Corporate Segment. Unallocated corporate expenses decreased approximately $2.0 million and $6.1 million for the three-month and full-year periods ended December 30, 2007, respectively, as compared to the prior year periods, including approximately $300,000 of additional expenses related to the 53rd week of operations in 2006.

 

The decreases in both periods were due to the following:

 

 

 

Fourth Quarter

 

Full Year

 

 

 

 

 

 

 

Increase

 

 

 

 

 

Increase

 

 

 

Dec-07

 

Dec-06

 

(decrease)

 

Dec-07

 

Dec-06

 

(decrease)

 

General and administrative

 

$

1,929

 

$

6,177

 

$

(4,248

)

$

17,515

 

$

29,429

 

$

(11,914

)

Net interest

 

1,609

 

800

 

809

 

5,891

 

1,584

 

4,307

 

Depreciation

 

1,711

 

1,499

 

212

 

6,702

 

6,226

 

476

 

Other expenses

 

1,055

 

(125

)

1,180

 

1,346

 

284

 

1,062

 

 

 

$

6,304

 

$

8,351

 

$

(2,047

)

$

31,454

 

$

37,523

 

$

(6,069

)

 

 

The decreases in general and administrative costs were primarily due to lower management incentive costs (see further discussion below) and lower costs with our workers compensation, non-owned automobile and health self-insurance programs for the fourth quarter and full-year 2007 periods, as compared to the corresponding 2006 periods.

 

 

6


 


 

As previously noted, the primary reason for the decrease in the unallocated general and administrative expenses during 2007 was a reduction in management incentive costs.  The following table summarizes our recorded expense (income) associated with our management incentive programs (in thousands):

 

 

 

Fourth Quarter

 

Full Year

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

Equity compensation

 

$

1,145

 

$

1,519

 

$

4,883

 

$

4,707

 

Performance unit plan

 

(991

)

305

 

(1,198

)

2,503

 

Management incentive bonus plan

 

(600

)

935

 

2,711

 

6,474

 

Total expense (income)

 

$

(446

)

$

2,759

 

$

6,396

 

$

13,684

 

 

 

 

 

 

 

 

 

 

 

Decrease

 

 

 

$

(3,205

)

 

 

$

(7,288

)

 

The decrease in the executive performance unit incentive plan expense for the fourth quarter and full-year 2007 periods, as compared to the corresponding prior year periods, was due to a reduction in expected bonus payment, reflecting a decrease in the company’s stock price, the forfeiture of units associated with certain executive departures and the change in the Founder Chairman’s status from an employee director of the company to a non-employee director during 2007.

 

The annual management incentive bonus plan is based on the company’s annual operating income performance and certain sales measures as compared to pre-established targets. The decrease in the expense for the fourth quarter and full-year 2007 periods, as compared to the corresponding prior year periods, was primarily due to below-target sales and operating income for the full-year of 2007 and the transition of the Founder Chairman to a non-employee director status.

 

Net interest expense included in the unallocated corporate segment increased approximately $809,000 and $4.3 million for the fourth quarter and full-year 2007 periods, respectively, as compared to the corresponding 2006 periods, principally due to a higher average debt balance resulting from share repurchase activity under our share repurchase program and franchise restaurant acquisitions during the last twelve months.

 

Other expenses increased during the fourth quarter and full year 2007, as compared to corresponding 2006 periods, due to costs associated with the disposition and write-down of certain assets to fair value.

 

The company recorded reductions in its customary income tax expense of $1.0 million and $3.4 million for the three months and full year ended December 30, 2007, respectively, and reductions of $1.6 million and $2.5 million for the three months and full-year comparable periods in 2006, respectively, due to the finalization of certain income tax issues. The effective income tax rate was 28.9% for full year 2007, compared to 34.5% for the comparable period in 2006. Our tax rate for 2008 is estimated to be 36.0%.

