UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 7, 2016
 
____________________________________________________________________ 
Del Taco Restaurants, Inc.
(Exact name of registrant as specified in its charter)
 
____________________________________________________________________

	
					
Delaware	 	001-36197	 	46-3340980	
(State or other jurisdiction
of incorporation)	 	(Commission
File Number)	 	(IRS Employer
Identification No.)	
25521 Commercentre Drive
Lake Forest, CA 92630
(Address of Principal executive offices, including Zip Code)

(949) 462-9300
(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))	

 
Item 2.02    Results of Operations and Financial Condition

On March 7, 2016, Del Taco Restaurants, Inc. issued a press release announcing results for the fiscal quarter and year ended December 29, 2015.

The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits

(d) Exhibits

	
		
Exhibit No.	Description of Exhibit	
Exhibit 99.1	Press Release issued on March 7, 2016 announcing fourth quarter and year ended December 29, 2015 financial results	

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	
		
DEL TACO RESTAURANTS, INC.	
 	 	
By:	/s/ Steven L. Brake	
Name:	Steven L. Brake	
Title:	Executive Vice President and Chief Financial Officer	

Date: March 7, 2016

1

For Immediate Release

Del Taco Restaurants, Inc. Announces Fiscal Fourth Quarter and Fiscal Year 2015 Financial Results
Adjusted EBITDA of $21.2 million, ahead of previous quarterly guidance range
Announces $25 million share repurchase program
Conference call and webcast will be held at 8:00 a.m. ET today

Lake Forest, CA. March 7, 2016 - Del Taco Restaurants, Inc. (“Del Taco” or the “Company”), (NASDAQ: TACO, TACOW), the second largest Mexican-American QSR chain by units in the United States, operating restaurants under the name Del Taco, today announced fiscal fourth quarter and fiscal year 2015 financial results. Del Taco also announced that its Board of Directors has authorized a share repurchase program under which the Company may repurchase up to $25 million of its outstanding common stock and warrants.

Del Taco became a public company when it completed a business combination with Levy Acquisition Corp. on June 30, 2015. This resulted in a fiscal fourth quarter financial statement presentation that includes a predecessor period for the sixteen-weeks ended December 30, 2014 compared to a successor period for the sixteen-weeks ended December 29, 2015. Consequently, the fiscal year 2015 financial statement presentation includes a predecessor period for the twenty-six weeks ended June 30, 2015 followed by a successor period for the twenty-six weeks ended December 29, 2015. The financial results referenced for fiscal year 2015 have been aggregated to reflect, on a pro forma basis, the combined successor and predecessor periods for the fifty-two weeks ended December 29, 2015 compared to the comparable fifty-two weeks during fiscal year 2014.

Fiscal Fourth Quarter 2015 Highlights

•	System-wide comparable restaurant sales growth of 5.8% and company-owned comparable restaurant sales growth of 5.9%, marking the ninth and fourteenth consecutive quarter of gains, respectively;	
		
◦	Company-owned comparable restaurant sales growth comprised check growth of 6.0%, including over 2% of menu mix growth, and approximately flat transactions at (0.1%);	
		
•	Total revenue of $133.4 million, representing 6.1% growth from the fiscal fourth quarter of 2014;	
		
•	Restaurant sales of $128.1 million, representing 6.0% growth from the fiscal fourth quarter of 2014;	
		
•	Restaurant contribution margin, a non-GAAP financial measure, of 21.2%, an improvement of approximately 90 basis points from the fiscal fourth quarter of 2014;	
		
•	Net income increased to $4.8 million from a net loss of $8.1 million in the fiscal fourth quarter of 2014, representing diluted earnings (loss) per share of $0.12 and ($2.08) in the fiscal fourth quarter of 2015 and 2014, respectively;	
		
•	Adjusted EBITDA, a non-GAAP financial measure, of $21.2 million, representing 8.4% growth from the fiscal fourth quarter of 2014; and	
		
•	The opening of nine restaurants system wide, including three company-owned and six franchised restaurants.	

Fiscal Year 2015 Highlights

•	System-wide comparable restaurant sales growth of 6.3% and company-owned comparable restaurant sales growth of 6.4%;	
		
◦	Company-owned comparable restaurant sales growth comprises check growth of 4.8% and transaction growth of 1.6%;	
		
•	Total revenue of $424.0 million, representing 7.1% growth from the prior fiscal year;	
		
•	Restaurant sales of $407.6 million, representing 7.0% growth from the prior fiscal year;	
		
•	Restaurant contribution margin, a non-GAAP financial measure, of 20.0%, an improvement of approximately 130 basis points from the prior fiscal year;	

1

		
•	Adjusted EBITDA, a non-GAAP financial measure, of $65.0 million, representing 10.4% growth from the prior fiscal year; and	
		
•	The opening of 12 restaurants system wide, including 6 company-owned and 6 franchised restaurants.	

