Price | 36.95 | EPS | 1 | |
Shares | 31 | P/E | 27 | |
MCap | 1,159 | P/FCF | 13 | |
Net Debt | 233 | EBIT | 63 | |
TEV | 1,392 | TEV/EBIT | 22 | TTM 2019-09-26, in MM, except price, ratios |
10-Q | 2020-09-24 | Filed 2020-11-03 |
10-Q | 2020-06-25 | Filed 2020-08-04 |
10-Q | 2020-03-26 | Filed 2020-05-12 |
10-K | 2019-12-26 | Filed 2020-02-24 |
10-Q | 2019-09-26 | Filed 2019-11-05 |
10-Q | 2019-06-27 | Filed 2019-08-06 |
10-Q | 2019-03-28 | Filed 2019-05-07 |
10-K | 2018-12-27 | Filed 2019-03-12 |
10-Q | 2018-09-27 | Filed 2018-11-06 |
10-Q | 2018-06-28 | Filed 2018-08-07 |
10-Q | 2018-03-29 | Filed 2018-05-08 |
10-K | 2017-12-28 | Filed 2018-03-13 |
10-Q | 2017-09-28 | Filed 2017-11-07 |
10-Q | 2017-06-29 | Filed 2017-08-08 |
10-Q | 2017-03-30 | Filed 2017-05-09 |
10-K | 2016-12-29 | Filed 2017-03-14 |
10-Q | 2016-09-29 | Filed 2016-11-08 |
10-Q | 2016-06-30 | Filed 2016-08-09 |
10-Q | 2016-03-31 | Filed 2016-05-10 |
10-Q | 2015-11-26 | Filed 2016-01-05 |
10-Q | 2015-08-27 | Filed 2015-10-06 |
10-K | 2015-05-28 | Filed 2015-08-11 |
10-Q | 2015-02-26 | Filed 2015-04-07 |
10-Q | 2014-11-27 | Filed 2015-01-06 |
10-Q | 2014-08-28 | Filed 2014-10-07 |
10-K | 2014-05-29 | Filed 2014-08-12 |
10-Q | 2014-02-27 | Filed 2014-04-08 |
10-Q | 2013-11-28 | Filed 2014-01-07 |
10-Q | 2013-08-29 | Filed 2013-10-08 |
10-K | 2013-05-30 | Filed 2013-08-13 |
10-Q | 2013-02-28 | Filed 2013-04-09 |
10-Q | 2012-11-29 | Filed 2013-01-08 |
10-Q | 2012-08-30 | Filed 2012-10-09 |
10-K | 2012-05-31 | Filed 2012-08-14 |
10-Q | 2012-02-23 | Filed 2012-04-03 |
10-Q | 2011-11-24 | Filed 2012-01-03 |
10-Q | 2011-08-25 | Filed 2011-10-04 |
10-K | 2011-05-26 | Filed 2011-08-09 |
10-Q | 2011-02-24 | Filed 2011-04-05 |
10-Q | 2010-11-25 | Filed 2011-01-04 |
10-Q | 2010-08-26 | Filed 2010-10-05 |
10-K | 2010-05-27 | Filed 2010-08-10 |
10-Q | 2010-02-25 | Filed 2010-04-06 |
10-Q | 2009-11-26 | Filed 2010-01-05 |
8-K | 2020-11-03 | |
8-K | 2020-09-17 | |
8-K | 2020-09-17 | |
8-K | 2020-09-11 | |
8-K | 2020-08-04 | |
8-K | 2020-05-06 | |
8-K | 2020-05-05 | |
8-K | 2020-04-29 | |
8-K | 2020-04-09 | |
8-K | 2020-02-20 | |
8-K | 2020-01-09 | |
8-K | 2019-10-24 | |
8-K | 2019-07-25 | |
8-K | 2019-05-07 | |
8-K | 2019-04-25 | |
8-K | 2019-02-21 | |
8-K | 2019-02-04 | |
8-K | 2019-02-01 | |
8-K | 2018-11-01 | |
8-K | 2018-10-25 | |
8-K | 2018-07-26 | |
8-K | 2018-05-08 | |
8-K | 2018-04-26 | |
8-K | 2018-02-22 |
Part I - Financial Information |
Item 1. Consolidated Financial Statements |
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
Item 3. Quantitative and Qualitative Disclosures About Market Risk |
Item 4. Controls and Procedures |
Part II - Other Information |
Item 1A. Risk Factors |
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
Item 4. Mine Safety Disclosures |
Item 6. Exhibits |
EX-3.1 | mcs-20200924xex3d1.htm |
EX-10.2 | mcs-20200924xex10d2.htm |
EX-31.1 | mcs-20200924xex31d1.htm |
EX-31.2 | mcs-20200924xex31d2.htm |
EX-32 | mcs-20200924xex32.htm |
Balance Sheet | Income Statement | Cash Flow |
---|---|---|
Assets, Equity
|
Rev, G Profit, Net Income
|
Ops, Inv, Fin
|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
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
(Exact name of registrant as specified in its charter)
| ||
(State or other jurisdiction of |
| (I.R.S. Employer |
|
|
|
| ||
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered |
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 filing requirements for the past 90 days.