 

 

7



 

Cash Flow

 

                Cash flow from continuing operations was $61.6 million for the full-year 2007 as compared to $85.2 million for the comparable period in 2006. The consolidation of BIBP decreased cash flow from operations by approximately $31.7 million in 2007 and increased cash flow from operations by $19.0 million in 2006. Excluding the impact of the consolidation of BIBP, cash flow from continuing operations was $93.3 million in 2007 as compared to $66.2 million in the corresponding 2006 period. The $27.1 million increase was primarily due to an increase in net income and an improvement in working capital including accounts receivable, inventories and accounts payable.

 

 

Form 10-K Filing

 

                See the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our annual Form 10-K filed with the Securities and Exchange Commission for additional information concerning our operating results and cash flow for the full year ended December 30, 2007.

 

 

Comparable Sales, System-wide Sales and Unit Count

 

                Domestic system-wide comparable sales for the fourth quarter of 2007 increased 2.1% (composed of a 2.0% increase at company-owned restaurants and a 2.2% increase at franchised restaurants). Domestic system-wide comparable sales for the full year 2007 increased 0.4% (composed of a 0.5% increase at company-owned restaurants and a 0.3% increase at franchised restaurants). The comparable sales percentage represents the change in year-over-year sales for the same base of restaurants for the same calendar period.

 

Worldwide system sales decreased 0.6% to $559.2 million for the fourth quarter of 2007 and increased 2.4% to $2.15 billion for the full-year 2007, as compared to the comparable periods of the prior year. The worldwide system sales for 2006 included an additional week of operations, accounting for an additional $40.0 million in sales.

 

 

8



 

The following table summarizes system-wide sales for the three- and twelve-months ended December 30, 2007 and December 31, 2006, on an actual U.S. dollar basis (dollars in thousands):

 

 

 

Three Months Ended

 

Year Ended

 

 

 

 

 

 

 

Percentage

 

 

 

 

 

Percentage

 

 

 

Dec. 30,

 

Dec. 31,

 

Increase

 

Dec. 30,

 

Dec. 31,

 

Increase

 

 

 

2007

 

2006 (1)

 

(Decrease)

 

2007

 

2006 (1)

 

(Decrease)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

 

 

 

 

Company-owned

 

$

136,043

 

$

127,981

 

6.3

%

$

504,330

 

$

447,938

 

12.6

%

Franchised

 

371,845

 

394,186

 

(5.7

%)

1,464,928

 

1,510,465

 

(3.0

%)

Total Domestic

 

507,888

 

522,167

 

(2.7

%)

1,969,258

 

1,958,403

 

0.6

%

International

 

51,271

 

40,280

 

27.3

%

180,194

 

140,673

 

28.1

%

Total System-wide Sales

 

$

559,159

 

$

562,447

 

(0.6

%)

$

2,149,452

 

$

2,099,076

 

2.4

%


(1) The 2006 fourth quarter and full year results include an extra week of operations, which added approximately $40.0 million of sales.

 

During the fourth quarter of 2007, 49 domestic restaurants (five company-owned and 44 franchised) were opened. Additionally, 38 international restaurants (three company-owned and 35 franchised) were opened, while 16 domestic and two international franchised restaurants were closed, resulting in 69 net openings worldwide for the quarter. There were 193 net openings worldwide in 2007. Our total domestic development pipeline as of December 30, 2007 included approximately 300 restaurants scheduled to open over the next nine years.

 

At December 30, 2007, there were 3,208 Papa John’s restaurants (662 company-owned and 2,546 franchised) operating in all 50 states and 28 countries. The company-owned unit count includes 128 restaurants operated in majority-owned domestic joint venture arrangements, the operating results of which are fully consolidated into the company’s results.

 

 

Refranchising Initiative

 

The company announced the implementation of a formal refranchising initiative, the goal of which is to increase the percentage of franchised units in the domestic restaurant portfolio over time. The company believes shifting the domestic restaurant portfolio mix more toward franchised units will improve the absolute level and consistency of operating margin percentage and be more consistent with the trend in franchise business models in the domestic restaurant category.

