Form 8-K - Current report

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): September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

(Exact Name of Registrant as Specified in its Charter)

Tennessee

001-25225

62-0812904

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

305 Hartmann Drive, Lebanon, Tennessee 37087

(Address of Principal Executive Offices) (Zip code)

(615) 444-5533

(Registrant’s Telephone Number, Including Area Code)

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:

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))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock (Par Value $0.01) Rights to Purchase Series A Junior Participating Preferred Stock (Par Value $0.01)		CBRL		The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ¨

Item 2.02. Results of Operations and Financial Condition.

On September 19, 2024, Cracker Barrel Old Country Store, Inc. (the “Company”) issued a press release (the “Press Release”) announcing the Company’s fiscal 2024 full year and fourth quarter results of operations and projected outlook of certain items for fiscal year 2025. A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

		Exhibit No.	Description

		99.1	Press Release issued by Cracker Barrel Old Country Store, Inc. dated September 19, 2024

		104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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: September 19, 2024	CRACKER BARREL OLD COUNTRY STORE, INC.


	By:	/s/ Richard M. Wolfson
	Name:	Richard M. Wolfson
	Title:	Senior Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

Investor Contact:	Adam Hanan
	(615) 443-9887
Media Contact:	Heidi Pearce
	(615) 235-4135

CRACKER BARREL REPORTS FOURTH QUARTER FISCAL 2024 RESULTS

LEBANON, Tenn. – September 19, 2024 – Cracker Barrel Old Country Store, Inc. (“Cracker Barrel” or the “Company”) (Nasdaq: CBRL) today reported its financial results for the fourth quarter of fiscal 2024 ended August 2, 2024. In 2024, the fourth quarter and fiscal year included an additional operating week (“53^rd week”) compared to fiscal 2023.

Fourth Quarter Fiscal 2024 Highlights

The Company reported total revenue of $894.4 million for the fourth quarter of fiscal 2024, representing an increase of 6.9% compared to prior year quarter total revenue of $836.7 million. Total revenue for the fourth quarter of fiscal 2024 includes a benefit of $62.8 million related to the 53^rd week.

Comparable store restaurant sales increased 0.4% over the prior year quarter while comparable store retail sales decreased 4.2%.

·	GAAP earnings per diluted share were $0.81, and adjusted¹ earnings per diluted share were $0.98. GAAP earnings per diluted share and adjusted earnings per diluted share in the current year quarter include a benefit of $0.25 related to the 53^rd week.
·	GAAP net income for the fourth quarter was $18.1 million, or 2.0% of total revenue, and adjusted EBITDA¹ was $57.4 million, or 6.4% of total revenue. GAAP net income and adjusted EBITDA¹ include a benefit of $5.5 million and $5.8 million related to the 53^rdweek, respectively.

Commenting on the fourth quarter and full year results, Cracker Barrel President and Chief Executive Officer Julie Masino said, “Our teams are highly engaged and intently focused on executing our strategic transformation and our day-to-day business at a high level. We are already making great progress and are encouraged by the initial results of key initiatives such as operational excellence and the guest experience, optimized pricing, and our remodel program. Although there is much work to be done, I am both excited and confident in our future.”

Fourth Quarter Fiscal 2024 Results

Revenue

Cracker Barrel comparable store restaurant sales increased 0.4%, including total menu pricing increases of 4.2%. Comparable store retail sales decreased 4.2% from the prior year quarter.

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

Net Income, EBITDA, and Earnings per Diluted Share

GAAP net income for the fourth quarter was $18.1 million, or 2.0% of total revenue, as compared to prior year fourth quarter GAAP net income of $37.5 million, or 4.5% of total revenue. Adjusted¹net income for the fourth quarter was $22.0 million, or 2.5% of total revenue, as compared to prior year quarter adjusted¹ net income of $37.5 million, or 4.5% of total revenue. GAAP and adjusted net income in the current year quarter include a benefit of $5.5 million related to the 53^rd week.

Adjusted EBITDA¹ was $57.4 million, or 6.4% of total revenue, as compared to prior year quarter adjusted EBITDA¹ of $70.4 million, or 8.4% of total revenue. Adjusted EBITDA¹ in the current year quarter includes a benefit of $5.8 million related to the 53^rd week.