☒ |
| 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
☒ |
| No | ☐ |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
☒ |
| 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 Exchange Act).
Yes |
| No | ☒ |
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
COMMON STOCK OUTSTANDING AT October 30, 2020 –
CLASS B COMMON STOCK OUTSTANDING AT October 30, 2020 –
THE MARCUS CORPORATION
INDEX
2
PART I – FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
THE MARCUS CORPORATION
Consolidated Balance Sheets
September 24, | December 26, | |||||
(in thousands, except share and per share data) |
| 2020 |
| 2019 | ||
ASSETS |
|
|
|
| ||
Current assets: |
|
|
|
| ||
Cash and cash equivalents | $ | | $ | | ||
Restricted cash |
| |
| | ||
Accounts receivable, net of reserves of $ |
| |
| | ||
Refundable income taxes |
| |
| | ||
Assets held for sale | | — | ||||
Other current assets |
| |
| | ||
Total current assets |
| |
| | ||
Property and equipment: |
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|
| |||
Land and improvements |
| |
| | ||
Buildings and improvements |
| |
| | ||
Leasehold improvements |
| |
| | ||
Furniture, fixtures and equipment |
| |
| | ||
Finance lease right-of-use assets |
| |
| | ||
Construction in progress |
| |
| | ||
Total property and equipment |
| |
| | ||
Less accumulated depreciation and amortization |
| |
| | ||
Net property and equipment |
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| | ||
Operating lease right-of-use assets | |
| | |||
Other assets: |
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| ||
Investments in joint ventures |
| |
| | ||
Goodwill |
| |
| | ||
Other |
| |
| | ||
Total other assets |
| |
| | ||
TOTAL ASSETS | $ | | $ | |
See accompanying condensed notes to consolidated financial statements.
3
THE MARCUS CORPORATION
Consolidated Balance Sheets
| September 24, |
| December 26, | |||
(in thousands, except share and per share data) |
| 2020 |
| 2019 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY |
|
|
|
| ||
Current liabilities: |
|
|
|
| ||
Accounts payable | $ | | $ | | ||
Taxes other than income taxes |
| |
| | ||
Accrued compensation |
| |
| | ||
Other accrued liabilities |
| |
| | ||
Short-term borrowings | | — | ||||
Current portion of finance lease obligations |
| |
| | ||
Current portion of operating lease obligations |
| |
| | ||
Current maturities of long-term debt |
| |
| | ||
Total current liabilities |
| |
| | ||
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|
| ||||
Finance lease obligations |
| |
| | ||
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|
| ||||
Operating lease obligations |
| |
| | ||
|
|
| ||||
Long-term debt |
| |
| | ||
|
| |||||
Deferred income taxes |
| |
| | ||
|
|
| ||||
Deferred compensation and other |
| |
| | ||
|
|
| ||||
Equity: |
|
|
| |||
Shareholders’ equity attributable to The Marcus Corporation | ||||||
Preferred Stock, $ |
|
| ||||
Common Stock, $ |
| |
| | ||
Class B Common Stock, $ |
| |
| | ||
Capital in excess of par |
| |
| | ||
Retained earnings |
| |
| | ||
Accumulated other comprehensive loss |
| ( |
| ( | ||
| |
| | |||
Less cost of Common Stock in treasury ( |
| ( |
| ( | ||
Total shareholders' equity attributable to The Marcus Corporation |
| |
| | ||
Noncontrolling interest |
| — |
| | ||
Total equity |
| |
| | ||
|
|
| ||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | | $ | |
See accompanying condensed notes to consolidated financial statements.