 

Of the total 2,760 domestic units open as of December 30, 2007, 648 or 23.5% were company-owned (including 128 units owned in joint venture arrangements with franchisees in which the company has a majority ownership position). The company believes that through a combination of net openings more heavily weighted toward

 

 

9



 

franchise units and the selective refranchising of certain company-owned markets, the percentage of company-owned units can be decreased below 20% in the next few years. Any refranchising activities completed during 2008 are not expected to have a significant impact on 2008 operating income and the net proceeds of any such sales are expected to support the share repurchase program previously announced.

 

 

Franchise Agreement Renewals Update

 

During the fourth quarter of 2007, approximately 75% of our domestic franchisees renewed their franchise agreements for an additional 10-year period. In connection with the renewals, we collected approximately $2.0 million in renewal fee income in the fourth quarter of 2007.  A substantial portion of the remaining franchisees renewed franchise agreements under this program subsequent to year-end. The royalty rate increased one-quarter percent, to 4.25%, as part of the agreement to increase the royalty to 5.0% by 2011, under the new standard franchise agreement effective in January 2008.

 

 

International Update

 

A total of 38 restaurants were opened in international markets during the fourth quarter of 2007, of which 12 were located in our fastest-growing markets, Korea and China. As of December 30, 2007, the company had a total of 448 corporate and franchised restaurants operating internationally, of which 141 were located in Korea and China. Our total international development pipeline as of December 30, 2007 included approximately 900 restaurants scheduled to open over the next ten years.

 

At the end of 2007, we had over 100 restaurants operating in the United Kingdom and Ireland. During the first half of 2008, we plan to open our 100th restaurant in China. In 2008, we plan to open our first franchise restaurant in each of Poland, Turkey and Jordan.

 

 

Share Repurchase Activity

 

The company repurchased approximately 471,000 shares of its common stock at an average price of $23.21 per share, or a total of $10.9 million, during the fourth quarter of 2007, and 2.7 million shares of its common stock at an average price of $27.15 per share, or a total of $72.9 million, during 2007. Subsequent to year-end, through February 19, 2008, the company repurchased an additional $2.3 million of common stock (104,000 shares at an average price of $21.74 per share). A total of 91,000 and 765,000 shares of common stock were issued upon the exercise of stock options for the fourth quarter and full-year ended December 30, 2007, respectively.

 

 

10



 

There were 29.0 million diluted weighted average shares outstanding for the fourth quarter of 2007 as compared to 32.2 million for the same period in 2006. Approximately 28.8 million actual shares of the company’s common stock were outstanding as of December 30, 2007. The company’s board of directors has authorized the repurchase of an additional $50.0 million of common stock through December 28, 2008. At February 19, 2008, $47.7 million remains available for repurchase under this authorization.

 

The company’s share repurchase activity increased earnings per diluted share from continuing operations, excluding the impact of the consolidation of BIBP, by $0.03 and $0.09 for the fourth quarter and full-year 2007 periods, respectively.

 

 

2008 Earnings Guidance Reaffirmed

 

                The company reaffirms its previously announced 2008 earnings per diluted share guidance in the range of $1.68 to $1.76 for the year. The comparable base earnings results for 2007 were $1.66 per diluted share. The projected earnings guidance excludes any impact from the consolidation of the results of BIBP. The 2008 guidance was not adjusted upward in response to favorable actual results in the fourth quarter of 2007 due to both the nature of the favorable results in the fourth quarter of 2007 and the continued expectations of commodity price pressures throughout 2008, especially wheat and cheese.

 

 

Forward-Looking Statements

 

Certain information contained in this annual report, particularly information regarding future financial performance and plans and objectives of management, is forward-looking. Certain factors could cause actual results to differ materially from those expressed in forward-looking statements. These factors include, but are not limited to: the uncertainties associated with litigation; changes in pricing or other marketing or promotional strategies by competitors which may adversely affect sales; new product and concept developments by food industry competitors; the ability of the Company and its franchisees to meet planned growth targets and operate new and existing restaurants profitably; general economic conditions; increases in or sustained high cost levels of food ingredients and other commodities, paper, utilities, fuel, employee compensation and benefits, insurance and similar costs; the ability to obtain ingredients from alternative suppliers, if needed; health- or disease-related disruptions or consumer concerns about commodities supplies; the selection and availability of suitable restaurant locations; negotiation of suitable lease or financing terms; constraints on permitting and construction of restaurants; local governmental agencies’ restrictions on the sale of certain food products; higher-than-anticipated construction costs; the hiring, training and retention of management and other personnel; changes in consumer taste, demographic trends, traffic patterns and the type, number and location of competing restaurants; franchisee relations; the possibility of impairment charges if PJUK or recently acquired

