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) November 9, 2011
Pizza Inn Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Missouri
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0-12919
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45-3189287
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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3551 Plano Parkway, The Colony, Texas
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75056
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (469) 384-5000
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
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))
ITEM 2.02 Results of Operations and Financial Condition
On November 9, 2011, Pizza Inn Holdings, Inc. issued a press release discussing financial results of its first quarter of fiscal 2012, ending September 25, 2011, a copy of which is attached as Exhibit 99.1 hereto.
ITEM 9.01 Financial Statements and Exhibits
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(d)
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Exhibits
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| Exhibit | Description | |
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| 99.1 | Pizza Inn Holdings, Inc. press release dated November 9, 2011. |
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Pizza Inn, Inc.
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Date: November 9, 2011
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By:
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/s/ Charles R. Morrison
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Charles R. Morrison, President
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and Chief Executive Officer
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FOR IMMEDIATE RELEASE
Contact:
Nancy Ellefson
VP of Finance
Pizza Inn, Inc.
469-384-5000
PIZZA INN HOLDINGS, INC. ANNOUNCES RESULTS FOR FIRST QUARTER
FISCAL YEAR 2012
Strong new concept results and positive same store sales drove earnings growth over prior year
The Colony, Texas – November 9, 2011 -- PIZZA INN HOLDINGS, INC. (NASDAQ: PZZI)
First Quarter Year-to-Year Highlights:
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Net income increased 143% to $0.3 million
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Revenue increased 4.8% to $11.1 million
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EBITDA increased 5.4% to $0.7 million
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Domestic same store sales increased 2.7% driven by a 3.2% increase in same store sales for domestic buffet-style restaurants
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Revenue from international operations increased 12.3% to $246,000
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Revenue from Company owned restaurants increased 42.8% driven by new restaurants opened since first quarter of fiscal 2011
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The first “Pie Five Pizza Company” prototype restaurant generated $230,000 in sales and $50,000 in operating income before taxes
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Pizza Inn Holdings, Inc. (NASDAQ: PZZI) today announced results for the first fiscal quarter ended September 25, 2011. Net income increased 143% year over year to $0.3 million, or $0.04 per share, compared to net income of $0.1 million, or $0.02 per share, for the same quarter of the prior fiscal year. Revenues increased 4.8% to $11.1 million compared to $10.6 million for the same quarter of the prior fiscal year. Domestic same store sales increased 2.7% for the first fiscal quarter compared to the prior fiscal year driven by a 3.2% increase in same store sales for the buffet-style concept.
"We are pleased with our first quarter performance,” commented Charlie Morrison, President and CEO. “We accomplished many objectives of our growth strategy including solid performance in same store sales for our Pizza Inn brand as well as great results from our first Pie Five prototype location. We have established a platform for growth of Pie Five with additional funding to support it, and expect to open 3 additional Pie Five locations by the end of the calendar year with more slated for the final two quarters of the fiscal year.”
Certain statements in this press release, other than historical information, may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and are intended to be covered by the safe harbors created thereby. These forward-looking statements are based on current expectations that involve numerous risks, uncertainties and assumptions. Assumptions relating to these forward-looking statements involve judgments with respect to, among other things, future economic, competitive and market conditions, regulatory framework and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond Pizza Inn’s control. Although the assumptions underlying these forward-looking statements are believed to be reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that any forward-looking statements will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of such information should not be regarded as a representation that Pizza Inn’s objectives and plans will be achieved.
Pizza Inn Holdings, Inc. is an owner, franchisor and supplier of a system of restaurants operating domestically and internationally under the trademarks “Pizza Inn” and “Pie Five Pizza Company.” The Company and its distribution division, Norco Restaurant Services Company, are headquartered in The Colony, Texas. The Company’s common stock is listed on the Nasdaq Capital Market under the symbol “PZZI.”
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PIZZA INN HOLDINGS, INC.
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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(In thousands, except per share amounts)
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(Unaudited)
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||||||||
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Three Months Ended
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September 25,
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September 26,
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|||||||
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REVENUES:
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2011
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2010
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Food and supply sales
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$ | 8,906 | $ | 8,702 | ||||
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Franchise revenue
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949 | 1,025 | ||||||
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Restaurant sales
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1,292 | 905 | ||||||
| 11,147 | 10,632 | |||||||
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COSTS AND EXPENSES:
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Cost of sales
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9,250 | 8,704 | ||||||
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Franchise expenses
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452 | 523 | ||||||
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General and administrative expenses
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907 | 835 | ||||||
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Costs associated with store closure
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- | 319 | ||||||
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Bad debt
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15 | 15 | ||||||
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Interest expense
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16 | 10 | ||||||
| 10,640 | 10,406 | |||||||
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INCOME FROM CONTINUING OPERATIONS BEFORE TAXES
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507 | 226 | ||||||
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Income taxes
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178 | 81 | ||||||
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INCOME FROM CONTINUING OPERATIONS
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329 | 145 | ||||||
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Loss from discontinued operations, net of taxes
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(16 | ) | (16 | ) | ||||
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NET INCOME
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$ | 313 | $ | 129 | ||||
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EARNINGS PER SHARE OF COMMON STOCK - BASIC:
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Income from continuing operations
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$ | 0.04 | $ | 0.02 | ||||
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Loss from discontinued operations
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- | - | ||||||
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Net income
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$ | 0.04 | $ | 0.02 | ||||
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EARNINGS PER SHARE OF COMMON STOCK - DILUTED:
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Income from continuing operations
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$ | 0.04 | $ | 0.02 | ||||
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Loss from discontinued operations
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- | - | ||||||
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Net income
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$ | 0.04 | $ | 0.02 | ||||
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Weighted average common shares outstanding - basic
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8,011 | 8,011 | ||||||
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Weighted average common and
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potential dilutive common shares outstanding
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8,128 | 8,011 | ||||||
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PIZZA INN HOLDINGS, INC.