Paul J.B. Murphy, III, President and Chief Executive Officer of Del Taco, commented, “2015 was an incredibly successful year at Del Taco as we solidified our QSR+ positioning by elevating brand perceptions and guest experiences. Strong execution of our initiatives is reflected in the progress we made in increasing operating margins and towards reaching our average unit volume goal of $1.5 million by 2018. This past year also marked Del Taco’s entry into the public markets, laying the foundation for our next growth phase. I thank all of our team members for their hard work without which these achievements would not have been possible.”

Murphy continued, “As we look to 2016, we are striving to improve the guest experience with a great line up of new products including continued innovation within our Buck & Under value platform. We are also investing in our operations to drive speed of service and expand our QSR+ capabilities, and we are focused on embedding and enhancing our positioning by taking a fresh approach to everything we do.”

Murphy concluded, “Today’s announcement of a share repurchase plan reflects the marked improvement in our financial condition over the past year, as represented by our strong free cash flow profile and increased borrowing capacity, as well as confidence in Del Taco's growth strategy. We are committed to generating long-term returns for our shareholders through all the means at our disposal, including opportunistic repurchases of our common stock and warrants.”

Review of Fiscal Fourth Quarter 2015 Financial Results

Total revenue was $133.4 million, an increase of 6.1% compared to $125.7 million in the fiscal fourth quarter of 2014. The growth in revenue was driven by a 6.0% increase in Company restaurant sales and an 11.5% increase in franchise revenue.

Comparable restaurant sales increased 5.8% system-wide for the fiscal fourth quarter ended December 29, 2015 compared to the 5.8% gain in the prior year fiscal fourth quarter, for a two-year growth rate of 11.6%. The Del Taco system has now generated comparable restaurant sales growth for nine consecutive quarters.

Company-owned comparable restaurant sales increased 5.9%, marking the fourteenth consecutive quarter of comparable restaurant sales growth. Average check growth contributed meaningfully to the comparable restaurant sales increase as guests continued to respond favorably to the introduction of new premium products that embed Del Taco’s QSR+ positioning. Franchise comparable restaurant sales increased 5.7%.

Restaurant contribution, a non-GAAP financial measure, increased 10.3% year-over-year to $27.1 million. As a percentage of Company restaurant sales, restaurant contribution increased approximately 90 basis points year-over-year to 21.2%. The increase was driven by an approximate 90 basis point improvement in labor and related expenses and 10 basis point improvement in occupancy and other operating expenses, partially offset by a 10 basis point increase in food and paper costs. A reconciliation between restaurant contribution and the nearest GAAP financial measure is included in the accompanying financial data .

Adjusted EBITDA, a non-GAAP financial measure, was $21.2 million, an increase of 8.4% from $19.6 million in the previous year’s fiscal fourth quarter. A reconciliation between adjusted EBITDA and the nearest GAAP financial measure is included in the accompanying financial data .

Net income was $4.8 million, compared to net loss of $8.1 million in the fiscal fourth quarter of 2014. Earnings per diluted share were $0.12, compared to a loss of $2.08 per diluted share in the fourth quarter of 2014.

Restaurant Development

Del Taco opened three company-owned and six franchise restaurants during the fiscal fourth quarter, resulting in twelve system-wide openings during fiscal year 2015. One company-owned restaurant previously expected to open last year was delayed due to significant rains in Georgia and opened on January 6, 2016. Additionally, Del Taco closed twelve previously discussed underperforming company-owned restaurants late in the fiscal fourth quarter.