 

 

11



 

restaurants perform below our expectations; our PJUK operations remain contingently liable for payment under 74 lease arrangements with a total value of $10.3 million associated with the sold Perfect Pizza operations; federal and state laws governing such matters as wages, benefits, working conditions, citizenship requirements and overtime, including legislation to further increase the federal and state minimum wage; and labor shortages in various markets resulting in higher required wage rates. In recent months, the credit markets have experienced instability.  Our franchisees may experience difficulty in obtaining adequate financing and thus our growth strategy and franchise revenues may be adversely affected.  The above factors might be especially harmful to the financial viability of franchisees or Company-owned operations in under-penetrated or emerging markets, leading to greater unit closings than anticipated. Increases in projected claims losses for the Company’s self-insured coverage or within the captive franchise insurance program could have a significant impact on our operating results. Additionally, domestic franchisees are only required to purchase seasoned sauce and dough from our quality control centers (“QC Centers”) and changes in purchasing practices by domestic franchisees could adversely affect the financial results of our QC Centers.  Our international operations are subject to additional factors, including political and health conditions in the countries in which the Company or its franchisees operate; currency regulations and fluctuations; differing business and social cultures and consumer preferences; diverse government regulations and structures; ability to source high-quality ingredients and other commodities in a cost-effective manner; and differing interpretation of the obligations established in franchise agreements with international franchisees.

 

 

Conference Call

 

                A conference call is scheduled for February 27, 2008 at 10:00 EST to review fourth quarter and full-year earnings results. The call can be accessed from the company’s web page at www.papajohns.com in a listen-only mode, or dial 800-487-2662 (pass code 32138619) for participation in the question and answer session. International participants may dial 706-679-8452 (pass code 32138619).

 

                The conference call will be available for replay, including downloadable podcast, beginning February 27, 2008, at approximately noon through March 5, 2008, at midnight EST. The replay can be accessed from the company’s web page at www.papajohns.com or by dialing 800-642-1687 (pass code 32138619). International participants may dial 706-645-9291 (pass code 32138619).

 

 

12


 


 

Summary Financial Data

Papa John’s International, Inc.

(Unaudited)

 

 

 

Three Months Ended

 

Year Ended

 

(In thousands, except per share amounts)

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

283,940

 

$

277,923

 

$

1,063,595

 

$

1,001,557

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes*

 

$

10,366

 

$

27,344

 

$

46,028

 

$

96,157

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

7,744

 

$

18,999

 

$

32,735

 

$

63,375

 

 

 

 

 

 

 

 

 

 

 

Earnings per share - assuming dilution

 

$

0.27

 

$

0.59

 

$

1.09

 

$

1.92

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - assuming dilution

 

28,985

 

32,230

 

30,017

 

33,046

 

 

 

 

 

 

 

 

 

 

 

EBITDA (2)

 

$

20,677

 

$

35,191

 

$

83,913

 

$

125,163

 


*The following is a summary of our income (loss) from continuing operations before income taxes:

 

 

 

Three Months Ended

 

Year Ended

 

 

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

 

 

 

 

 

 

 

 

 

 

Domestic company-owned restaurants

 

$

6,164

 

$

10,164

 

$

25,407

 

$

33,176

 

Domestic commissaries

 

8,255

 

10,667

 

35,847

 

34,690

 

Domestic franchising

 

14,729

 

13,662

 

51,466

 

51,543

 

International

 

(2,360

)

(2,111

)

(8,734

)

(8,874

)

All others

 