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CONDENSED CONSOLIDATED BALANCE SHEETS
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(In thousands, except share amounts)
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September 25,
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June 26,
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ASSETS
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2011 (unaudited)
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2011
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CURRENT ASSETS
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Cash and cash equivalents
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$ | 870 | $ | 949 | ||||
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Accounts receivable, less allowance for bad debts
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of $176 and $162, respectively
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3,130 | 3,128 | ||||||
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Income tax receivable
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553 | 553 | ||||||
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Inventories
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1,884 | 1,829 | ||||||
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Deferred income tax assets
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804 | 822 | ||||||
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Prepaid expenses and other
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409 | 232 | ||||||
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Total current assets
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7,650 | 7,513 | ||||||
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LONG-TERM ASSETS
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Property, plant and equipment, net
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3,150 | 3,196 | ||||||
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Long-term notes receivable
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39 | 51 | ||||||
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Deposits and other
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321 | 392 | ||||||
| $ | 11,160 | $ | 11,152 | |||||
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LIABILITIES AND SHAREHOLDERS' EQUITY
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CURRENT LIABILITIES
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Accounts payable - trade
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$ | 1,859 | $ | 2,103 | ||||
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Deferred revenues
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220 | 202 | ||||||
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Accrued expenses
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1,515 | 1,557 | ||||||
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Bank debt
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333 | 333 | ||||||
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Total current liabilities
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3,927 | 4,195 | ||||||
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LONG-TERM LIABILITIES
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Deferred gain on sale of property
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103 | 109 | ||||||
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Deferred revenues, net of current portion
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155 | 165 | ||||||
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Bank debt, net of current portion
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399 | 482 | ||||||
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Deferred tax liability
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361 | 360 | ||||||
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Other long-term liabilities
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19 | - | ||||||
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Total liabilities
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4,964 | 5,311 | ||||||
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COMMITMENTS AND CONTINGENCIES
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SHAREHOLDERS' EQUITY
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Common stock, $.01 par value; authorized 26,000,000
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shares; issued 15,130,319 and 15,130,319 shares, respectively;
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outstanding 8,010,919 and 8,010,919 shares, respectively
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151 | 151 | ||||||
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Additional paid-in capital
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9,051 | 9,009 | ||||||
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Retained earnings
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21,630 | 21,317 | ||||||
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Treasury stock at cost
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Shares in treasury: 7,119,400 and 7,119,400, respectively
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(24,636 | ) | (24,636 | ) | ||||
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Total shareholders' equity
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6,196 | 5,841 | ||||||
| $ | 11,160 | $ | 11,152 | |||||
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PIZZA INN HOLDINGS, INC.
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
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(In thousands)
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(Unaudited)
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Three Months Ended
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September 25,
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September 26,
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2011
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2010
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net income
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$ | 313 | $ | 129 | ||||
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Adjustments to reconcile net income to
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cash provided by operating activities:
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Depreciation and amortization
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176 | 428 | ||||||
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Stock compensation expense
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42 | 30 | ||||||
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Deferred tax
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18 | - | ||||||
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Provision for bad debts
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15 | 14 | ||||||
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Net income adjusted for non-cash items
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564 | 601 | ||||||
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Changes in operating assets and liabilities:
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Notes and accounts receivable
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(17 | ) | 165 | |||||
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Inventories
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(55 | ) | (76 | ) | ||||
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Accounts payable - trade
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(244 | ) | (286 | ) | ||||
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Accrued expenses
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(20 | ) | (106 | ) | ||||
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Deferred revenue
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- | 92 | ||||||
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Prepaid expenses and other
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(109 | ) | (86 | ) | ||||
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Net changes in operating assets and liabilities
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(445 | ) | (297 | ) | ||||
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Cash provided by operating activities
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119 | 304 | ||||||
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CASH FLOWS FROM INVESTING ACTIVITIES:
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Capital expenditures
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(115 | ) | (545 | ) | ||||
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Cash used by investing activities
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(115 | ) | (545 | ) | ||||
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CASH FLOWS FROM FINANCING ACTIVITIES:
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Change in bank debt, net
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(83 | ) | 273 | |||||
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Cash overdraft
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Repurchase of common stock
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Cash (used) provided by financing activities
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(83 | ) | 273 | |||||
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Net increase (decrease) in cash and cash equivalents
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(79 | ) | 32 | |||||
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Cash and cash equivalents, beginning of period
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949 | 761 | ||||||
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Cash and cash equivalents, end of period
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$ | 870 | $ | 793 | ||||
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PIZZA INN HOLDINGS, INC.
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RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
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(In thousands)
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Three Months Ended
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September 25,
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September 26,
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2011
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2010
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Net Income
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$ | 313 | $ | 129 | ||||
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Interest Expense
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16 | 10 | ||||||
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Taxes
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178 | 81 | ||||||
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Depreciation and Amortization
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176 | 428 | ||||||
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EBITDA
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$ | 683 | $ | 648 | ||||