10-Q 1 bjri-20241001.htm 10-Q 10-Q
2024Q30001013488false--01-03P1YP1YP1Y30001013488bjri:StockOptionMarketBasedAndServiceBasedRestrictedStockUnitsMemberbjri:VestingPeriodTwoMember2024-01-032024-10-0100010134882023-01-030001013488bjri:CreditFacilityDebtInstrumentMember2020-12-302021-12-280001013488us-gaap:RetainedEarningsMember2023-07-040001013488us-gaap:RetainedEarningsMember2024-01-020001013488us-gaap:AdditionalPaidInCapitalMember2023-10-030001013488us-gaap:CommonStockMember2023-01-030001013488us-gaap:EmployeeStockOptionMember2024-01-032024-10-010001013488bjri:PerformanceBasedRestrictedStockUnitsMember2024-01-0200010134882024-10-010001013488bjri:BloombergShortTermBankYieldIndexRateMembersrt:MaximumMemberbjri:CreditFacilityDebtInstrumentMember2024-01-032024-10-0100010134882024-01-020001013488us-gaap:LetterOfCreditMember2021-12-280001013488us-gaap:CommonStockMember2023-07-0400010134882024-07-020001013488us-gaap:CommonStockMember2024-07-020001013488us-gaap:RetainedEarningsMember2023-01-030001013488us-gaap:AdditionalPaidInCapitalMember2024-01-020001013488srt:MaximumMemberbjri:CreditFacilityDebtInstrumentMember2020-12-302021-12-280001013488us-gaap:RetainedEarningsMember2024-07-020001013488bjri:CreditFacilityDebtInstrumentMember2023-01-042023-10-030001013488us-gaap:RestrictedStockUnitsRSUMember2024-10-010001013488us-gaap:GeneralAndAdministrativeExpenseMember2023-01-042023-10-030001013488bjri:MarketBasedAndPerformanceBasedRestrictedStockUnitsMember2024-01-032024-10-010001013488us-gaap:CommonStockMember2023-01-042023-10-0300010134882024-07-032024-10-010001013488bjri:CreditFacilityDebtInstrumentMember2024-10-010001013488bjri:EquityAwardsAndWarrantsMember2024-07-032024-10-010001013488us-gaap:AdditionalPaidInCapitalMember2023-01-042023-10-030001013488us-gaap:CommonStockMember2024-10-010001013488us-gaap:AdditionalPaidInCapitalMember2023-01-030001013488bjri:ServiceBasedRestrictedStockUnitsMember2024-01-032024-10-010001013488us-gaap:CommonStockMember2024-01-020001013488bjri:LaborAndBenefitsMember2023-01-042023-10-030001013488us-gaap:RetainedEarningsMember2023-01-042023-10-030001013488us-gaap:CommonStockMember2024-07-032024-10-010001013488bjri:LaborAndBenefitsMember2024-01-032024-10-010001013488srt:MinimumMemberbjri:ServiceBasedRestrictedStockUnitsMember2024-01-032024-10-010001013488us-gaap:CommonStockMember2023-10-030001013488bjri:ServiceBasedRestrictedStockUnitsMember2024-01-020001013488bjri:EquityAwardsAndWarrantsMember2024-01-032024-10-010001013488us-gaap:RetainedEarningsMember2024-07-032024-10-010001013488us-gaap:GeneralAndAdministrativeExpenseMember2023-07-042023-10-030001013488us-gaap:EmployeeStockOptionMember2024-10-010001013488us-gaap:GeneralAndAdministrativeExpenseMember2024-07-032024-10-0100010134882023-10-030001013488bjri:PerformanceBasedRestrictedStockUnitsMember2024-10-0100010134882023-07-052023-10-030001013488us-gaap:StateAndLocalJurisdictionMember2024-01-032024-10-010001013488bjri:EquityAwardsAndWarrantsMember2023-01-042023-10-030001013488us-gaap:RetainedEarningsMember2023-10-030001013488bjri:EquityAwardsAndWarrantsMember2023-07-052023-10-030001013488bjri:ServiceBasedRestrictedStockUnitsMembersrt:MaximumMember2024-01-032024-10-0100010134882024-11-010001013488us-gaap:AdditionalPaidInCapitalMember2024-01-032024-10-010001013488us-gaap:AdditionalPaidInCapitalMember2023-07-040001013488us-gaap:AdditionalPaidInCapitalMember2024-10-010001013488us-gaap:RetainedEarningsMember2024-01-032024-10-0100010134882023-07-040001013488us-gaap:RetainedEarningsMember2023-07-052023-10-030001013488us-gaap:AdditionalPaidInCapitalMember2023-07-052023-10-030001013488bjri:LaborAndBenefitsMember2024-07-032024-10-010001013488bjri:CreditFacilityDebtInstrumentMember2021-12-2800010134882023-01-042023-10-030001013488us-gaap:CommonStockMember2024-01-032024-10-010001013488us-gaap:AdditionalPaidInCapitalMember2024-07-020001013488us-gaap:GeneralAndAdministrativeExpenseMember2024-01-032024-10-010001013488bjri:ServiceBasedRestrictedStockUnitsMember2024-10-010001013488bjri:PerformanceBasedRestrictedStockUnitsMember2024-01-032024-10-0100010134882024-01-032024-10-010001013488bjri:StockOptionMarketBasedAndServiceBasedRestrictedStockUnitsMemberbjri:VestingPeriodOneMember2024-01-032024-10-010001013488bjri:CreditFacilityDebtInstrumentMember2024-01-032024-10-010001013488bjri:StockOptionMarketBasedAndServiceBasedRestrictedStockUnitsMemberbjri:VestingPeriodThreeMember2024-01-032024-10-010001013488us-gaap:DomesticCountryMember2024-01-032024-10-010001013488bjri:PurchasingCompanyOfAssetsMembersrt:MaximumMember2022-01-042023-01-030001013488us-gaap:AdditionalPaidInCapitalMember2024-07-032024-10-010001013488us-gaap:CommonStockMember2023-07-052023-10-030001013488bjri:BloombergShortTermBankYieldIndexRateMember2024-01-032024-10-010001013488bjri:LaborAndBenefitsMember2023-07-042023-10-030001013488us-gaap:AssetsMemberus-gaap:OtherCurrentAssetsMember2023-01-0300010134882023-07-042023-10-0300010134882024-02-290001013488us-gaap:RetainedEarningsMember2024-10-010001013488us-gaap:BaseRateMembersrt:MinimumMember2024-01-032024-10-01iso4217:USDxbrli:sharesxbrli:purexbrli:sharesiso4217:USD