2,303

 

1,832

 

6,348

 

5,628

 

Unallocated corporate expenses

 

(6,304

)

(8,351

)

(31,454

)

(37,523

)

Elimination of intersegment profits

 

(82

)

(479

)

(1,143

)

(1,470

)

Income from continuing operations before income taxes, exluding VIEs

 

22,705

 

25,384

 

77,737

 

77,170

 

VIEs, primarily BIBP (3)

 

(12,339

)

1,960

 

(31,709

)

18,987

 

Total income from continuing operations before income taxes

 

$

10,366

 

$

27,344

 

$

46,028

 

$

96,157

 

 

 

13



 

Summary Financial Data (continued)

Papa John’s International, Inc.

(Unaudited)

 

The following is a reconciliation of EBITDA to net income:

 

 

 

Three Months Ended

 

Year Ended

 

 

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

Dec. 30,
2007

 

Dec. 31,
2006 (1)

 

 

 

 

 

 

 

 

 

 

 

EBITDA (2)

 

$

20,677

 

$

35,191

 

$

83,913

 

$

125,163

 

Income tax expense

 

(2,622

)

(8,345

)

(13,293

)

(33,171

)

Net interest

 

(1,840

)

(477

)

(6,019

)

(1,798

)

Depreciation and amortization

 

(8,471

)

(7,370

)

(31,866

)

(27,208

)

Income from discontinued operations, net of tax

 

 

 

 

389

 

Net income

 

$

7,744

 

$

18,999

 

$

32,735

 

$

63,375

 


(1)                                  The three-month and full-year periods in 2006 include one additional week of operations which produced $20.0 million in additional consolidated revenues and $3.5 million in additional income from continuing operations before income taxes.

 

(2)                                  Management considers EBITDA to be a meaningful indicator of operating performance from continuing operations before depreciation, amortization, net interest and income taxes. EBITDA provides us with an understanding of one aspect of earnings before the impact of investing and financing transactions and income taxes. While EBITDA should not be construed as a substitute for net income or a better indicator of liquidity than cash flows from operating activities, which are determined in accordance with accounting principles generally accepted in the United States (GAAP), it is included herein to provide additional information with respect to the ability of the company to meet its future debt service, capital expenditure and working capital requirements. EBITDA is not necessarily a measure of the company’s ability to fund its cash needs and it excludes components that are significant in understanding and assessing our results of operations and cash flows. In addition, EBITDA is not a term defined by GAAP and as a result our measure of EBITDA might not be comparable to similarly titled measures used by other companies. The above EBITDA calculation includes the operating results of BIBP Commodities, Inc., a variable interest entity.

 

(3)                                  BIBP incurred an operating loss of $31.7 million in 2007, which was composed of losses associated with cheese sold to domestic company-owned restaurants and franchise restaurants of $8.0 million and $22.9 million, respectively. The remainder of the 2007 loss was primarily composed of interest expense on outstanding debt with a third-party bank and Papa John’s. For 2006, BIBP reported operating income of $19.0 million, which was composed of income associated with cheese sold to domestic company-owned restaurants and franchise restaurants of $4.6 million and $15.2 million, respectively. The 2006 income from the sale of cheese was partially offset by interest expense on outstanding debt.

 

*   *   *   *

 

 

For more information about the company, please visit www.papajohns.com.

 

 

14



 

Papa John’s International, Inc. and Subsidiaries

Consolidated Statements of Income

 

 

 

Three Months Ended

 

Year Ended

 

 

 

December 30, 2007

 

December 31, 2006

 

December 30, 2007

 

December 31, 2006

 

(In thousands, except per share amounts)

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Company-owned restaurant sales

 

$

136,043

 

$

127,981

 

$

504,330

 

$

447,938

 

Variable interest entities restaurant sales

 

1,980

 

1,402

 

7,131

 

7,859

 

Franchise royalties

 

13,927

 

14,986

 

55,283

 

56,374

 

Franchise and development fees

 

2,853

 

624

 

4,758

 

2,597

 

Commissary sales

 

104,923

 