2

Fiscal Year 2016 Guidance

The Company is providing the following guidance for fiscal year 2016, the 53-week period ending January 3, 2017 and currently expects the following for fiscal year 2016:

•	System-wide same store sales growth of approximately 2.5% to 4.5%;	
		
•	Total revenue between $439 million and $449 million;	
		
•	Total company-owned restaurant sales between $422 million and $432 million;	
		
•	Restaurant contribution margin between 19.8% and 20.3%;	
		
•	New California minimum wage impact estimated to increase labor and related expenses by approximately $7.2 million, including preservation of appropriate wage differentials and incremental payroll taxes;	
		
•	General and administrative expenses of between approximately 7.9% and 8.3% of total revenue, including incremental public company costs and non-cash stock-based compensation;	
		
•	Adjusted EBITDA between $67.5 million and $70.0 million;	
		
•	Effective tax rate of approximately 40%;	
		
•	Diluted earnings per share of approximately $0.53 and $0.56;	
		
•	Fifteen to eighteen new system-wide restaurant openings, including the company-owned restaurant that opened in early January 2016; and	
		
•	Net capital expenditures totaling approximately $36.0 to $41.0 million including approximately $10.0 to $12.5 million for new unit construction, approximately $10.0 to $11.0 million for capitalized maintenance, approximately $10.0 to $11.5 million for discretionary investment in equipment and technology, and approximately $6.0 million for land acquisition for development after 2016.	

Share Repurchase Program

The Del Taco Board of Directors has approved a share repurchase program under which the Company may purchase up to $25 million of its outstanding common stock and warrants. The authorization is effective immediately, and will expire upon completion of the repurchase program, unless terminated earlier by the Board of Directors. Purchases under the program may be made in open market or privately negotiated transactions (including, without limitation, the use of Rule 10b5-1 plans) in compliance with applicable federal securities laws, including the Securities and Exchange Commission Rule 10b-18. The Company has no obligation to repurchase shares under this authorization, and the timing, actual number and value of shares purchased will depend on the Company’s stock price, market conditions, and other factors.

Conference Call

A conference call and webcast to discuss Del Taco’s financial results is scheduled for 8:00 a.m. ET today. Hosting the conference call and webcast will be Larry Levy, Chairman of the Board; Paul J.B. Murphy, III, President and Chief Executive Officer; John D. Cappasola, Jr., Executive Vice President and Chief Brand Officer; and Steven L. Brake, Executive Vice President and Chief Financial Officer.

Interested parties may listen to the conference call via telephone by dialing 1-877-407-0789, or for international callers, 1-201-689-8562. A telephone replay will be available shortly after the call has concluded and can be accessed by dialing 1-877-870-5176, or for international callers, 1-858-384-5517. The passcode is 13629964.

The webcast will be available at www.deltaco.com under the investors section and will be archived on the site shortly after the call has concluded.

Key Financial Definitions

Comparable restaurant sales growth reflects the change in year-over-year sales for the comparable company, franchise and total system restaurant base. Restaurants are included in the comparable store base in the accounting period following its 18 th full month of operations and excludes restaurant closures.

Restaurant contribution is defined as company restaurant sales less restaurant operating expenses, which are food and paper costs, labor and related expenses and occupancy and other operating expenses. Restaurant contribution margin is defined as restaurant contribution as a percentage of company restaurant sales. Restaurant contribution and restaurant contribution margin are neither required by, nor presented in accordance with, GAAP. A reconciliation between restaurant contribution and the nearest GAAP financial measure is included in the accompanying financial data .

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Adjusted EBITDA is defined as net income/loss prior to interest expense, income taxes, and depreciation and amortization, as adjusted to add back certain charges, such as stock-based compensation expense and transaction-related costs, as these expenses are not considered an indicator of ongoing company performance. Adjusted EBITDA is a non-GAAP financial measure and should not be considered as an alternative to operating income or net income/loss as a measure of operating performance or cash flows or as measures of liquidity. Non-GAAP financial measures are not necessarily calculated the same way by different companies and should not be considered a substitute for or superior to GAAP results. A reconciliation between adjusted EBITDA and the nearest GAAP financial measure is included in the accompanying financial data .

About Del Taco Restaurants, Inc.

At Del Taco (NASDAQ: TACO, TACOW) all menu items taste better because they are made to order with fresh ingredients including cheddar cheese grated from 40-pound blocks, handmade pico de gallo salsa, lard-free beans slow-cooked from scratch, fresh sliced avocado and marinated chicken and carne asada grilled in the restaurant. The menu, which includes a full line of breakfast, includes classic Mexican dishes such as tacos, burritos, quesadillas and nachos as well as American favorites including hamburgers, crinkle-cut fries and shakes. Del Taco's UnFreshing Believable campaign communicates the lengths the company goes to in order to deliver quality, made-to-order menu items created with freshly-prepared ingredients at unbelievable prices. With nearly 550 restaurants in 16 states, Del Taco serves more than three million guests each week. Stay up to date by following Del Taco on Twitter , Facebook and Instagram or visit www.deltaco.com for more information.

