FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 29, 2003
CHECKERS DRIVE-IN RESTAURANTS, INC.
(Exact name of registrant as specified in charter)
DELAWARE 0-19649 58-1654960
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
4300 WEST CYPRESS STREET, SUITE 600, TAMPA FLORIDA 33607
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(813) 283-7000
Former name or former address (if changed since last report)
NOT APPLICABLE
Item 5. OTHER EVENTS.
On April 29, 2003, Checkers Drive-In Restaurants, Inc. issued a press release
regarding the resignation of Daniel J. Dorsch as CEO, President and as a
Director of the registrant, a copy of which is included as Exhibit 99.0 hereto.
On May 1, 2003, Checkers Drive-In Restaurants, Inc. issued a press release
naming Keith E. Sirois as Interim CEO and President, a copy of which is included
as Exhibit 99.1 hereto.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Description
99.0 Press Release, dated April 29, 2003, announcing the resignation
of Daniel J. Dorsch as CEO, President and Director
99.1 Press Release, dated May 1, 2003, announcing the appointment of
Interim President and CEO, Keith E. Sirois
99.2 Press Release, dated April 29, 2003, announcing financial
results for the first quarter ended March 24, 2003
99.3 Transcript from Conference Call on April 29, 2003
Exhibits 99.2 and 99.3 are furnished pursuant to Item 9 hereof and should not be
deemed to be filed under the Securities Exchange Act of 1934.
Item 9. REGULATION FD DISCLOSURE.
The information in this section is being furnished pursuant to Item 12 Results
of Operations and Financial Condition.
On April 29, 2003, Checkers Drive-In Restaurants, Inc. issued a press release
regarding its results of operations for the first quarter of 2003, a copy of
which is furnished as Exhibit 99.2 hereto.
A conference call was also held on April 29, 2003 discussing first quarter 2003
results of operations, a transcript of which is furnished as Exhibit 99.3. Each
of these exhibits is incorporated herein by reference.
In its first quarter 2003 earnings release (Exhibit 99.2) and conference call
(Exhibit 99.3), Checkers Drive-In Restaurants, Inc. (Checkers) uses the
following non-GAAP financial measures included as tables in the earnings release
to analyze its continuing operations and to monitor, assess and identify
meaningful trends in its operating and financial performance:
Restaurant EBITDA Free Cash Flow Adjusted Net Income
For purposes of Regulation G, a non-GAAP financial measure is a numerical
measure of a registrants historical or future financial performance, financial
position or cash flows that excludes amounts, or is subject to adjustments that
have the effect of excluding amounts, that are included in the most directly
comparable measure calculated and presented in accordance with GAAP in the
statement of income, balance sheet or statement of cash flows (or equivalent
statements) of the issuer; or includes amounts, or is subject to adjustments
that have the effect of including amounts, that are excluded from the most
directly comparable measure so calculated and presented. In this regard, GAAP
refers to generally accepted accounting principles in the United States.
Pursuant to the requirements of Regulation G, the Corporation has provided
reconciliations within the earnings release of the non-GAAP financial measures
to the most directly comparable GAAP financial measures.
CHECKERS DRIVE-IN RESTAURANTS, INC.
AND SUBSIDIARIES
RESTAURANT EBITDA
(Dollars in thousands)
(UNAUDITED)
Quarter Ended
March 24, March 25,
2003 2002
Operating income $ 3,722 $ 3,108
ADJUSTMENTS TO OPERATING INCOME:
Franchise royalty income (3,308) (3,322)
Franchise fees and other income (54) (4)
Restaurant depreciation and amortization 1,288 1,292
General and administrative expenses 3,189 2,989
Advertising 2,501 2,126
Bad debt expense 163 100
Non-cash compensation 23 23
Other depreciation and amortization 182 152
Restaurant retirement costs 14 375
Gain on sale of assets (176) (77)
Total adjustments 3,822 3,654
RESTAURANT EBITDA $ 7,544 $ 6,762
RESTAURANT SALES $ 39,719 $ 37,093
RESTAURANT EBITDA AS
A PERCENTAGE OF SALES 19.0% 18.2%
Restaurant EBITDA is presented in the earnings release because management
believes that it is of interest to its investors, as it is used by management to
evaluate Company-owned restaurants. Checkers defines restaurant EBITDA as
restaurant sales less restaurant food and paper costs, restaurant labor,
restaurant occupancy expenses and other restaurant operating expenses.
Restaurant EBITDA does not represent cash flow from operations, as defined by
generally accepted accounting principles in the United States. Restaurant EBITDA
should not be considered as a substitute for net income or loss, or as an
indicator of operating performance or whether cash flows will be sufficient to
fund cash needs.
CHECKERS DRIVE-IN RESTAURANTS, INC.
AND SUBSIDIARIES
FREE CASH FLOW
(Dollars in thousands)
(UNAUDITED)
Quarter Ended
March 24, 2003
Net income $ 3,219
Add:
Restaurant depreciation and amortization 1,288
Other depreciation and amortization 182
4,689
Subtract:
Capital expenditures 2,555
Development capital expenditures 2,117
Maintenance capex (438)
Free cash flow $ 4,251
Free cash flow is presented to provide investors and users of the consolidated
financial statements with additional insight into the operating results of the
Company. Management uses this information to estimate the availability of cash
for future needs. Checkers defines free cash flow as net income plus
depreciation and amortization, less maintenance capex (non-development capital
expenditures), such as expenditures to extend the life of any asset previously
owned.
Adjusted net income includes adjustments to GAAP net income to remove the impact
of non-cash charges and non-recurring revenue sources. These non-cash charges
represent depreciation and amortization, impairment charges, restaurant
retirement costs, losses from the sale of assets and losses from the early
extinguishment of debt. Non-recurring revenue sources represent gains from the
sale of assets and gains from the early extinguishment of debt, as well as
franchise fees and other income. As such, they are not frequent or recurring in
nature and will not impact Checkers results of operations going forward.
Management believes these non-GAAP financial measures assist management and
investors in evaluating, and comparing from period-to-period, Checkers results
from ongoing operations in a more meaningful and consistent manner while also
highlighting significant trends in the results of operations. In addition,
management uses adjusted net income for a variety of purposes, including
devising operating targets, evaluating actual performance against such targets
at the Company.
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 hereunto duly authorized.
CHECKERS DRIVE-IN RESTAURANTS, INC.
By: _________________________________
Name: Brian R. Doster
Title: Vice President, Corporate Counsel and Secretary
Dated: May 5, 2003