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended October 1, 2024

 

OR

 

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 0-21423

BJ’S RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

 

California

33-0485615

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

 

7755 Center Avenue, Suite 300

Huntington Beach, California 92647

(714) 500-2400

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

 

Trading

Symbol

 

Name of each exchange on which registered

Common Stock, No Par Value

 

BJRI

 

NASDAQ Global Select Market

(Address, including zip code, and telephone number, including

area code, of registrant’s principal executive offices)

 

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 No

 

Indicate by check mark whether the registrant has submitted electronically every interactive data file required to be submitted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company, or an emerging growth company. See definition of “accelerated filer,” “large accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 

As of November 1, 2024, there were 22,816,526 shares of Common Stock of the Registrant outstanding.


 

BJ’S RESTAURANTS, INC.

TABLE OF CONTENTS

 

 

Page

PART I.

 

FINANCIAL INFORMATION

 

 

Item 1.

Consolidated Financial Statements

1

 

Consolidated Balance Sheets –
October 1, 2024 (Unaudited) and January 2, 2024

1

 

Unaudited Consolidated Statements of Operations –
Thirteen and Thirty-Nine Weeks Ended October 1, 2024 and October 3, 2023

2

 

Unaudited Consolidated Statements of Shareholders’ Equity –
Thirteen and Thirty-Nine Weeks Ended October 1, 2024 and October 3, 2023

3

 

Unaudited Consolidated Statements of Cash Flows –
Thirteen and Thirty-Nine Weeks Ended October 1, 2024 and October 3, 2023

4

 

Notes to Unaudited Consolidated Financial Statements

6

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

11

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

18

 

Item 4.

Controls and Procedures

18

 

Item 5.

 

Other Information

18

 

PART II.

 

OTHER INFORMATION

 

 

Item 1.

Legal Proceedings

19

 

Item 1A.

Risk Factors

19

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

19

 

Item 6.