111,143

 

399,099

 

413,075

 

Other sales

 

14,979

 

14,904

 

61,820

 

50,505

 

International:

 

 

 

 

 

 

 

 

 

Royalties and franchise and development fees

 

3,129

 

2,349

 

10,314

 

7,551

 

Restaurant and commissary sales

 

6,106

 

4,534

 

20,860

 

15,658

 

Total revenues

 

283,940

 

277,923

 

1,063,595

 

1,001,557

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Domestic Company-owned restaurant expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

32,906

 

26,474

 

112,773

 

88,311

 

Salaries and benefits

 

40,802

 

36,902

 

152,043

 

131,946

 

Advertising and related costs

 

12,061

 

11,881

 

47,121

 

41,279

 

Occupancy costs

 

8,405

 

7,510

 

31,866

 

27,245

 

Other operating expenses

 

18,326

 

16,667

 

68,460

 

58,824

 

Total domestic Company-owned restaurant expenses

 

112,500

 

99,434

 

412,263

 

347,605

 

 

 

 

 

 

 

 

 

 

 

Variable interest entities restaurant expenses

 

1,721

 

1,265

 

6,018

 

6,708

 

 

 

 

 

 

 

 

 

 

 

Domestic commissary and other expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

88,438

 

91,293

 

332,163

 

336,659

 

Salaries and benefits

 

8,126

 

9,056

 

34,622

 

32,363

 

Other operating expenses

 

10,706

 

11,182

 

43,766

 

45,153

 

Total domestic commissary and other expenses

 

107,270

 

111,531

 

410,551

 

414,175

 

 

 

 

 

 

 

 

 

 

 

Loss (income) from the franchise cheese-purchasing program, net of minority interest

 

8,821

 

(1,145

)

22,853

 

(15,247

)

International operating expenses

 

5,697

 

4,582

 

18,718

 

15,824

 

General and administrative expenses

 

23,437

 

25,863

 

101,340

 

102,920

 

Minority interests and other general expenses

 

3,817

 

1,202

 

7,939

 

4,409

 

Depreciation and amortization

 

8,471

 

7,370

 

31,866

 

27,208

 

Total costs and expenses

 

271,734

 

250,102

 

1,011,548

 

903,602

 

 

 

 

 

 

 

 

 

 

 

Operating income from continuing operations

 

12,206

 

27,821

 

52,047

 

97,955

 

Net interest

 

(1,840

)

(477

)

(6,019

)

(1,798

)

Income from continuing operations before income taxes

 

10,366

 

27,344

 

46,028

 

96,157

 

Income tax expense

 

2,622

 

8,345

 

13,293

 

33,171

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

7,744

 

18,999

 

32,735

 

62,986

 

Income from discontinued operations, net of tax

 

 

 

 

389

 

Net income

 

$

7,744

 

$

18,999

 

$

32,735

 

$

63,375

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per common share:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.27

 

$

0.60

 

$

1.10

 

$

1.95

 

Income from discontinued operations, net of tax

 

 

 

 

0.01

 

Basic earnings per common share

 

$

0.27

 

$

0.60

 

$

1.10

 

$

1.96

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share - assuming dilution:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.27

 

$

0.59

 

$

1.09

 

$

1.91

 

Income from discontinued operations, net of tax

 

 

 

 

0.01

 

Earnings per common share - assuming dilution

 

$

0.27

 

$

0.59

 

$

1.09

 

$

1.92

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average shares outstanding

 

28,837

 

31,631

 

29,666

 

32,312

 

Diluted weighted average shares outstanding

 

28,985

 

32,230

 

30,017

 

33,046

 

 

Note: The statements of income for the years ended December 30, 2007 and December 31, 2006 have been derived from the audited consolidated financial statements at those dates, but do not include all information and footnotes required by generally accepted accounting principles for a complete set of financial statements.  The three-month and full-year periods in 2006 include one additional week of operations.