4
THE MARCUS CORPORATION
Consolidated Statements of Earnings (Loss)
September 24, 2020 | September 26, 2019 | |||||||||||
(in thousands, except per share data) |
| 13 Weeks |
| 39 Weeks |
| 13 Weeks |
| 39 Weeks | ||||
Revenues: |
|
|
|
|
| |||||||
Theatre admissions | $ | | $ | | $ | | $ | | ||||
Rooms |
| |
| |
| |
| | ||||
Theatre concessions |
| |
| |
| |
| | ||||
Food and beverage |
| |
| |
| |
| | ||||
Other revenues |
| |
| |
| |
| | ||||
| |
| |
| |
| | |||||
Cost reimbursements |
| |
| |
| |
| | ||||
Total revenues |
| |
| |
| |
| | ||||
|
|
|
| |||||||||
Costs and expenses: |
|
|
|
| ||||||||
Theatre operations |
| |
| |
| |
| | ||||
Rooms |
| |
| |
| |
| | ||||
Theatre concessions |
| |
| |
| |
| | ||||
Food and beverage |
| |
| |
| |
| | ||||
Advertising and marketing |
| |
| |
| |
| | ||||
Administrative |
| |
| |
| |
| | ||||
Depreciation and amortization |
| |
| |
| |
| | ||||
Rent |
| |
| |
| |
| | ||||
Property taxes |
| |
| |
| |
| | ||||
Other operating expenses |
| |
| |
| |
| | ||||
Impairment charges | | | — | — | ||||||||
Reimbursed costs |
| |
| |
| |
| | ||||
Total costs and expenses |
| |
| |
| | | |||||
|
|
|
| |||||||||
Operating income (loss) |
| ( |
| ( |
| |
| | ||||
|
|
|
| |||||||||
Other income (expense): |
|
|
|
| ||||||||
Investment income |
| |
| |
| |
| | ||||
Interest expense |
| ( |
| ( |
| ( |
| ( | ||||
Other expense |
| ( |
| ( |
| ( |
| ( | ||||
Loss on disposition of property, equipment and other assets |
| ( |
| ( |
| ( |
| ( | ||||
Equity losses from unconsolidated joint ventures, net |
| ( |
| ( |
| ( |
| ( | ||||
| ( |
| ( |
| ( |
| ( | |||||
Earnings (loss) before income taxes |
| ( |
| ( |
| |
| | ||||
Income taxes (benefit) |
| ( |
| ( |
| |
| | ||||
Net earnings (loss) |
| ( |
| ( |
| |
| | ||||
Net earnings (loss) attributable to noncontrolling interests |
| — |
| ( |
| ( |
| | ||||
Net earnings (loss) attributable to The Marcus Corporation | $ | ( | $ | ( | $ | | $ | | ||||
|
|
|
| |||||||||
Net earnings (loss) per share - basic: |
|
|
|
| ||||||||
Common Stock | $ | ( | $ | ( | $ | | $ | | ||||
Class B Common Stock | $ | ( | $ | ( | $ | | $ | | ||||
|
|
|
| |||||||||
Net earnings (loss) per share - diluted: |
|
|
|
| ||||||||
Common Stock | $ | ( | $ | ( | $ | | $ | | ||||
Class B Common Stock | $ | ( | $ | ( | $ | | $ | |
See accompanying condensed notes to consolidated financial statements.
5
THE MARCUS CORPORATION
Consolidated Statements of Comprehensive Income (Loss)
September 24, 2020 | September 26, 2019 | |||||||||||
(in thousands) |
| 13 Weeks |
| 39 Weeks |
| 13 Weeks |
| 39 Weeks | ||||
Net earnings (loss) | $ | ( | $ | ( | $ | | $ | | ||||
|
|
|
|
|
| |||||||
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
| ||||
Amortization of the net actuarial loss and prior service credit related to the pension, net of tax effect of $ |
| |
| |
| |
| | ||||
Fair market value adjustment of interest rate swaps, net of tax benefit of $ |
| ( |
| ( |
| ( |
| ( | ||||
|
|
|
|
|
|
|
| |||||
Reclassification adjustment on interest rate swaps included in interest expense, net of tax effect of $ |
| |
| |
| |
| | ||||
Other comprehensive income (loss) |
| |
| |
| ( |
| ( | ||||
Comprehensive income (loss) |
| ( |
| ( |
| |
| | ||||
Comprehensive income (loss) attributable to noncontrolling interests |
| — |
| ( |
| ( |
| | ||||
Comprehensive income (loss) attributable to The Marcus Corporation | $ | ( | $ | ( | $ | | $ | |
See accompanying condensed notes to consolidated financial statements.