Exhibits

20

 

 

SIGNATURES

21

 

 


 

PART I. FINANCIAL INFORMATION

 

Item 1. CONSOLIDATED FINANCIAL STATEMENTS

 

BJ’S RESTAURANTS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands)

 

 

 

October 1, 2024

 

 

January 2, 2024

 

 

 

(unaudited)

 

 

 

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

18,422

 

 

$

29,070

 

Accounts and other receivables, net

 

 

17,503

 

 

 

19,469

 

Inventories, net

 

 

12,938

 

 

 

13,245

 

Prepaid expenses and other current assets

 

 

15,605

 

 

 

21,237

 

Total current assets

 

 

64,468

 

 

 

83,021

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

528,125

 

 

 

525,190

 

Operating lease assets

 

 

341,332

 

 

 

350,091

 

Goodwill

 

 

4,673

 

 

 

4,673

 

Equity method investment

 

 

4,389

 

 

 

4,770

 

Deferred income taxes, net

 

 

55,105

 

 

 

50,147

 

Other assets, net

 

 

43,692

 

 

 

40,562

 

Total assets

 

$

1,041,784

 

 

$

1,058,454

 

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

47,658

 

 

$

60,641

 

Accrued expenses

 

 

102,626

 

 

 

101,295

 

Current operating lease obligations

 

 

32,856

 

 

 

37,389

 

Total current liabilities

 

 

183,140

 

 

 

199,325

 

 

 

 

 

 

 

 

Long-term operating lease obligations

 

 

401,696

 

 

 

414,114

 

Long-term debt

 

 

66,500

 

 

 

68,000

 

Other liabilities

 

 

14,273

 

 

 

11,254

 

Total liabilities

 

 

665,609

 

 

 

692,693

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

Preferred stock, 5,000 shares authorized, none issued or outstanding

 

 

 

 

 

 

Common stock, no par value, 125,000 shares authorized and 22,896 and 23,184 shares issued and outstanding as of October 1, 2024 and January 2, 2024, respectively

 

 

 

 

 

 

Capital surplus

 

 

71,652

 

 

 

77,036

 

Retained earnings

 

 

304,523

 

 

 

288,725

 

Total shareholders’ equity

 

 

376,175

 

 

 

365,761

 

Total liabilities and shareholders’ equity

 

$

1,041,784

 

 

$

1,058,454

 

 

See accompanying notes to unaudited consolidated financial statements.

1


 

BJ’S RESTAURANTS, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

 

 

 

For the Thirteen Weeks Ended

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

 

October 1, 2024

 

 

October 3, 2023

 

Revenues

 

$

325,702

 

 

$

318,644

 

 

$

1,012,963

 

 

$

1,009,594

 

Restaurant operating costs (excluding depreciation and amortization):

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

 

86,673

 

 

 

82,652

 

 

 

261,462

 

 

 

264,143

 

Labor and benefits

 

 

120,718

 

 

 

118,198

 

 

 

372,048

 

 

 

373,053

 

Occupancy and operating

 

 

80,322

 

 

 

80,020

 

 

 

236,746

 

 

 

241,078

 

General and administrative

 

 

20,960

 

 

 

19,473

 

 

 

64,561

 

 

 

60,373

 

Depreciation and amortization

 

 

18,193

 

 

 

17,879

 

 

 

54,229

 

 

 

53,199

 

Restaurant opening

 

 

1,115

 

 

 

1,379

 

 

 

2,005

 

 

 

2,601

 

Loss on disposal and impairment of assets, net

 

 

329

 

 

 

1,430

 

 

 

3,041

 

 

 

4,706

 

Total costs and expenses

 

 

328,310

 

 

 

321,031

 

 

 

994,092

 

 

 

999,153

 

(Loss) income from operations

 

 

(2,608

)

 

 

(2,387

)

 

 

18,871

 

 

 

10,441

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other (expense) income:

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

(1,342

)

 

 

(1,013

)

 

 

(4,012

)

 

 

(3,242

)

Other income (expense), net (1)

 

 

763

 

 

 

(3

)

 

 

4,231

 

 

 

815

 

Total other (expense) income

 

 

(579

)

 

 

(1,016

)

 

 

219

 

 

 

(2,427

)

(Loss) income before income taxes

 

 

(3,187

)

 

 

(3,403

)

 

 

19,090

 

 

 

8,014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax (benefit) expense

 

 

(260

)

 

 

401

 

 

 

(2,863

)

 

 

(3,595

)

Net (loss) income

 

$

(2,927

)

 

$

(3,804

)

 

$

21,953

 

 

$

11,609

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.13

)

 

$

(0.16

)

 

$

0.94

 

 

$

0.49

 

Diluted

 

$

(0.13

)

 

$

(0.16

)

 

$

0.92

 

 

$

0.48

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

23,111

 

 

 

23,542

 

 

 

23,246

 

 

 

23,521

 

Diluted

 

 

23,111

 

 

 

23,542

 

 

 

23,864

 

 

 

23,986

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)
For the thirteen weeks ended October 1, 2024 and October 3, 2023, related party costs included in other income, net was an equity method investment loss of $88,000 and $29,000, respectively. For the thirty-nine weeks ended October 1, 2024 and October 3, 2023, related party costs included in other income, net was an equity method investment loss of $381,000 and $129,000, respectively See Note 10 for further information.