GAAP earnings per diluted share for the fourth quarter were $0.81, as compared to prior year fourth quarter GAAP earnings per diluted share of $1.68. Adjusted¹ earnings per diluted share were $0.98, a 42% decrease compared to the prior year quarter adjusted¹earnings per diluted share of $1.68. GAAP and adjusted¹ earnings per diluted share in the current year quarter include a benefit of $0.25 related to the 53^rd week.

Quarterly Dividend Declaration

The Company announced that its Board of Directors declared a quarterly dividend of $0.25 per share on the Company's common stock. The quarterly dividend is payable on November 13, 2024 to shareholders of record as of October 18, 2024.

Fiscal 2024 Results

Revenue

The Company reported total revenue of $3.47 billion for fiscal 2024, representing an increase of 0.8% compared to fiscal 2023 total revenue of $3.44 billion. Total revenue in fiscal 2024 includes a benefit of $62.8 million related to the 53^rd week.

Cracker Barrel comparable store restaurant sales decreased 0.1%, including total menu pricing increases of 4.9%. Comparable store retail sales decreased 5.5% from the prior year.

Net Income, EBITDA, and Earnings per Diluted Share

GAAP net income for fiscal 2024 was $40.9 million, or 1.2% of total revenue, as compared to prior year GAAP net income of $99.1 million, or 2.9% of total revenue. Adjusted¹net income for the fiscal year was $78.5 million, or 2.3% of total revenue, as compared to prior year adjusted¹ net income of $112.1 million, or 3.3% of total revenue. Adjusted¹net income in fiscal 2024 includes a benefit of $5.5 million related to the 53^rd week.

Adjusted EBITDA¹ was $211.6 million, or 6.1% of total revenue, as compared to prior year adjusted EBITDA¹ of $251.2 million, or 7.3% of total revenue. Adjusted EBITDA¹ in the current year includes a benefit of $5.8 million related to the 53^rd week.

GAAP earnings per diluted share for fiscal 2024 were $1.83, as compared to prior year GAAP earnings per diluted share of $4.45. Adjusted¹earnings per diluted share were $3.52, a 30% decrease compared to prior year adjusted¹ earnings per diluted share of $5.04. GAAP and adjusted¹ earnings per diluted share in the current year include a benefit of $0.25 related to the 53^rdweek.

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

Fiscal 2025 Outlook

The Company provided the following outlook for fiscal 2025:

Total revenue of $3.4 billion to $3.5 billion

2 new Cracker Barrel stores and 3 to 4 new Maple Street Biscuit Company units

Commodity inflation of 2% to 3% compared to the prior year

Hourly wage inflation of 3% to 4% compared to the prior year

Adjusted EBITDA¹ of $200 million to $215 million

Capital expenditures of $160 million to $180 million

The Company reminds investors that its outlook reflects a number of assumptions, many of which are outside the Company’s control. In particular, uncertainties created by macroeconomic conditions, such as ongoing inflation, low consumer confidence and high interest rates may adversely affect consumer behavior and cause actual results to differ materially from those expected.

¹Adjusted net income, adjusted EBITDA and adjusted earnings per diluted share, as well as the 53^rd week impact of these items, are non-GAAP financial measures. For definitions of these non-GAAP measures and reconciliations of these non-GAAP measures to the most directly comparable GAAP measures, please refer to the Reconciliation of GAAP-Basis Operating Results to Non-GAAP Operating Results section of this release.

²The Company provides guidance focused on adjusted EBITDA because the Company believes it will be more useful to investors to evaluate the Company’s performance prior to the impact of depreciation (given the expected increase in investments and the resulting higher expected depreciation expense), taxes, closure and impairment charges, and other items that management believes are not reflective of the Company’s current operations. The Company is not able to reconcile the forward-looking estimate of adjusted EBITDA set forth above to a forward-looking estimate of net income, the most directly comparable estimated measure calculated in accordance with GAAP, without unreasonable efforts because the Company is unable to predict, forecast or determine the probable significance of certain items impacting these estimates, including interest expense, taxes, closure and impairment charges and share-based compensation, with a reasonable degree of accuracy. Accordingly, the most directly comparable forward-looking GAAP estimate is not provided.

