UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): February 8, 2006
RARE Hospitality International, Inc.
(Exact Name of Registrant as Specified in Charter)
Georgia 0-19924 58-1498312
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
8215 Roswell Rd, Bldg. 600, Atlanta, GA 30350
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(Addresses of Principal Executive Offices, including Zip Code)
(770) 399-9595
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(Registrant's Telephone Number, including Area Code)
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))
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Section 2 - Financial Information
Item 2.02. Results of Operations and Financial Condition.
Item 2.06. Material Impairments
On February 8, 2006, the Board of Directors of RARE Hospitality International,
Inc. (the "Company") concluded that a non-cash impairment charge would be
recorded in the quarter ending December 25, 2005, in the amount of approximately
$3.3 million ($2.2 million, or $0.06 per share after tax) and consists primarily
of the write down of asset values for three LongHorn Steakhouse restaurants and
two Bugaboo Creek Steak House restaurants. During the annual earnings and cash
flow budgeting process, the Company determined that a partial impairment charge
would be required under SFAS No. 144 "Accounting for the Impairment or Disposal
of Long-Lived Assets". The impairment charge for each LongHorn restaurant
relates to management's decision to not exercise future lease options for the
restaurants as the current lease term expires. The impairment charge for the two
Bugaboo Creek restaurants relates to our forecast that indicated that the
investment for those two restaurants would not fully be recovered by anticipated
cash flows. The taking of these impairment charges will not precipitate the
closure of any restaurant or an additional cash expenditure by the Company.
Section 7 - Regulation FD
Item 7.01 Regulation FD Disclosure.
The following information is furnished pursuant to Item 2.02,
"Results of Operations and Financial Condition" and Item 7.01, "Regulation FD
Disclosure."
On February 8, 2006, the Company announced financial results for
the fourth quarter and year ended December 25, 2005. The full text of the press
release is set forth in Exhibit 99.1 hereto.
The information in this report, including the exhibit hereto, is
not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Description of Exhibit
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99.1 Press release issued February 8, 2006.
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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.
RARE Hospitality International, Inc.
By: /s/ W. DOUGLAS BENN
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Name: W. Douglas Benn
Title: Executive Vice President, Finance
and Chief Financial Officer
Date: February 8, 2006
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