6
THE MARCUS CORPORATION
Consolidated Statements of Cash Flows
39 Weeks Ended | ||||||
(in thousands) | September 24, 2020 |
| September 26, 2019 | |||
OPERATING ACTIVITIES: |
|
|
|
| ||
Net earnings (loss) | $ | ( | $ | | ||
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: |
|
| ||||
Losses on investments in joint ventures |
| |
| | ||
Distributions from joint ventures |
| — |
| | ||
Loss on disposition of property, equipment and other assets |
| |
| | ||
Impairment charges |
| |
| — | ||
Depreciation and amortization |
| |
| | ||
Amortization of debt issuance costs and discount on convertible notes |
| |
| | ||
Share-based compensation |
| |
| | ||
Deferred income taxes |
| ( |
| ( | ||
Deferred compensation and other |
| |
| | ||
Contribution of the Company’s stock to savings and profit-sharing plan |
| |
| | ||
Changes in operating assets and liabilities: |
| |||||
Accounts receivable |
| |
| | ||
Other assets | |
| | |||
Operating leases |
| | ( | |||
Accounts payable |
| ( |
| ( | ||
Income taxes |
| ( |
| | ||
Taxes other than income taxes |
| ( |
| | ||
Accrued compensation |
| ( |
| | ||
Other accrued liabilities | ( |
| ( | |||
Total adjustments |
| |
| | ||
Net cash provided by (used in) operating activities |
| ( |
| | ||
|
| |||||
INVESTING ACTIVITIES: |
|
| ||||
Capital expenditures |
| ( |
| ( | ||
Acquisition of theatres, net of cash acquired and working capital assumed |
| — |
| ( | ||
Proceeds from disposals of property, equipment and other assets |
| |
| | ||
Capital contribution in joint venture | ( | — | ||||
Proceeds from sale of trading securities | | — | ||||
Other investing activities |
| |
| ( | ||
Net cash used in investing activities |
| ( |
| ( | ||
| ||||||
FINANCING ACTIVITIES: |
| |||||
Debt transactions: | ||||||
Proceeds from borrowings on revolving credit facility |
| |
| | ||
Repayment of borrowings on revolving credit facility | ( |
| ( | |||
Proceeds from short-term borrowings | | — | ||||
Proceeds from convertible senior notes | | — | ||||
Principal payments on long-term debt |
| ( |
| ( | ||
Proceeds received from PPP loans expected to be repaid |
| | — | |||
Debt issuance costs | ( | — | ||||
Principal payments on finance lease obligations |
| ( | ( | |||
Equity transactions: |
| |||||
Treasury stock transactions, except for stock options |
| ( |
| ( | ||
Exercise of stock options |
| |
| | ||
Capped call transactions | ( | — | ||||
Dividends paid |
| ( |
| ( | ||
Distributions to noncontrolling interest |
| — |
| ( | ||
Net cash provided by (used in) financing activities | |
| ( | |||
|
| |||||
Net decrease in cash, cash equivalents and restricted cash | ( | ( | ||||
Cash, cash equivalents and restricted cash at beginning of period |
| |
| | ||
Cash, cash equivalents and restricted cash at end of period | $ | | | |||
Supplemental Information: | ||||||
Interest paid, net of amounts capitalized | $ | | | |||
Income taxes paid | | | ||||
Change in accounts payable for additions to property, equipment and other assets | ( | |
See accompanying condensed notes to consolidated financial statements.
7
THE MARCUS CORPORATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE 13 AND 39 WEEKS ENDED SEPTEMBER 24, 2020
1. General
Basis of Presentation - The unaudited consolidated financial statements for the 13 and 39 weeks ended September 24, 2020 and September 26, 2019 have been prepared by the Company. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary to present fairly the unaudited interim financial information at September 24, 2020, and for all periods presented, have been made. The results of operations during the interim periods are not necessarily indicative of the results of operations for the entire year or other interim periods. However, the unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 26, 2019.
Accounting Policies - Refer to the Company’s audited consolidated financial statements (including footnotes) for the fiscal year ended December 26, 2019, contained in the Company’s Annual Report on Form 10-K for such year, for a description of the Company’s accounting policies.
Depreciation and Amortization - Depreciation and amortization of property and equipment are provided using the straight-line method over the shorter of the estimated useful lives of the assets or any related lease terms. Depreciation expense totaled $
Assets Held for Sale – Long-lived assets that are expected to be sold within the next 12 months and meet the other relevant held-for-sale criteria are classified as assets held for sale and included within current assets on the consolidated balance sheet. Assets held for sale are measured at the lower of their carrying value or their fair value less costs to sell the asset. As of September 24, 2020, assets held for sale consists primarily of excess land.