See accompanying notes to unaudited consolidated financial statements.

2


 

BJ’S RESTAURANTS, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(In thousands)

 

 

 

For the Thirteen Weeks Ended

 

 

 

Common Stock

 

 

Capital

 

 

Retained

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Surplus

 

 

Earnings

 

 

Total

 

Balance, July 4, 2023

 

 

23,544

 

 

$

 

 

$

73,407

 

 

$

292,639

 

 

$

366,046

 

Exercise of stock options

 

 

8

 

 

 

246

 

 

 

19

 

 

 

 

 

 

265

 

Issuance of restricted stock units

 

 

21

 

 

 

804

 

 

 

(806

)

 

 

 

 

 

(2

)

Repurchase, retirement and reclassification of common stock

 

 

(164

)

 

 

(1,050

)

 

 

 

 

 

(3,250

)

 

 

(4,300

)

Stock-based compensation

 

 

 

 

 

 

 

 

2,765

 

 

 

 

 

 

2,765

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(3,804

)

 

 

(3,804

)

Balance, October 3, 2023

 

 

23,409

 

 

$

 

 

$

75,385

 

 

$

285,585

 

 

$

360,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, July 2, 2024

 

 

23,138

 

 

$

 

 

$

72,037

 

 

$

314,452

 

 

$

386,489

 

Issuance of restricted stock units

 

 

27

 

 

 

1,246

 

 

 

(1,390

)

 

 

 

 

 

(144

)

Repurchase, retirement and reclassification of common stock

 

 

(269

)

 

 

(1,246

)

 

 

 

 

 

(7,002

)

 

 

(8,248

)

Stock-based compensation

 

 

 

 

 

 

 

 

1,005

 

 

 

 

 

 

1,005

 

Adjustment to dividends previously accrued

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(2,927

)

 

 

(2,927

)

Balance, October 1, 2024

 

 

22,896

 

 

$

 

 

$

71,652

 

 

$

304,523

 

 

$

376,175

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Thirty-Nine Weeks Ended

 

 

 

Common Stock

 

 

Capital

 

 

Retained

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Surplus

 

 

Earnings

 

 

Total

 

Balance, January 3, 2023

 

 

23,392

 

 

$

 

 

$

74,459

 

 

$

271,056

 

 

$

345,515

 

Exercise of stock options

 

 

8

 

 

 

254

 

 

 

17

 

 

 

 

 

 

271

 

Issuance of restricted stock units

 

 

173

 

 

 

6,965

 

 

 

(7,465

)

 

 

 

 

 

(500

)

Repurchase, retirement and reclassification of common stock

 

 

(164

)

 

 

(7,219

)

 

 

 

 

 

2,919

 

 

 

(4,300

)

Stock-based compensation

 

 

 

 

 

 

 

 

8,374

 

 

 

 

 

 

8,374

 

Adjustment to dividends previously accrued

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Net income

 

 

 

 

 

 

 

 

 

 

 

11,609

 

 

 

11,609

 

Balance, October 3, 2023

 

 

23,409

 

 

$

 

 

$

75,385

 

 

$

285,585

 

 

$

360,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 2, 2024

 

 

23,184

 

 

$

 

 

$

77,036

 

 

$

288,725

 

 

$

365,761

 

Exercise of stock options

 

 

5

 

 

 

251

 

 

 

(83

)

 

 

 

 

 

168

 

Issuance of restricted stock units

 

 

230

 

 

 

10,676

 

 

 

(11,712

)

 

 

 

 

 

(1,036

)

Repurchase, retirement and reclassification of common stock

 

 

(523

)

 

 

(10,927

)

 

 

 

 

 

(6,156

)

 

 

(17,083

)

Stock-based compensation

 

 

 

 

 

 

 

 

6,411

 

 

 

 

 

 

6,411

 

Adjustment to dividends previously accrued

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Net income

 

 

 

 

 

 

 

 

 

 

 

21,953

 

 

 

21,953

 

Balance, October 1, 2024

 

 

22,896

 

 

$

 

 

$

71,652

 

 

$

304,523

 

 

$

376,175

 

 

See accompanying notes to unaudited consolidated financial statements.