Fiscal 2024 Fourth Quarter Conference Call

As previously announced, the live broadcast of Cracker Barrel’s quarterly conference call will be available to the public online at investor.crackerbarrel.com today beginning at 11:00 a.m. (ET). The online replay will be available at 2:00 p.m. (ET) and continue through October 3, 2024.

About Cracker Barrel Old Country Store^®

Cracker Barrel Old Country Store, Inc. (Nasdaq: CBRL) is on a mission to bring craveable, delicious homestyle food and unique retail products to all guests while serving up memorable, distinctive experiences that make everyone feel welcome. Established in 1969 in Lebanon, Tenn., Cracker Barrel and its affiliates operate approximately 660 company-owned Cracker Barrel Old Country Store® locations in 44 states and own the fast-casual Maple Street Biscuit Company. For more information about the company, visit www.crackerbarrel.com.

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CBRL-F

Except for specific historical information, certain of the matters discussed in this press release may express or imply projections of items such as revenues or expenditures, statements of plans and objectives or future operations or statements of future economic performance. These and similar statements regarding events or results that the Company expects will or may occur in the future are forward-looking statements concerning matters that involve risks, uncertainties and other factors which may cause the actual results and performance of the Company to differ materially from those expressed or implied by such forward-looking statements. All forward-looking information is provided pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these risks, uncertainties and other factors. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "trends," "assumptions," "target," "guidance," "outlook," "opportunity," "future," "plans," "goals," "objectives," "expectations," "near-term," "long-term," "projection," "may," "will," "would," "could," "expect," "intend," "estimate," "anticipate," "believe," "potential," "regular," "should," "projects," "forecasts," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. The Company believes that the assumptions underlying any forward-looking statements are reasonable; however, any of the assumptions could be inaccurate, and therefore, actual results may differ materially from those projected in or implied by the forward-looking statements. In addition to the risks of ordinary business operations, factors and risks that may result in actual results differing from this forward-looking information include, but are not limited to risks and uncertainties associated with inflationary conditions with respect to the price of commodities, ingredients, transportation, distribution and labor; disruptions to the Company’s restaurant or retail supply chain; the Company’s ability to manage retail inventory and merchandise mix; the Company’s ability to sustain or the effects of plans intended to improve operational or marketing execution and performance, including the Company’s strategic transformation plan; the effects of increased competition at the Company’s locations on sales and on labor recruiting, cost, and retention; consumer behavior based on negative publicity or changes in consumer health or dietary trends or safety aspects of the Company’s food or products or those of the restaurant industry in general, including concerns about outbreaks of infectious disease; the effects of the Company’s indebtedness and associated restrictions on the Company’s financial and operating flexibility and ability to execute or pursue its operating plans and objectives; changes in interest rates, increases in borrowed capital or capital market conditions affecting the Company’s financing costs and ability to refinance its indebtedness, in whole or in part; the Company’s reliance on a single distribution facility and certain significant vendors, particularly for foreign-sourced retail products; information technology disruptions and data privacy and information security breaches, whether as a result of infrastructure failures, employee or vendor errors or actions of third parties; the Company’s compliance with privacy and data protection laws; changes in or implementation of additional governmental or regulatory rules, regulations and interpretations affecting tax, health and safety, animal welfare, pensions, insurance or other undeterminable areas; the actual results of pending, future or threatened litigation or governmental investigations; or the Company’s ability to manage the impact of negative social media attention and the costs and effects of negative publicity; the impact of activist shareholders; the Company’s ability to achieve aspirations, goals and projections related to its environmental, social and governance initiatives; the Company’s ability to enter successfully into new geographic markets that may be less familiar to it; changes in land, building materials and construction costs; the availability and cost of suitable sites for restaurant development and the Company’s ability to identify those sites; the Company’s ability to retain key personnel; the ability of and cost to the Company to recruit, train, and retain qualified hourly and management employees; uncertain performance of acquired businesses, strategic investments and other initiatives that the Company may pursue from time to time; the effects of business trends on the outlook for individual restaurant locations and the effect on the carrying value of those locations; general or regional economic weakness, business and societal conditions and the weather impact on sales and customer travel; discretionary income or personal expenditure activity of the Company’s customers; implementation of new or changes in interpretation of existing accounting principles generally accepted in the United States of America ("GAAP"); and other factors described from time to time in the Company’s filings with the Securities and Exchange Commission, press releases, and other communications. Any forward-looking statement made by the Company herein, or elsewhere, speaks only as of the date on which made. The Company expressly disclaims any intent, obligation or undertaking to update or revise any forward-looking statements made herein to reflect any change in the Company’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

