mcs-20230330

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 30, 2023


o			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 1-12604


THE MARCUS CORPORATION
(Exact name of registrant as specified in its charter)


Wisconsin						39-1139844
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

100 East Wisconsin Avenue, Suite 1900 Milwaukee ,Wisconsin						53202-4125
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (414) 905-1000

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, $1.00 par value	MCS	New York Stock Exchange

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.

Yes

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).

Yes

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 (Check One).


Large accelerated filer	o	Accelerated filer	x
Non-accelerated filer	o	Smaller reporting company	o
		Emerging growth company	o

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

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 MAY 1, 2023 – 24,594,510

CLASS B COMMON STOCK OUTSTANDING AT MAY 1, 2023 –7,078,410

Table of Contents

THE MARCUS CORPORATION

INDEX


		Page
PART I – FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements (Unaudited):

	Consolidated Balance Sheets	3

	Consolidated Statements of Earnings (Loss)	5

	Consolidated Statements of Comprehensive Income (Loss)	6

	Consolidated Statements of Cash Flows	7

	Condensed Notes to Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	23

PART II – OTHER INFORMATION

Item 1A.	Risk Factors	24

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24

Item 4.	Mine Safety Disclosures	24

Item 6.	Exhibits	25

	Signatures	S-1

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

THE MARCUS CORPORATION

Consolidated Balance Sheets

(in thousands, except share and per share data)


	March 30, 2023		December 29, 2022
ASSETS
Current assets:
Cash and cash equivalents	$	10,051	$	21,704
Restricted cash	2,765		2,802
Accounts receivable, net of reserves of $164 and $172, respectively	19,580		21,455


Assets held for sale	458		460
Other current assets	20,001		17,474
Total current assets	52,855		63,895

Property and equipment:
Land and improvements	132,258		132,285
Buildings and improvements	730,541		729,177
Leasehold improvements	167,596		167,516
Furniture, fixtures and equipment	388,243		386,197
Finance lease right-of-use assets	29,885		29,885
Construction in progress	14,448		10,305
Total property and equipment	1,462,971		1,455,365
Less accumulated depreciation and amortization	755,068		739,600
Net property and equipment	707,903		715,765

Operating lease right-of-use assets	191,125		194,965

Other assets:
Investments in joint ventures	1,896		2,067
Goodwill	74,996		75,015

Other	12,913		12,891
Total other assets	89,805		89,973
TOTAL ASSETS	$	1,041,688	$	1,064,598

See accompanying condensed notes to consolidated financial statements.

Table of Contents

THE MARCUS CORPORATION

Consolidated Balance Sheets

(in thousands, except share and per share data)


	March 30, 2023		December 29, 2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	29,110	$	32,187
Income taxes	532		—
Taxes other than income taxes	16,283		17,948
Accrued compensation	12,644		22,512
Other accrued liabilities	54,208		56,275
Current portion of finance lease obligations	2,509		2,488
Current portion of operating lease obligations	14,522		14,553
Current maturities of long-term debt	10,339		10,432
Total current liabilities	140,147		156,395

Finance lease obligations	14,437		15,014

Operating lease obligations	191,187		195,281

Long-term debt	178,918		170,005

Deferred income taxes	23,399		26,567

Other long-term obligations	45,193		44,415

Equity:
Shareholders’ equity attributable to The Marcus Corporation
Preferred Stock, $1 par; authorized 1,000,000 shares; none issued	—		—
Common Stock, $1 par; authorized

SEC Form 10-Q filed by Marcus Corporation