3


 

BJ’S RESTAURANTS, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

21,953

 

 

$

11,609

 

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

 

 

 

 

 

 

Depreciation and amortization

 

 

54,229

 

 

 

53,199

 

Non-cash lease expense

 

 

23,899

 

 

 

24,753

 

Amortization of financing costs

 

 

163

 

 

 

163

 

Deferred income taxes

 

 

(4,958

)

 

 

(3,998

)

Stock-based compensation expense

 

 

6,156

 

 

 

8,089

 

Loss on disposal and impairment of assets, net

 

 

3,041

 

 

 

4,706

 

Equity method investment

 

 

381

 

 

 

129

 

Changes in assets and liabilities:

 

 

 

 

 

 

Accounts and other receivables

 

 

2,816

 

 

 

12,658

 

Inventories, net

 

 

801

 

 

 

(2,097

)

Prepaid expenses and other current assets

 

 

3,512

 

 

 

(152

)

Other assets, net

 

 

(4,189

)

 

 

(2,091

)

Accounts payable

 

 

(9,383

)

 

 

(4,619

)

Accrued expenses

 

 

1,343

 

 

 

4,344

 

Operating lease obligations

 

 

(32,941

)

 

 

(33,099

)

Other liabilities

 

 

3,019

 

 

 

17

 

Net cash provided by operating activities

 

 

69,842

 

 

 

73,611

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(61,028

)

 

 

(81,968

)

Proceeds from sale of assets

 

 

 

 

 

4

 

Net cash used in investing activities

 

 

(61,028

)

 

 

(81,964

)

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

Borrowings on line of credit

 

 

646,100

 

 

 

534,000

 

Payments on line of credit

 

 

(647,600

)

 

 

(534,000

)

Taxes paid on vested stock units under employee plans

 

 

(1,036

)

 

 

(500

)

Proceeds from exercise of stock options

 

 

168

 

 

 

271

 

Cash dividends accrued under stock compensation plans

 

 

(11

)

 

 

(26

)

Repurchase of common stock

 

 

(17,083

)

 

 

(4,300

)

Net cash used in financing activities

 

 

(19,462

)

 

 

(4,555

)

 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

 

(10,648

)

 

 

(12,908

)

Cash and cash equivalents, beginning of period

 

 

29,070

 

 

 

24,873

 

Cash and cash equivalents, end of period

 

$

18,422

 

 

$

11,965

 

 

See accompanying notes to unaudited consolidated financial statements.

4


 

BJ’S RESTAURANTS, INC.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Cash paid for income taxes

 

$

4,723

 

 

$

406

 

Cash paid for interest, net of capitalized interest

 

$

3,420

 

 

$

2,538

 

Cash paid for operating lease obligations

 

$

46,826

 

 

$

47,609

 

Supplemental disclosure of non-cash investing and financing activities:

 

 

 

 

Operating lease assets obtained in exchange for operating lease obligations

 

$

15,990

 

 

$

14,730

 

Property and equipment acquired and included in accounts payable

 

$

6,314

 

 

$

9,301

 

Stock-based compensation capitalized

 

$

255

 

 

$

285

 

 

See accompanying notes to unaudited consolidated financial statements.

5


 

BJ’S RESTAURANTS, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements include the accounts of BJ’s Restaurants, Inc. (referred to herein as the “Company,” “we,” “us” and “our”) and our wholly owned subsidiaries. The consolidated financial statements presented herein include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of our financial condition, results of operations, shareholders’ equity and cash flows for the periods presented. Our consolidated financial statements and accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and footnote disclosures normally included in consolidated financial statements in accordance with U.S. GAAP have been omitted pursuant to the U.S. Securities and Exchange Commission (“SEC”) rules.

The preparation of financial statements in conformity with U.S. GAAP requires us to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual amounts could differ from these estimates. Our operating results for the thirty-nine weeks ended October 1, 2024 may not be indicative of operating results for the entire year.

A description of our accounting policies and other financial information is included in our audited consolidated financial statements filed with the SEC on Form 10-K for the fiscal year ended January 2, 2024. The disclosures included in our accompanying interim consolidated financial statements and footnotes should be read in conjunction with our consolidated financial statements and notes thereto included in the Annual Report on Form 10-K and our other reports filed from time to time with the Securities and Exchange Commission.