CONDENSED CONSOLIDATED INCOME STATEMENT

(Unaudited)

(In thousands, except share and per share amounts, percentages and ratios)

	Fourth Quarter Ended									Twelve Months Ended
	8/2/2024			7/28/2023			Percentage Change			8/2/2024			7/28/2023			Percentage Change
Total revenue	$	894,387		$	836,732			7	%	$	3,470,762		$	3,442,808			1	%
Cost of goods sold (exclusive of depreciation & rent)		272,151			257,331			6			1,087,631			1,127,617			(4	)
Labor and other related expenses		335,121			305,111			10			1,271,555			1,208,669			5
Other store operating expenses		213,632			195,368			9			831,763			797,815			4
General and administrative expenses		51,267			37,576			36			207,062			174,091			19
Impairment and store closing costs		0			109			(100	)		22,942			13,999			64
Goodwill impairment		0			0						4,690			0
Operating income		22,216			41,237			(46	)		45,119			120,617			(63	)
Interest expense		5,741			4,530			27			20,933			17,006			23
Income before income taxes		16,475			36,707			(55	)		24,186			103,611			(77	)
Provision for income taxes (income tax benefit)		(1,664	)		(755	)		(120	)		(16,744	)		4,561			(467	)
Net income	$	18,139		$	37,462			(52	)	$	40,930		$	99,050			(59	)

Earnings per share – Basic:	$	0.82		$	1.69			(51	)	$	1.84		$	4.47			(59	)
Earnings per share – Diluted:	$	0.81		$	1.68			(52	)	$	1.83		$	4.45			(59	)

Weighted average shares:
Basic		22,202,464			22,152,445			0			22,191,961			22,167,875			0
Diluted		22,354,013			22,262,598			0			22,319,894			22,265,399			0

Ratio Analysis
Total revenue:
Restaurant		81.8	%		81.2	%					80.5	%		79.6	%
Retail		18.2			18.8						19.5			20.4
Total revenue		100.0			100.0						100.0			100.0
Cost of goods sold (exclusive of depreciation & rent)		30.4			30.8						31.3			32.8
Labor and other related expenses		37.5			36.5						36.6			35.1
Other store operating expenses		23.9			23.3						24.0			23.2
General and administrative expenses		5.7			4.5						6.0			5.0
Impairment and store closing costs		0.0			0.0						0.7			0.4
Goodwill impairment		0.0			0.0						0.1			0.0
Operating income		2.5			4.9						1.3			3.5
Interest expense		0.7			0.5						0.6			0.5
Income before income taxes		1.8			4.4						0.7			3.0
Provision for income taxes (income tax benefit)		(0.2	)		(0.1	)					(0.5	)		0.1
Net income		2.0	%		4.5	%					1.2	%		2.9	%

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited and in thousands, except share amounts)

	8/2/24		7/28/23
Assets
Cash and cash equivalents	$	12,035	$	25,147
Accounts receivable		39,204		30,446
Inventories		180,958		189,364
Prepaid expenses and other current assets		46,017		37,330
Property and equipment, net		959,821		971,945
Operating lease right-of-use assets, net		850,835		889,306
Goodwill		0		4,690
Intangible assets		24,425		23,426
Other assets		48,199		46,440
Total assets	$	2,161,494	$	2,218,094

Liabilities and Shareholders’ Equity
Accounts payable	$	162,288	$	165,484
Other current liabilities		291,919		323,482
Long-term debt		476,581		414,904
Long-term operating lease liabilities		675,993		702,413
Other long-term obligations		114,564		127,986
Shareholders’ equity, net		440,149		483,825
Total liabilities and shareholders’ equity	$	2,161,494	$	2,218,094

Common shares issued and outstanding		22,203,043		22,153,625

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
(Unaudited and in thousands)