Forward-Looking Statements

In addition to historical information, this release may contain a number of “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, information concerning Del Taco’s possible or assumed future results of operations, business strategies, competitive position, industry environment, potential growth opportunities and the effects of regulation. These statements are based Del Taco’s management’s current expectations and beliefs, as well as a number of assumptions concerning future events. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “target,” “may,” “will,” “should,” “future,” “propose,” “preliminary,” “guidance” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Del Taco’s management’s control that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks included, without limitation, consumer demand, our inability to successfully open company-owned or franchised restaurants or establish new markets, competition in our markets, our inability to grow and manage growth profitably, adverse changes in food and supply costs, our inability to access additional capital, changes in applicable laws or regulations, food safety and foodborne illness concerns, our inability to manage existing and to obtain additional franchisees, our inability to attract and retain qualified personnel, our inability to profitably expand into new markets, changes in, or the discontinuation of, the Company’s stock repurchase program, and the possibility that we may be adversely affected by other economic, business, and/or competitive factors. Additional risks and uncertainties are identified and discussed in Del Taco’s reports filed with the SEC and available at the SEC’s website at www.sec.gov and the Company’s website at www.deltaco.com .

Forward-looking statements included in this release speak only as of the date of this release. Del Taco undertakes no obligation to update its forward-looking statements to reflect events or circumstances after the date of this release or otherwise.

### #### ###

Media Contact:
Julia Young
(646) 277-1280
julia.young@icrinc.com

Investor Relations Contact:
Raphael Gross
(203) 682-8253
investor@deltaco.com

4

	
										
Del Taco Restaurants, Inc.	
Consolidated Balance Sheet	
(In thousands, except share and per share data)	
 	
 	 	Successor	 	 	Predecessor	
 	 	December 29, 2015	 	 	December 30, 2014	
Assets	 	 	 	 	 	
Current assets:	 	 	 	 	 	
Cash and cash equivalents	 	$	10,194		 	 	$	8,553		
Accounts and other receivables, net	 	3,220		 	 	3,383		
Inventories	 	2,806		 	 	2,687		
Prepaid expenses and other current assets	 	3,545		 	 	3,816		
Total current assets	 	19,765		 	 	18,439		
Property and equipment, net	 	114,030		 	 	85,164		
Goodwill	 	318,275		 	 	281,200		
Trademarks	 	220,300		 	 	144,000		
Intangible assets, net	 	28,373		 	 	17,683		
Other assets, net	 	2,829		 	 	2,833		
Total assets	 	$	703,572		 	 	$	549,319		
Liabilities and shareholders' equity	 	 	 	 	 	
Current liabilities:	 	 	 	 	 	
Accounts payable	 	16,831		 	 	14,645		
Other accrued liabilities	 	32,897		 	 	31,906		
Current portion of long-term debt, capital lease obligations	 	 	 	 	 	
and deemed landlord financing liabilities	 	1,725		 	 	1,634		
Total current liabilities	 	51,453		 	 	48,185		
Long-term debt, capital lease obligations and deemed landlord	 	 	 	 	 	
financing liabilities, excluding current portion, net	 	167,968		 	 	321,049		
Deferred income taxes	 	79,523		 	 	64,918		
Warrant liability	 	—		 	 	8,309		
Other non-current liabilities	 	36,251		 	 	25,454		
Total liabilities	 	335,195		 	 	467,915		
Commitments and contingencies	 	 	 	 	 	
Shareholders' equity:	 	 	 	 	 	
Del Taco Holdings, Inc. (Predecessor) preferred stock, $0.01 par value; 200,000	 	 	 	 	 	
 shares authorized; no shares issued and outstanding	 	—		 	 	—		
Del Taco Restaurants, Inc. (Successor) preferred stock, $0.0001 par value;	 	 	 	 	 	
1,000,000 shares authorized; no shares issued and outstanding	 	—		 	 	—		
Del Taco Holdings, Inc. (Predecessor) common stock, $0.01 par value;	 	 	 	 	 	
5,800,000 shares authorized; 3,907,835 shares issued and outstanding at	 	 	 	 	 	
December 30, 2014	 	—		 	 	39		
Del Taco Restaurants, Inc. (Successor) common stock, $0.0001 par value;	 	 	 	 	 	
 400,000,000 shares authorized; 38,802,425 shares issued and outstanding at	 	 	 	 	 	
December 29, 2015	 	4		 	 	—		
Additional paid-in capital	 	372,260		 	 	110,941		
Accumulated other comprehensive loss	 	—		 	 	(409	)	
Accumulated deficit	 	(3,887	)	 	 	(29,167	)	
  Total shareholders' equity	 	368,377		 	 	81,404		
Total liabilities and shareholders' equity	 	$	703,572		 	 	$	549,319		