 

 

15



 

Papa John’s International, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

 

 

 

December 30,
2007
(Note)

 

December 31,
2006
(Note)

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

8,877

 

$

12,979

 

Accounts receivable

 

22,539

 

23,326

 

Inventories

 

18,806

 

26,729

 

Prepaid expenses

 

10,711

 

7,779

 

Other current assets

 

5,581

 

7,368

 

Deferred income taxes

 

7,147

 

6,362

 

Total current assets

 

73,661

 

84,543

 

 

 

 

 

 

 

Investments

 

825

 

1,254

 

Net property and equipment

 

198,957

 

197,722

 

Notes receivable

 

11,804

 

12,104

 

Deferred income taxes

 

12,384

 

1,643

 

Goodwill

 

86,505

 

67,357

 

Other assets

 

17,681

 

15,016

 

Total assets

 

$

401,817

 

$

379,639

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

31,157

 

$

29,202

 

Income and other taxes

 

10,866

 

15,136

 

Accrued expenses

 

56,466

 

57,233

 

Current portion of debt

 

8,700

 

525

 

Total current liabilities

 

107,189

 

102,096

 

 

 

 

 

 

 

Unearned franchise and development fees

 

6,284

 

7,562

 

Long-term debt, net of current portion

 

134,006

 

96,511

 

Other long-term liabilities

 

27,435

 

27,302

 

Total liabilities

 

274,914

 

233,471

 

 

 

 

 

 

 

Total stockholders’ equity

 

126,903

 

146,168

 

Total liabilities and stockholders’ equity

 

$

401,817

 

$

379,639

 

 

 

Note: The balance sheets at December 30, 2007 and December 31, 2006 have been derived from the audited consolidated financial statements at those dates, but do not include all information and footnotes required by generally accepted accounting principles for a complete set of financial statements.

 

 

16


 


 

Papa John’s International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

 

 

 

Year Ended

 

(In thousands)

 

December 30, 2007

 

December 31, 2006

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

Net income

 

$

32,735

 

$

63,375

 

Income from discontinued operations (net of income taxes)

 

 

(389

)

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Restaurant closure, impairment and disposition losses (gains)

 

1,444

 

(260

)

Provision for uncollectible accounts and notes receivable

 

1,718

 

3,445

 

Depreciation and amortization

 

31,866

 

27,208

 

Deferred income taxes

 

(10,779

)

3,191

 

Stock-based compensation expense

 

4,883

 

4,707

 

Excess tax benefit related to exercise of non-qualified stock options

 

(3,325

)

(6,533

)

Other

 

5,927

 

5,158

 

Changes in operating assets and liabilities, net of acquisitions:

 

 

 

 

 

Accounts receivable

 

(183

)

(6,020

)

Inventories

 

7,915

 

(583

)

Prepaid expenses

 

(3,402

)

(2,148

)

Other current assets

 

2,468

 

(630

)

Other assets and liabilities

 

(7,092

)

(7,211

)

Accounts payable

 

1,893

 

(2,168

)

Income and other taxes

 

(3,656

)

(1,726

)

Accrued expenses

 

457

 

5,465

 

Unearned franchise and development fees

 

(1,278

)

306

 

Net cash provided by operating activities from continuing operations

 

61,591

 

85,187

 

Operating cash flows from discontinued operations

 

 

414

 

Net cash provided by operating activities

 

61,591

 

85,601

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Purchase of property and equipment

 

(31,148

)

(39,352

)

Purchase of investments

 

(303

)

(2,014

)

Proceeds from sale or maturity of investments

 

731

 

6,983

 

Loans issued

 

(6,541

)

(6,181

)

Loan repayments

 

6,257

 

9,339

 

Acquisitions

 

(24,983

)

(31,943

)

Proceeds from divestitures of restaurants

 

632

 

1,300

 

Other

 

32

 

286

 

Net cash from continuing operations used in investing activities

 

(55,323

)

(61,582

)

Proceeds from divestiture of discontinued operations

 

 

8,020

 

Net cash used in investing activities

 

(55,323

)

(53,562

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Net proceeds from line of credit facility

 

37,500

 

47,500

 

