UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 14, 2015
Cosi, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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000-50052
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06-1393745
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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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294 Washington Street, Ste. 510, Boston, Massachusetts
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02108
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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: (857) 415-5000
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(Former Name or Former Address, if Changed Since Last Report)
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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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 First Quarter Results of Operations and Financial Condition.
On May 14, 2015, Cosi, Inc. (the "Company") issued a press release announcing its earnings for the first quarter ended March 30, 2015. A copy of the press release is furnished as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
On May 14, 2015, the Company hosted a teleconference and webcast to discuss its first quarter results. The text of the supplemental slides to which management referred during the presentation is attached hereto as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit 99.1
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Press Release of Cosi, Inc., dated May 14, 2015.
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Exhibit 99.2
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Slides for teleconference held on May 14, 2015.
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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.
Date: May 14, 2015
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Cosi, Inc.
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By:
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/s/ Vicki Baue
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Name: Vicki Baue
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Title: V. P. and General Counsel, CCO
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EXHIBIT INDEX
Exhibit No.
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Description
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Paper (P) or
Electronic (E)
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99.1
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Press Release of Cosi, Inc., dated May 14, 2015.
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E
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99.2 |
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Slides for teleconference held on May 14, 2015. |
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E |
CONTACT:
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Richard Bagge
Interim Chief Financial Officer
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(857-415-5020)
InvestorRelations@getcosi.com
Così, Inc. Reports 2015 First Quarter Results
Boston, MA – May 14, 2015 – Così, Inc. (NASDAQ: COSI), the fast casual restaurant company, today reported a net loss for the 2015 first quarter ended March 30, 2015, of $(4.3 million) or $(0.12) per basic and diluted common share, compared with a net loss of $(3.1 million) or $(0.17) per basic and diluted common share, in the 2014 first quarter.
System-wide comparable restaurant sales for the 2015 first quarter, as measured for restaurants in operation for more than 15 months, recorded an aggregate 1.2% increase compared to the 2014 first quarter. The breakdown in comparable sales between Company-owned and franchise-operated restaurants is as follows:
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For the 13 weeks ended
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March 30, 2015
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Company-owned
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4.4%
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Franchise-operated
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-2.7%
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Total System
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1.2%
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Così's total revenues for the 2015 first quarter decreased by $0.5 million to $17.9 million from $18.4 million in the 2014 first quarter. Company-owned net restaurant sales decreased by $0.5 million to $17.2 million from $17.7 million for the 2014 first quarter. Franchise Fees and royalty revenues for the 2015 first quarter contributed $0.7 million compared to $0.6 million in the 2014 first quarter. The decline in revenues in the 2015 first quarter compared to the 2014 first quarter was primarily driven by the closed stores subsequent to the first quarter of 2014, offset by the increase in comparable Company-owned restaurant sales, the opening of one new Company-owned location and transfer of three locations from franchise-operated to Company-owned.
"With the Hearthstone merger complete, the technology base in place and the refreshes underway, we are moving forward as planned for 2015," stated RJ Dourney, Cosi President and CEO. "Miguel Rossy joining us as CFO fills out the executive team, and I am more confident than ever in our ability to make Cosi a strong financial performer," Dourney went on to say.
2015 First Quarter Financial Performance Review
Così's aforementioned $0.5 million decrease in Company-owned net sales represented a 2.9% decrease in the 2015 first quarter to $17.2 million, compared to $17.7 million in the 2014 first quarter, due to a sales decline of $1.7 million resulting from restaurants closed subsequent to the 2014 first quarter which was offset by $0.7 million or 4.4% increase in comparable restaurant net sales. Additionally, approximately $0.6 million of sales are from the opening of one new Company-owned location and transfer of three locations from franchise-operated to Company-owned.
Così reported that, as of the three-month period ended March 30, 2015, it had cash balances of $13.9 million.
The results disclosed in this press release are unaudited.
About Così, Inc.
Così® (http://www.getcosi.com) is a national fast casual restaurant chain that has developed featured foods built around a secret, generations-old recipe for crackly crust flatbread. This artisan bread is freshly baked in front of customers throughout the day in open-flame stone-hearth ovens prominently located in each of the restaurants. Così's warm and urbane atmosphere is geared towards its sophisticated, upscale, urban and suburban guests. There are currently 78 Company-owned and 34 franchise restaurants operating in sixteen states, the District of Columbia, Costa Rica and the United Arab Emirates. The Così® vision is to become America's favorite fast casual restaurant by providing customers authentic, innovative, savory food while remaining an affordable luxury.