 

2. REVENUE RECOGNITION

Our revenues are comprised of food and beverage sales from our restaurants, including takeout, delivery and catering sales. Revenues from restaurant sales are recognized when payment is tendered. Amounts paid with a credit card are recorded in accounts and other receivables until payment is collected from the credit card processor. We sell gift cards which do not have an expiration date, and we do not deduct non-usage fees from outstanding gift card balances. Gift card sales are recorded as a liability and recognized as revenues upon redemption in our restaurants. Based on historical redemption rates, a portion of our gift card sales are not expected to be redeemed and will be recognized as gift card “breakage.” Estimated gift card breakage is recorded as revenue and recognized in proportion to our historical redemption pattern, unless there is a legal obligation to remit the unredeemed gift cards to government authorities.

Our “BJ’s Premier Rewards Plus” guest loyalty program enables participants to earn points for qualifying purchases that can be redeemed for food and beverages in the future. We allocate the transaction price between the goods delivered and the future goods that will be delivered on a relative standalone selling price basis, and defer the revenues allocated to the points, less expected expirations, until such points are redeemed.

 

The liability related to our gift card and loyalty program, included in “Accrued expenses” on our Consolidated Balance Sheets is as follows (in thousands):

 

 

 

October 1, 2024

 

 

January 2, 2024

 

Gift card liability

 

$

9,793

 

 

$

14,380

 

Deferred loyalty revenue

 

$

2,735

 

 

$

2,510

 

 

Revenue recognized for the redemption of gift cards and loyalty rewards deferred at the beginning of each respective fiscal year is as follows (in thousands):

 

 

 

For the Thirteen Weeks Ended

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

 

October 1, 2024

 

 

October 3, 2023

 

Revenue recognized from gift card liability

 

$

1,405

 

 

$

1,493

 

 

$

9,308

 

 

$

9,923

 

Revenue recognized from guest loyalty program

 

$

906

 

 

$

929

 

 

$

6,220

 

 

$

6,239

 

 

3. LEASES

We determine if a contract contains a lease at inception. Our material operating leases consist of restaurant locations and office space. U.S. GAAP requires that our leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date, and the lease term used in the evaluation includes the non-cancellable

6


 

period for which we have the right to use the underlying asset, together with optional lease term extension periods when the exercise of the lease term extension is reasonably certain and failure to exercise such option would result in an economic penalty. All of our restaurant and office space leases are classified as operating leases. We have elected to account for lease and non-lease components as a single lease component for office and beverage gas equipment. We do not have any finance leases.

Lease costs included in “Occupancy and operating” on the Consolidated Statements of Operations consisted of the following (in thousands):

 

 

 

For the Thirteen Weeks Ended

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

 

October 1, 2024

 

 

October 3, 2023

 

Lease cost

 

$

14,315

 

 

$

15,133

 

 

$

43,146

 

 

$

44,817

 

Variable lease cost

 

 

834

 

 

 

700

 

 

 

2,626

 

 

 

3,107

 

Total lease costs

 

$

15,149

 

 

$

15,833

 

 

$

45,772

 

 

$

47,924

 

 

4. LONG-TERM DEBT

 

Line of Credit

On November 3, 2021, we entered into a Fourth Amended and Restated Credit Agreement (“Credit Facility”) with Bank of America, N.A. (“BofA”), JPMorgan Chase Bank, N.A., and certain other parties to amend and restate our revolving line of credit (the “Line of Credit”) to improve the pricing, extend the maturity date, change the interest reference rate, eliminate certain financial covenants and conditions, and reset other financial covenants starting with the fourth quarter of 2021.

Our Credit Facility matures on November 3, 2026, and provides us with revolving loan commitments totaling $215 million, which may be increased up to $315 million, of which $50 million may be used for the issuance of letters of credit. Availability under the Credit Facility is reduced by outstanding letters of credit, which are used to support our self-insurance programs. On October 1, 2024, there were borrowings of $66.5 million and letters of credit of $17.2 million outstanding, leaving $131.3 million available to borrow.

Borrowings under the Line of Credit bear interest at an annual rate equal to either (a) the Bloomberg Short-Term Bank Yield Index rate (“BSBY”) plus a percentage not to exceed 2.00% (with a floor on BSBY of 0.00%), or (b) a percentage not to exceed 1.00% above a Base Rate equal to the highest of (i) the Federal Funds Rate plus 1/2 of 1.00%, (ii) BofA’s Prime Rate, (iii) the BSBY rate plus 1.00%, and (iv) 1.00%, in either case depending on the level of lease and debt obligations of the Company as compared to EBITDA plus lease expenses. The weighted average interest rate during the thirty-nine weeks ended October 1, 2024 and October 3, 2023 was approximately 6.9% and 6.6%, respectively. Effective October 29, 2024, we amended our Credit Facility to replace the referenced interest rate from BSBY, which will no longer be reported effective in November 2024, to a term Secured Overnight Financing Rate (“Term SOFR”). See Note 11 for further information.