	Twelve Months Ended
	8/2/24			7/28/23
Cash flows from operating activities:
Net income	$	40,930		$	99,050
Depreciation and amortization		111,746			104,485
Amortization of debt issuance costs		1,752			1,730
Loss on disposition of property and equipment		9,143			6,600
Impairment		17,448			11,692
Goodwill impairment		4,690			0
Share-based compensation		10,298			9,045
Noncash lease expense		59,523			59,767
Amortization of asset recognized from gain on sale and leaseback transaction		12,735			12,735
Decrease in inventories		8,406			23,885
Decrease in accounts payable		(3,196	)		(4,387	)
Net changes in other assets and liabilities		(104,495	)		(74,145	)
Net cash provided by operating activities		168,980			250,457
Cash flows from investing activities:
Purchase of property and equipment, net of insurance recoveries		(127,461	)		(125,387	)
Proceeds from sale of property and equipment		3,134			1,068
Net cash used in investing activities		(124,327	)		(124,319	)
Cash flows from financing activities:
Net proceeds (payments) under long-term debt		59,925			(10,124	)
Taxes withheld from issuance of share-based compensation awards		(1,608	)		(2,448	)
Purchases and retirement of common stock		0			(17,449	)
Dividends on common stock		(116,082	)		(116,075	)
Net cash used in financing activities		(57,765	)		(146,096	)

Net decrease in cash and cash equivalents		(13,112	)		(19,958	)
Cash and cash equivalents, beginning of period		25,147			45,105
Cash and cash equivalents, end of period	$	12,035		$	25,147

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

Supplemental Information

(Unaudited)

	Fourth Quarter Ended
	8/2/24		7/28/23
Net Change in Company-Owned Stores During Quarter:
Cracker Barrel		0		(1	)
Maple Street Biscuit Company		3		3
Company-Owned Stores in Operation at End of Quarter:
Cracker Barrel		658		660
Maple Street Biscuit Company		66		59

	Fourth Quarter Ended				Twelve Months Ended
	8/2/24		7/28/23		8/2/24		7/28/23
Total revenue*: (In thousands)
Restaurant	$	713,018	$	663,265	$	2,726,627	$	2,678,685
Retail		162,728		157,405		675,709		701,563
Total revenue	$	875,746	$	820,670	$	3,402,336	$	3,380,248

Cost of goods sold* (exclusive of depreciation and rent): (In thousands)
Restaurant	$	185,917	$	176,790	$	726,470	$	754,131
Retail		81,568		76,717		343,998		358,054
Total cost of goods sold	$	267,485	$	253,507	$	1,070,468	$	1,112,185

Average store volume*: (In thousands)
Restaurant	$	1,083.6	$	1,004.9	$	4,133.0	$	4,040.2
Retail		247.3		238.5		1,024.3		1,058.2
Total	$	1,330.9	$	1,243.4	$	5,157.3	$	5,098.4

Operating weeks*:		9,212		8,580		34,965		34,476

Note*: This information is for Cracker Barrel stores only and excludes Maple Street Biscuit Company. The fourth quarter and twelve months ended 8/2/24 include a 14^th and 53^rd week, respectively.

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

Reconciliation of GAAP-Basis Operating Results to Non-GAAP Operating Results

(Unaudited and in thousands, except per share amounts)

Adjusted Net Income and Earnings Per Share

In the accompanying press release, the Company makes reference to its fourth quarter fiscal 2023 and fiscal 2024 adjusted net income and earnings per share, as well as the 53^rd week impact of these items. The Company defines adjusted net income as net income, calculated in accordance with GAAP, excluding, to the extent the following items occurred during the periods presented: (i) impairment charges and store closing costs, (ii) expenses related to the proxy contest and settlement in connection with the Company’s 2022 annual meeting of shareholders, (iii) expenses related to the Company’s CEO transition, (iv) expenses associated with the Company’s strategic transformation initiative, (v) a corporate restructuring charge, (vi) an employee benefits policy change, (vii) goodwill impairment charges, and (viii) the related tax impacts of the foregoing. The Company believes excluding these items and presenting the 53^rd week impact of these items from its financial results provides investors with an enhanced understanding of the Company's financial results and enhances comparability across periods. The Company calculates adjusted net income margin by dividing adjusted net income by consolidated GAAP revenue. This information is not intended to be considered in isolation or as a substitute for net income or earnings per share information prepared in accordance with GAAP.