Long-Lived Assets – The Company periodically considers whether indicators of impairment of long-lived assets held for use are present. This includes quantitative and qualitative factors, including evaluating the historical actual operating performance of the long-lived assets and assessing the potential impact of recent events and transactions impacting the long-lived assets. If such indicators are present, the Company determines if the long-lived assets are recoverable by assessing whether the sum of the estimated undiscounted future cash flows attributable to such assets is less than their carrying amounts. If the long-lived assets are not recoverable, the Company recognizes any impairment losses based on the excess of the carrying amount of the assets over their fair value. During the first quarter of fiscal 2020 and the third quarter of fiscal 2020, the Company determined that indicators of impairment were present. As such, the Company evaluated the value of its property and equipment and the value of its operating lease right-of-use assets and recorded impairment charges as discussed in Note 3.
Goodwill – The Company reviews goodwill for impairment annually or more frequently if certain indicators arise. The Company performs its annual impairment test on the last day of its fiscal year. Goodwill is tested for impairment at a reporting unit level, determined to be at an operating segment level. When reviewing goodwill for impairment, the Company considers the amount of excess fair value over the carrying value of the reporting unit, the period of time since its last quantitative test, and other factors to determine whether or not to first perform a qualitative test. When performing a qualitative test, the Company assesses numerous factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying value. Examples of qualitative factors that the Company assesses include its share price, its financial performance, market and competitive factors in its industry, and other events specific to the reporting unit. If the Company concludes that it is more likely than not that the fair value of its reporting unit is less than it carrying value, the Company performs a quantitative impairment test by comparing the carrying value of the reporting unit to the estimated fair value.
8
During the first quarter of fiscal 2020 and the third quarter of fiscal 2020, the Company determined that indicators of impairment were present and performed quantitative tests as of the quarter-end dates. In order to determine fair value, the Company used assumptions based on information available to it as of March 26, 2020 (the last day of the Company’s first quarter) and September 24, 2020 (the last day of the Company’s third quarter), including both market data and forecasted future cash flows. The Company then used this information to determine fair value. The Company determined that the fair value of the Company's goodwill was greater than its carrying value and thus was not impaired as of March 26, 2020 or September 24, 2020.
Trade Name Intangible Asset – The Company recorded a trade name intangible asset in conjunction with the Movie Tavern acquisition (See Note 4) that was determined to have an indefinite life. The Company reviews its trade name intangible asset for impairment at least annually or whenever events or changes in circumstances indicate the carrying value may not be fully recoverable. During the first quarter of fiscal 2020 and the third quarter of fiscal 2020, the Company determined that indicators of impairment were present. As such, the Company evaluated the value of its trade name intangible asset and recorded an impairment charge during the first quarter of fiscal 2020 as discussed in Note 3.
Earnings (Loss) Per Share - Net earnings (loss) per share (EPS) of Common Stock and Class B Common Stock is computed using the two class method. Basic net earnings (loss) per share is computed by dividing net earnings (loss) by the weighted-average number of common shares outstanding. Diluted net earnings (loss) per share is computed by dividing net earnings (loss) by the weighted-average number of common shares outstanding, adjusted for the effect of dilutive stock options and convertible debt instruments using the treasury method. Convertible Class B Common Stock is reflected on an if-converted basis when dilutive to Common Stock. The computation of the diluted net earnings (loss) per share of Common Stock assumes the conversion of Class B Common Stock in periods that have net earnings since it would be dilutive to Common Stock earnings per share, while the diluted net earnings (loss) per share of Class B Common Stock does not assume the conversion of those shares.
Holders of Common Stock are entitled to cash dividends per share equal to
The following table illustrates the computation of Common Stock and Class B Common Stock basic and diluted net earnings (loss) per share for net earnings (loss) and provides a reconciliation of the number of weighted-average basic and diluted shares outstanding:
13 Weeks | 13 Weeks | 39 Weeks | 39 Weeks | ||||||||||
Ended | Ended | Ended | Ended | ||||||||||
| September 24, 2020 |
| September 26, 2019 |
| September 24, 2020 |
| September 26, 2019 |
| |||||
(in thousands, except per share data) | |||||||||||||
Numerator: |
|
|
|
|
|
|
|
|
| ||||
Net earnings (loss) attributable to The Marcus Corporation | $ | ( | $ | | $ | ( | $ | | |||||
Denominator: | |||||||||||||
Denominator for basic EPS |
| |
| |
| |
| | |||||
Effect of dilutive employee stock options |
| — |