NASDAQ_TXRH_2019

(coco) #1

attracting new guests through our continued commitment to operational standards relating to food and service quality. To
attract new guests and increase the frequency of visits of our existing guests, we also continue to drive various localized
marketing programs, focus on speed of service and increase throughput by adding seats and parking at certain
restaurants. In addition, we continue to focus on driving to-go sales which has significantly contributed to our recent
sales growth.


Leveraging Our Scalable Infrastructure. To support our growth, we have made significant investments in our
infrastructure over the past several years, including information and accounting systems, real estate, human resources,
legal, marketing, international and restaurant operations, including the development of new concepts. In addition, in
Q4 2018 we increased our number of regional market partners, market partners and regional support teams. Whether we
are able to leverage our infrastructure in future years by growing our general and administrative costs at a slower rate
than our revenue will depend, in part, on our new restaurant openings, our comparable restaurant sales growth rate going
forward and the level of investment we continue to make in our infrastructure.


Returning Capital to Shareholders. We continue to pay dividends and evaluate opportunities to return capital to
our shareholders through repurchases of common stock. In 2011, our Board of Directors declared our first quarterly
dividend of $0.08 per share of common stock. We have consistently grown our per share dividend each year since that
time and our long-term strategy includes increasing our regular quarterly dividend amount over time. On February 20,
2020, our Board of Directors declared a quarterly dividend of $0.36 per share of common stock. The declaration and
payment of cash dividends on our common stock is at the discretion of our Board of Directors, and any decision to
declare a dividend will be based on a number of factors, including, but not limited to, earnings, financial condition,
applicable covenants under our amended credit facility, other contractual restrictions and other factors deemed relevant.


In 2008, our Board of Directors approved our first stock repurchase program. Since then, we have paid
$356.4 million through our authorized stock repurchase programs to repurchase 17,470,096 shares of our common stock
at an average price per share of $20.40. On May 31, 2019, our Board of Directors approved a stock repurchase program
under which we may repurchase up to $250.0 million of our common stock. This stock repurchase program has no
expiration date and replaced a previous stock repurchase program which was approved on May 22, 2014. All
repurchases to date have been made through open market transactions. This includes repurchases of $89.6 million under
the new repurchase program and repurchases of $50.2 million under the previous stock purchase program. As of
December 31, 2019, $160.4 million remains authorized for stock repurchases.


Key Operating Personnel


Key management personnel who have a significant impact on the performance of our restaurants include market
partners, managing partners, kitchen managers, service managers and assistant managers. Managing partners are single
restaurant operators who have primary responsibility for the day-to-day operations of the entire restaurant. Kitchen
managers have primary responsibility for managing operations relating to our food preparation and food quality, and
service managers have primary responsibility for managing our service quality and guest experiences. The assistant
managers support our kitchen and service managers; these managers are collectively responsible for the operations of the
restaurant in the absence of a managing partner. All managers are responsible for maintaining our standards of quality
and performance. We use market partners to oversee the operation of our restaurants. Each market partner oversees a
group of varying sizes of managing partners and their respective management teams. Market partners are also
responsible for the hiring and development of each restaurant’s management team and assist in the site selection process
for new restaurants. Through regular visits to the restaurants, the market partners facilitate adherence to all aspects of
our concepts, strategies and standards of quality.


Managing partners and market partners are required, as a condition of employment, to sign a multi-year
employment agreement. The annual compensation of our managing partners and market partners includes a base salary
plus a percentage of the pre-tax income of the restaurant(s) they operate or supervise. Managing partners and market
partners are eligible to participate in our equity incentive plan and are generally required to make refundable deposits of
$25,000 and $50,000, respectively. Generally, the deposits are refunded after five years of service.


Key Measures We Use To Evaluate Our Company


Key measures we use to evaluate and assess our business include the following:

Number of Restaurant Openings. Number of restaurant openings reflects the number of restaurants opened during a
particular fiscal period. For company restaurant openings, we incur pre-opening costs, which are defined below, before

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