The Credit Facility is secured by the Company’s assets and contains provisions requiring us to maintain compliance with certain covenants, including a Fixed Charge Coverage Ratio and a Lease Adjusted Leverage Ratio. On October 1, 2024, we were in compliance with these covenants.

Pursuant to the Line of Credit, we are required to pay certain customary fees and expenses associated with maintenance and use of the Line of Credit, including letter of credit issuance fees, unused commitment fees and interest, which are payable monthly. Interest expense and commitment fees under the Credit Facility were approximately $4.0 million and $3.2 million, for the thirty-nine weeks ended October 1, 2024 and October 3, 2023, respectively. We also capitalized approximately $0.2 million and $0.4 million of interest expense related to new restaurant construction during each of the thirty-nine weeks ended October 1, 2024 and October 3, 2023, respectively.

 

5. NET INCOME PER SHARE

Basic and diluted net (loss) income per share is calculated by dividing net (loss) income by the weighted average number of common shares outstanding during the period. Potentially dilutive shares are excluded from the computation of diluted net (loss) per share since they have an anti-dilutive effect, yet potentially dilutive shares are included in the computation of diluted net income per share. The number of diluted shares reflects the potential dilution that could occur if holders of in-the-money options and warrants were to exercise their right to convert these instruments into common stock and the restrictions on restricted stock units (“RSUs”) were to lapse. Additionally, performance-based RSUs are considered contingent shares; therefore, at each reporting date we determine the probable number of shares that will vest and include these contingently issuable shares in our diluted share calculation unless they are anti-dilutive. Once these performance-based RSUs vest, they are included in our basic net income (loss) per share calculation.

7


 

The following table presents a reconciliation of basic and diluted net (loss) income per share, including the number of dilutive equity awards included in the dilutive net (loss) income per share computation (in thousands):

 

 

 

For the Thirteen Weeks Ended

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

 

October 1, 2024

 

 

October 3, 2023

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(2,927

)

 

$

(3,804

)

 

$

21,953

 

 

$

11,609

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding – basic

 

 

23,111

 

 

 

23,542

 

 

 

23,246

 

 

 

23,521

 

Dilutive effect of equity awards

 

 

 

 

 

 

 

 

618

 

 

 

465

 

Weighted-average shares outstanding – diluted

 

 

23,111

 

 

 

23,542

 

 

 

23,864

 

 

 

23,986

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.13

)

 

$

(0.16

)

 

$

0.94

 

 

$

0.49

 

Diluted

 

$

(0.13

)

 

$

(0.16

)

 

$

0.92

 

 

$

0.48

 

 

For each of the thirteen weeks ended October 1, 2024 and October 3, 2023, there were approximately 1.0 million and 1.8 million, respectively, of equity awards that were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive. For each of the thirty-nine weeks ended October 1, 2024 and October 3, 2023, there were approximately 1.0 million and 1.8 million, respectively, of equity awards that were excluded from the calculation of diluted net income per share because they were anti-dilutive.

 

6. STOCK-BASED COMPENSATION

Our current shareholder approved stock-based compensation plan is the BJ’s Restaurants, Inc. 2024 Equity Incentive Plan, (as it may be amended from time to time, “the Plan”). Under the Plan, we may issue shares of our common stock to team members, officers, directors and consultants. We have historically granted incentive stock options, non-qualified stock options, and service- and performance-based RSUs. In Fiscal 2024, we also granted market-based RSUs. Stock options are charged against the Plan share reserve on the basis of one share for each share of common stock issuable upon exercise of options granted. All options granted under the Plan expire within 10 years of their date of grant. Awards of stock options or stock appreciation rights are charged against the Plan share reserve on the basis of one share for each share granted. All other awards are charged against the 2024 Plan share reserve on the basis of 1.5 shares for each share granted. The Plan also contains other limits on the terms of incentive grants such as the maximum number that can be granted to a team member during any fiscal year.

We use the Black-Scholes option-pricing model to determine the fair value of our stock options, and we use the Monte Carlo simulation model to determine the fair value of our performance-based RSUs, which include a market-based metric. Both models require assumptions to be made regarding our stock price volatility, the expected life of the award, risk-free interest rate and expected dividend rates. The fair value of service-based and performance-based RSUs granted is equal to the fair value of our common stock at market close on the date of grant or the last trading day prior to the date of grant when grants take place on a day when the market is closed. The grant date fair value of each stock option, market-based and service-based RSU is expensed over the vesting period (e.g., one, three or five years) and the fair value of each performance-based RSU is expensed based on the estimated quantity that is expected to vest corresponding with management's current estimate of the level that the performance goal will be achieved.