The Così® menu features Così® sandwiches, freshly-tossed salads, bowls, breakfast wraps, melts, soups, Così® Squagels®, flatbread pizzas, S'mores, snacks and other desserts, and a wide range of coffee and coffee-based drinks and other specialty beverages. Così® restaurants are designed to be welcoming and comfortable with an eclectic environment. Così's sights, sounds, and spaces create a tasteful, relaxed ambience that provides a fresh and new dining experience.
"Così," "(Sun & Moon Design)" and related marks are registered trademarks of Così, Inc. in the U.S.A. and certain other countries. Copyright © 2014 Così, Inc. All rights reserved.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. This press release contains statements that constitute forward- looking statements under the federal securities laws. Forward-looking statements are statements about future events and expectations and not statements of historical fact. The words "believe," "may," "will," "should," "anticipate," "estimate," "expect," "intend," "objective," "seek," "plan," "strive," or similar words, or negatives of these words, identify forward- looking statements. We qualify any forward-looking statements entirely by these cautionary factors. Forward-looking statements are based on management's beliefs, assumptions and expectations of our future economic performance, taking into account the information currently available to management. Forward-looking statements involve risks and uncertainties that may cause our actual results,
performance or financial condition to differ materially from the expectations of future results, performance or financial condition we express or imply in any forward-looking statements. Factors that could contribute to these differences include, but are not limited to: the results being reported in this release are unaudited and subject to change; the cost of our principal food products and supply and delivery shortages and interruptions; labor shortages or increased labor costs; changes in demographic trends and consumer tastes and preferences, including changes resulting from concerns over nutritional or safety aspects of beef, poultry, produce, or other foods or the effects of food-borne illnesses, such as E. coli, "mad cow disease" and avian influenza or "bird flu"; competition in our markets, both in our business and in locating suitable restaurant sites; our operation and execution in new and existing markets; expansion into new markets including foreign markets; our ability to attract and retain qualified franchisees and our franchisees' ability to open restaurants on a timely basis; our ability to locate suitable restaurant sites in new and existing markets and negotiate acceptable lease terms; the rate of our internal growth and our ability to generate increased revenue from our existing restaurants; our ability to generate positive cash flow from existing and new restaurants; fluctuations in our quarterly results due to seasonality; increased government regulation and our ability to secure required government approvals and permits; our ability to create customer awareness of our restaurants in new markets; the reliability of our customer and market studies; cost effective and timely planning, design and build out of restaurants; our ability to recruit, train and retain qualified corporate and restaurant personnel and management; market saturation due to new restaurant openings; inadequate protection of our intellectual property; our ability to obtain additional capital and financing; adverse weather conditions which impact customer traffic at our restaurants; and adverse economic conditions. Further information regarding factors that could affect our results and the statements made herein are included in our filings with the Securities and Exchange Commission.
Additional information is available on Così's website at
http://www.getcosi.com in the investor relations section.
Cosi, Inc.
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Consolidated Balance Sheets
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(dollars in thousands)
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March 30,
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December 29,
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Assets
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2015
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2014
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Current assets:
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Cash and cash equivalents
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$
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13,878
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$
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21,053
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Credit card receivable
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1,424
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507
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Accounts receivable, net
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792
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581
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Inventories
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733
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825
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Prepaid expenses and other current assets
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1,028
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1,279
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Total Current Assets
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17,855
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24,245
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Notes receivable
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551
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551
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Furniture and fixtures, equipment and leasehold improvements, net
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7,935
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7,308
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Other assets
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1,294
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1,327
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Total Assets
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27,635
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33,431
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Liabilities and Stockholder's Equity
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Current liabilities:
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Accounts payable
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$
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1,934
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$
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1,519
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Accrued expenses
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7,318
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9,336
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Deferred franchise revenue
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18
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18
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Current portion of other long-term liabilities
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124
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177
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Total current liabilities
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9,394
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11,050
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Long-term debt, net
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6,831
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6,623
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Deferred franchise revenue
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1,708
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1,724
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Other liabilities, net of current portion
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1,538
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1,663
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Total Liabilities
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19,471
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21,060
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Stockholder's equity:
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Common stock - $0.01 par value, 100,000,000 shares authorized,
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383
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383
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38,415,925 and 38,410,196 shares issued and outstanding, respectively
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Additional paid-in capital
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323,364
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323,256
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Treasury stock, 59,886 shares at cost
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(1,198
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(1,198
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Accumulated deficit
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(314,385
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(310,070
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)
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Total stockholder's equity
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8,164
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12,371
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Total liabilities and stockholder's equity
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27,635
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33,431
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The accompanying notes are an intergral part of these consolidated financial statements.
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