Net proceeds (repayments) from short-term debt – variable interest entities

 

8,175

 

(5,575

)

Excess tax benefit related to exercise of non-qualified stock options

 

3,325

 

6,533

 

Proceeds from exercise of stock options

 

12,219

 

15,214

 

Acquisition of Company common stock

 

(72,871

)

(106,292

)

Other

 

1,035

 

1,293

 

Net cash used in financing activities

 

(10,617

)

(41,327

)

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

247

 

169

 

Change in cash and cash equivalents

 

(4,102

)

(9,119

)

Cash and cash equivalents at beginning of period

 

12,979

 

22,098

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

8,877

 

$

12,979

 

 

Note: The cash flows at December 30, 2007 and December 31, 2006 have been derived from the audited consolidated financial statements at those dates, but do not include all information and footnotes required by generally accepted accounting principles for a complete set of financial statements.  The full-year period in 2006 includes one additional week of operations.

 

 

17



 

Restaurant Progression

Papa John’s International, Inc.

 

 

 

Fourth Quarter Ended December 30, 2007

 

 

 

Corporate

 

Franchised

 

 

 

 

 

Domestic

 

Int’l

 

Domestic

 

Int’l

 

Total

 

Papa John’s restaurants

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

649

 

11

 

2,078

 

401

 

3,139

 

Opened

 

5

 

3

 

44

 

35

 

87

 

Closed

 

(6

)

 

(10

)

(2

)

(18

)

Acquired

 

 

 

 

 

 

Sold

 

 

 

 

 

 

End of Period

 

648

 

14

 

2,112

 

434

 

3,208

 

 

 

 

 

 

Fourth Quarter Ended December 31, 2006

 

 

 

Corporate

 

Franchised

 

 

 

 

 

Domestic

 

Int’l

 

Domestic

 

Int’l

 

Total

 

Papa John’s restaurants

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

558

 

6

 

2,086

 

328

 

2,978

 

Opened

 

8

 

 

23

 

29

 

60

 

Closed

 

 

 

(18

)

(5

)

(23

)

Acquired

 

11

 

5

 

 

 

16

 

Sold

 

 

 

(11

)

(5

)

(16

)

End of Period

 

577

 

11

 

2,080

 

347

 

3,015

 

 

 

18



 

Restaurant Progression

Papa John’s International, Inc.

 

 

 

Year Ended December 30, 2007

 

 

 

Corporate

 

Franchised

 

 

 

 

 

Domestic

 

Int’l

 

Domestic

 

Int’l

 

Total

 

Papa John’s restaurants

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

577

 

11

 

2,080

 

347

 

3,015

 

Opened

 

20

 

4

 

140

 

99

 

263

 

Closed

 

(9

)

 

(48

)

(13

)

(70

)

Acquired

 

61

 

2

 

1

 

3

 

67

 

Sold

 

(1

)

(3

)

(61

)

(2

)

(67

)

End of Period

 

648

 

14

 

2,112

 

434

 

3,208

 

 

 

 

 

 

Year Ended December 31, 2006

 

 

 

Corporate

 

Franchised

 

 

 

 

 

Domestic

 

Int’l

 

Domestic

 

Int’l

 

Total

 

Papa John’s restaurants

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

502

 

2

 

2,097

 

325

 

2,926

 

Opened

 

19

 

1

 

105

 

86

 

211

 

Closed

 

(1

)

 

(65

)

(56

)

(122

)

Acquired

 

57

 

8

 

 

 

65

 

Sold

 

 

 

(57

)

(8

)

(65

)

End of Period

 

577

 

11

 

2,080

 

347

 

3,015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate

 

Franchised

 

 

 

 

 

Domestic

 

Int’l

 

Domestic

 

Int’l

 

Total

 

Perfect Pizza restaurants

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

 

 

112

 

112

 

Closed

 

 

 

 

(3

)

(3

)

Sold

 

 

 

 

(109

)

(109

)

End of Period

 

 

 

 

 

 

 

 

Note:  The PJUK Perfect Pizza operations were sold in March 2006.

 

 

19