The following table presents the stock-based compensation recognized within our consolidated financial statements (in thousands):

 

 

 

For the Thirteen Weeks Ended

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

 

October 1, 2024

 

 

October 3, 2023

 

Labor and benefits

 

$

727

 

 

$

577

 

 

$

1,764

 

 

$

1,853

 

General and administrative

 

$

185

 

 

$

2,092

 

 

$

4,392

 

 

$

6,236

 

Capitalized (1)

 

$

92

 

 

$

97

 

 

$

255

 

 

$

285

 

Total stock-based compensation

 

$

1,004

 

 

$

2,766

 

 

$

6,411

 

 

$

8,374

 

 

(1)
Capitalized stock-based compensation relates to our restaurant development personnel and is included in “Property and equipment, net” on the Consolidated Balance Sheets.

Stock Options

The fair value of each stock option was estimated on the grant date using the Black‑Scholes option-pricing model with the following weighted average assumptions:

8


 

 

 

 

For the Thirty-Nine Weeks Ended

 

 

 

October 1, 2024

 

 

October 3, 2023

 

Volatility

 

 

67.5

%

 

 

66.9

%

Risk-free interest rate

 

 

3.9

%

 

 

3.5

%

Expected life (years)

 

5

 

 

5

 

Expected dividend yield

 

 

%

 

 

%

Fair value of options granted

 

$

18.86

 

 

$

18.31

 

Under our stock-based compensation plan, the exercise price of a stock option is required to equal or exceed the fair value of our common stock at market close on the option grant date or the last trading day prior to the date of grant when grants take place on a day when the market is closed. The following table presents stock option activity:

 

 

 

Options Outstanding

 

 

Options Exercisable

 

 

 

Shares
(in thousands)

 

 

Weighted
Average
Exercise
Price

 

 

Shares
(in thousands)

 

 

Weighted
Average
Exercise
Price

 

Outstanding at January 2, 2024

 

 

867

 

 

$

39.70

 

 

 

648

 

 

$

41.65

 

Granted

 

 

141

 

 

 

31.87

 

 

 

 

 

 

 

Exercised

 

 

(5

)

 

 

31.54

 

 

 

 

 

 

 

Forfeited

 

 

(80

)

 

 

32.34

 

 

 

 

 

 

 

Outstanding at October 1, 2024

 

 

923

 

 

$

39.20

 

 

 

741

 

 

$

41.10

 

 

As of October 1, 2024, total unrecognized stock-based compensation expense related to non-vested stock options was approximately $2.2 million, which is expected to be recognized over the next three years.

Restricted Stock Units

Service-Based Restricted Stock Units

The following table presents service-based restricted stock unit activity:

 

 

 

Shares
(in thousands)

 

 

Weighted
Average
Fair Value

 

Outstanding at January 2, 2024

 

 

822

 

 

$

31.46

 

Granted

 

 

257

 

 

 

32.94

 

Released

 

 

(196

)

 

 

38.80

 

Forfeited

 

 

(111

)

 

 

29.96

 

Outstanding at October 1, 2024

 

 

772

 

 

$

30.29

 

 

As of October 1, 2024, total unrecognized stock-based compensation expense related to non-vested service-based RSUs was approximately $11.7 million, which is expected to be recognized over the next three to five years.

Performance-Based Restricted Stock Units

The following table presents performance-based restricted stock unit activity:

 

 

 

Shares
(in thousands)

 

 

Weighted
Average
Fair Value

 

Outstanding at January 2, 2024

 

 

128

 

 

$

36.24

 

Awarded

 

 

79

 

 

 

39.09

 

Released

 

 

(65

)

 

 

46.91

 

Forfeited

 

 

(59

)

 

 

32.93

 

Outstanding at October 1, 2024

 

 

83

 

 

$

32.89

 

 

9


 

 

The fair value of performance-based RSUs, which include a market-based metric, was estimated on the grant date using the Monte Carlo simulation model with the following weighted average assumptions:

 

 

 

For the Thirty-Nine Weeks Ended

 

 

October 1, 2024

 

 

October 3, 2023

Volatility

 

 

49.8

%

 

n/a

Risk-free interest rate

 

 

3.8

%

 

n/a

Expected life (years)

 

3

 

 

n/a

Expected dividend yield

 

 

%

 

n/a

Fair value of market-based awards granted

 

$