	Fourth Quarter Ended 8/2/24			Margin			53rd Week Impact		Fourth Quarter Ended 7/28/23		Margin
Revenue	$	894,387			100.0	%	$	62,800	$	836,732		100.0	%

GAAP Net Income	$	18,139			2.0	%	$	5,498	$	37,462		4.5	%
Expenses related to the Company’s CEO transition		0			0.0	%		0		0		0.0	%
Expenses associated with a strategic transformation initiative		5,057			0.6	%		0		0		0.0	%
Employee benefits policy change		0			0.0	%		0		0		0.0	%
Corporate restructuring charge		0			0.0	%		0		0		0.0	%
Expenses related to the proxy contest and settlement in connection with the Company’s 2022 annual meeting of shareholders		0			0.0	%		0		0		0.0	%
Impairment and store closing costs		0			0.0	%		0		0		0.0	%
Goodwill Impairment		0			0.0	%		0		0		0.0	%
Tax impacts of the foregoing		(1,188	)		(0.1	)%		0		0		0.0	%
Adjusted Net Income	$	22,008			2.5	%	$	5,498	$	37,462		4.5	%

Earnings per share - basic	$	0.82					$	0.25	$	1.69
Earnings per share - diluted	$	0.81					$	0.25	$	1.68

Adjusted Earnings per share - basic	$	0.99					$	0.25	$	1.69
Adjusted Earnings per share - diluted	$	0.98					$	0.25	$	1.68

Weighted average shares - basic		22,202,464						22,202,464		22,152,445
Weighted average shares - diluted		22,354,013						22,354,013		22,262,598

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Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

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September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

Reconciliation of GAAP-Basis Operating Results to Non-GAAP Operating Results

(Unaudited and in thousands, except per share amounts)

Adjusted Net Income and Earnings Per Share

	Twelve Months Ended 8/2/24			Margin			53rd Week Impact		Twelve Months Ended 7/28/23			Margin
Revenue	$	3,470,762			100.0	%	$	62,800	$	3,442,808			100.0	%

GAAP Net Income	$	40,930			1.2	%	$	5,498	$	99,050			2.9	%
Expenses related to the Company’s CEO transition		8,574			0.2	%		0		0			0.0	%
Expenses associated with a strategic transformation initiative		16,603			0.5	%		0		0			0.0	%
Employee benefits policy change		(5,284	)		(0.2	)%		0		0			0.0	%
Corporate restructuring charge		1,643			0.0	%		0		0			0.0	%
Expenses related to the proxy contest and settlement in connection with the Company’s 2022 annual meeting of shareholders		0			0.0	%		0		3,198			0.1	%
Impairment and store closing costs		22,942			0.7	%		0		13,890			0.4	%
Goodwill Impairment		4,690			0.1	%		0		0			0.0	%
Tax impacts of the foregoing		(11,554	)		(0.3	)%		0		(4,016	)		(0.1	)%
Adjusted Net Income	$	78,544			2.3	%	$	5,498	$	112,122			3.3	%

Earnings per share - basic	$	1.84					$	0.25	$	4.47
Earnings per share - diluted	$	1.83					$	0.25	$	4.45

Adjusted Earnings per share - basic	$	3.54					$	0.25	$	5.06
Adjusted Earnings per share - diluted	$	3.52					$	0.25	$	5.04

Weighted average shares - basic		22,191,961						22,191,961		22,167,875
Weighted average shares - diluted		22,319,894						22,319,894		22,265,399

- END -

Cracker Barrel Reports Fourth Quarter Fiscal 2024 Results

Page 11

September 19, 2024

CRACKER BARREL OLD COUNTRY STORE, INC.

