MIAMI, May 13, 2011 /PRNewswire/ -- Benihana Inc.
(NASDAQ: BNHN; BNHNA), operator of the nation's largest chain of
Japanese theme and sushi restaurants, today reaffirmed its
commitment to maximizing stockholder value by capitalizing on the
Company's opportunities through continued execution of the
Company's Renewal Program and the proposed elimination of its
dual-class common stock structure and termination of its
Shareholder Rights Plan.
(Logo: http://photos.prnewswire.com/prnh/20110513/NY02073LOGO
)
As previously announced, in July
2010, the Company's Board of Directors commenced a review of
strategic alternatives available to the Company, including a
possible sale of the Company, in order to maximize stockholder
value. Reflecting the Board's view of the long-term opportunities
for the business, the Board has terminated the possible sale
process and approved the following strategic alternatives:
First, the Company will submit to its stockholders for their
approval a proposal to reclassify each share of Class A Common
Stock of the Company into one share of Common Stock, thereby
eliminating the Company's dual-class common stock structure.
Stockholders of record as of May 23,
2011 will be entitled to vote on the reclassification
proposal. The Company will call a special meeting of
stockholders for such purpose as soon as practicable.
Second, the Board has amended the Company's Shareholder Rights
Plan to expire automatically when and if the reclassification of
the Class A Common Stock becomes effective.
The Board believes that these actions will enhance the Company's
investment profile by, among other things, providing investors with
greater liquidity, aligning voting interests with economic
interests and simplifying the capital structure.
The Renewal Program, which Benihana's management team designed
and continues to implement, has been successful to date. The
Company's marketing efforts have proven effective, as shown by its
successful promotion of The Chef's Table, which has approximately
1.7 million members and has driven traffic and volume at the
Company's Teppanyaki restaurants. The Company has also demonstrated
sustained gains in guest traffic, guest satisfaction and
third-party quality ratings.
Benihana indicated that these improvements have driven stronger
sales and profitability, including:
- Growth in comparable restaurant sales in fifteen consecutive
four-week periods, with Teppanyaki leading that improvement and RA
Sushi recently recording its fifth consecutive four-week period of
growth.
- Increases in total restaurant sales and Company-wide comparable
restaurant sales of 5.8% to $26.7
million from $25.3 million in
the most recent four-week period ended April
24, 2011, led by a 9.0% comparable sales increase at
Teppanyaki driven by an 8.7% traffic gain.
- For the most recent fiscal quarter ended January 2, 2011, compared with the prior year's
third quarter, increases in total restaurant sales of 3.6% and
total comparable restaurant sales of 4.4%, led by an increase at
Teppanyaki of 7.3%. The Company delivered restaurant-level income
from operations (excluding non-cash impairment charges) of
$7.0 million, compared to
$4.8 million in the prior year.
- A strong balance sheet resulting from the Company's combination
of restaurant sales growth and control of expenses, with a
significant reduction in its debt level to approximately
$409,000 as of May 11, 2011 from as high as $35.7 million as of fiscal period ended
November 8, 2009 in the early stages
of the Renewal Program.
Benihana also noted the attractive growth characteristics of the
markets for Asian cuisine and sushi, as demonstrated by sushi's 8%
annual compound sales growth from 2005 to 2009, as well as the fact
that the full service Asian segment was the only category whose
sales grew during 2009, according to independent industry
research.
Richard C. Stockinger, Chairman,
Chief Executive Officer and President, said, "Benihana's effective
execution of the Renewal Program has dramatically improved our
operating performance and profitability, generating significant
stockholder value in the process, and has laid a strong foundation
for our future business. Moreover, we can make even more progress
by continuing to drive the strategy, leverage the work we have
done, and exploit our attractive market opportunity.
"The Board has determined that the actions we are announcing
today are in the best interests of the Company and its stockholders
and are integral to our long-term growth. We look forward to
increasing our efforts to communicate with current and prospective
stockholders about the Benihana story, and the opportunity we see
ahead for our business," Mr. Stockinger concluded.
About Benihana
Headquartered in Miami,
Benihana Inc. (NASDAQ GS: BNHN, BNHNA) is the nation's leading
operator of Japanese theme and sushi restaurants with 96
restaurants nationwide, including 63 Benihana restaurants, eight
Haru sushi restaurants, and 25 RA Sushi restaurants. In addition,
20 franchised Benihana restaurants are operating in the United States, Latin America and the Caribbean. To learn more about Benihana Inc.
and its three restaurant concepts, please view the corporate video
at www.benihana.com/about/video.
In connection with the proposed reclassification, the Company
will file a registration statement with the Securities and Exchange
Commission. The Company's stockholders are encouraged to
read the registration statement and any other relevant documents
filed with the SEC, including the proxy statement/prospectus that
will be part of the registration statement, because they will
contain important information. The final proxy
statement/prospectus will be mailed to the Company's stockholders.
Investors will be able to obtain a free copy of the documents
filed with the SEC by the Company at the SEC's website
http://www.sec.gov. In addition, investors will be able to
obtain a free copy of the relevant documents filed by the Company
online at the Investor Relations section of www.benihana.com/about.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any
sale of securities in any jurisdiction in which such solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of such jurisdiction.
The Company and its directors, executive officers and other
members of management and employees may be deemed, under SEC rules,
to be participants in the solicitation of proxies from the
stockholders of the Company in respect of the reclassification
proposal. Information regarding the interests, if any, of
such potential participants will be available in the registration
statement and proxy statement/prospectus and the other relevant
documents filed with the SEC when they become available.
Safe Harbor Statement
Except for the historical matters contained herein, statements
in this press release are forward-looking and are made pursuant to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Investors are cautioned that forward-looking
statements involve risks and uncertainties that may affect the
business and prospects of the Benihana, including, without
limitation: risks related to Benihana's business strategy,
including the Renewal Program and marketing programs; risks related
to Benihana's ability to operate successfully in the current
challenging economic environment; risks related to Benihana's
efforts to strengthen its Benihana Teppanyaki concept and build its
RA Sushi and Haru brands; and other risks and uncertainties that
may cause results to differ materially from those set forth in the
forward-looking statements. Past performance may not be indicative
of future results. Although Benihana believes the expectations
reflected in such forward-looking statements are based upon
reasonable assumptions, there can be no assurance that its
expectations will be realized. In addition to the risks and
uncertainties set forth above, investors should consider the risks
and uncertainties discussed in Benihana's filings with the
Securities and Exchange Commission, including, without limitation,
the risks and uncertainties discussed under the heading "Risk
Factors" in such filings. Benihana does not undertake any
obligation to publicly update any forward-looking statement to
reflect events or circumstances after the date on which any such
statement is made or to reflect the occurrence of unanticipated
events.
Investor Contact
Donna Ackerly
Georgeson
(212) 440-9837
Media Contact
Jeremy Fielding/Adam Weiner/James
David
Kekst and Company
(212) 521 4800
SOURCE Benihana Inc.