Reconciliation of GAAP-Basis Operating Results to Non-GAAP Operating Results

(Unaudited and in thousands)

EBITDA/Adjusted EBITDA

In the accompanying press release and the below reconciliation tables, the Company makes reference to EBITDA and adjusted EBITDA, as well as the 53^rd week impact of these items. The Company defines EBITDA as net income, calculated in accordance with GAAP, excluding depreciation and amortization, interest expense and tax expense. The Company further adjusts EBITDA to exclude, to the extent the following items occurred during the periods presented: (i) expenses related to share-based compensation, (ii) impairment charges and store closing costs, (iii) the proxy contest and settlement in connection with the Company’s 2022 annual meeting of shareholders, (iv) goodwill impairment charges, (v) the Company’s CEO transition, (vi) expenses associated with the Company’s strategic transformation initiative, (vii) a corporate restructuring charge, and (viii) an employee benefits policy change. The Company calculates EBITDA and adjusted EBITDA margin by dividing EBITDA and adjusted EBITDA by consolidated GAAP revenue. The Company believes that presentation of EBITDA and adjusted EBITDA (together with related margin figures) and presenting the 53^rd week impact of these items provides investors with an enhanced understanding of the Company's operating performance and debt leverage metrics and enhances comparability with the Company’s historical results, and that the presentation of this non-GAAP financial measure, when combined with the primary presentation of net income, is beneficial to an investor’s complete understanding of the Company’s operating performance. This information is not intended to be considered in isolation or as a substitute for net income or net income margin prepared in accordance with GAAP.

	Fourth Quarter Ended 8/2/24			Margin			53rd Week Impact			Twelve Months Ended 8/2/24			Margin			53rd Week Impact
Revenue	$	894,387			100.0	%	$	62,800		$	3,470,762			100.0	%	$	62,800

GAAP Net Income		18,139			2.0	%	$	5,498			40,930			1.2	%	$	5,498
(+) Depreciation& amortization		28,981			3.2	%		0			111,746			3.2	%		0
(+) Interest expense		5,741			0.6	%		402			20,933			0.6	%		402
(+) Income tax benefit		(1,664	)		(0.2	)%		(119	)		(16,744	)		(0.5	)%		(119	)
EBITDA	$	51,197			5.7	%	$	5,781		$	156,865			4.5	%	$	5,781
Adjustments
(+) CEO transition expenses		0			0.0	%		0			8,574			0.2	%		0
(+) Strategic transformation initiative expenses		5,057			0.6	%		0			16,603			0.5	%		0
(+) Corporate restructuring charge including separation with executive		0			0.0	%		0			1,643			0.0	%		0
(+) Share-based compensation, net		1,109			0.1	%		0			5,584			0.2	%		0
(-) Employee benefits policy change		0			0.0	%		0			(5,284	)		(0.2	)%		0
(+) Impairment and store closing costs		0			0.0	%		0			22,942			0.7	%		0
(+) Goodwill impairment		0			0.0	%		0			4,690			0.1	%		0
Adjusted EBITDA	$	57,363			6.4	%	$	5,781		$	211,617			6.1	%	$	5,781

	Fourth Quarter Ended 7/28/23			Margin						Twelve Months Ended 7/28/23			Margin
Revenue	$	836,732			100	%				$	3,442,808			100	%

GAAP Net Income		37,462			4.5	%					99,050			2.9	%
(+) Depreciation& amortization		27,680			3.3						104,485			3.0
(+) Interest expense		4,530			0.5						17,006			0.5
(+) Income tax benefit		(755	)		(0.1	)					4,561			0.1
EBITDA		68,917			8.2	%				$	225,102			6.5	%
Adjustments
(+) Share-based compensation		1,460			0.2	%					9,045			0.3	%
(+) Impairment and store closing costs		0			0.0						13,890			0.4
(+) Proxy contest and settlement expenses		0			0.0						3,198			0.1
Adjusted EBITDA	$	70,377			8.4	%				$	251,235			7.3	%

- END -

Cover	Sep. 19, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 19, 2024
Entity File Number	001-25225
Entity Registrant Name	CRACKER BARREL OLD COUNTRY STORE, INC.
Entity Central Index Key	0001067294
Entity Tax Identification Number	62-0812904
Entity Incorporation, State or Country Code	TN
Entity Address, Address Line One	305 Hartmann Drive
Entity Address, City or Town	Lebanon
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37087
City Area Code	615
Local Phone Number	444-5533
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock (Par Value $0.01)
Trading Symbol	CBRL
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false