5

	
										
Del Taco Restaurants, Inc.	
Consolidated Statements of Comprehensive Income (Loss)	
(Unaudited)	
(In thousands, except share and per share data)	
 	 	Successor	 	 	Predecessor	
 	 	16 Weeks Ended	 	 	16 Weeks Ended	
 	 	December 29, 2015	 	 	December 30, 2014	
Revenue:	 	 	 	 	 	
Company restaurant sales	 	$	128,065		 	 	$	120,852		
Franchise revenue	 	4,634		 	 	4,156		
Franchise sublease income	 	716		 	 	709		
   Total revenue	 	133,415		 	 	125,717		
Operating expenses:	 	 	 	 	 	
Restaurant operating expenses:	 	 	 	 	 	
Food and paper costs	 	36,696		 	 	34,537		
Labor and related expenses	 	37,936		 	 	36,855		
Occupancy and other operating expenses	 	26,310		 	 	24,869		
General and administrative	 	11,677		 	 	9,832		
Depreciation and amortization	 	6,986		 	 	5,452		
Occupancy and other - franchise subleases	 	703		 	 	675		
Pre-opening costs	 	325		 	 	91		
Impairment of long-lived assets	 	—		 	 	9,617		
Restaurant closure charges, net	 	1,996		 	 	253		
Loss on disposal of assets	 	2		 	 	78		
   Total operating expenses	 	122,631		 	 	122,259		
Income from operations	 	10,784		 	 	3,458		
Other expense (income), net:	 	 	 	 	 	
Interest expense	 	1,927		 	 	8,927		
Other income	 	(220	)	 	 	—		
Transaction-related costs	 	994		 	 	1,695		
Change in fair value of warrant liability	 	—		 	 	1,114		
   Total other expense (income), net	 	2,701		 	 	11,736		
Income (loss) from operations before provision (benefit)	 	 	 	 	 	
for income taxes	 	8,083		 	 	(8,278	)	
Provision (benefit) for income taxes	 	3,244		 	 	(161	)	
Net income (loss)	 	4,839		 	 	(8,117	)	
Other comprehensive income (loss):	 	 	 	 	 	
Change in fair value of interest rate cap	 	—		 	 	(22	)	
Reclassification of interest rate cap amortization	 	—		 	 	 	
    included in net (loss) income	 	—		 	 	12		
Total other comprehensive (loss) income, net	 	—		 	 	(10	)	
Comprehensive income (loss)	 	$	4,839		 	 	$	(8,127	)	
Earnings (loss) per share:	 	 	 	 	 	
    Basic	 	$	0.12		 	 	$	(2.08	)	
    Diluted	 	$	0.12		 	 	$	(2.08	)	
Weighted-average shares outstanding	 	 	 	 	 	
    Basic	 	38,802,425		 	 	3,907,835		
    Diluted	 	39,513,814		 	 	3,907,835		

6

	
														
Del Taco Restaurants, Inc.	
Consolidated Statements of Comprehensive Income (Loss)	
(In thousands, except share and per share data)	
 	
 	 	Successor	 	 	Predecessor	
 	 	26 Weeks Ended	 	 	26 Weeks Ended	 	52 Weeks Ended	
 	 	December 29, 2015	 	 	June 30, 2015	 	December 30, 2014	
Revenue:	 	 	 	 	 	 	 	
Company restaurant sales	 	$	206,939		 	 	$	200,676		 	$	380,800		
Franchise revenue	 	7,328		 	 	6,693		 	12,973		
Franchise sublease income	 	1,183		 	 	1,183		 	2,251		
   Total revenue	 	215,450		 	 	208,552		 	396,024		
Operating expenses:	 	 	 	 	 	 	 	
Restaurant operating expenses:	 	 	 	 	 	 	 	
Food and paper costs	 	59,263		 	 	57,447		 	110,708		
Labor and related expenses	 	61,448		 	 	61,120		 	116,920		
Occupancy and other operating expenses	 	43,191		 	 	43,611		 	82,021		
General and administrative	 	17,501		 	 	14,850		 	28,136		
Depreciation and amortization	 	11,276		 	 	8,252		 	18,752		
Occupancy and other - franchise subleases	 	1,140		 	 	1,109		 	2,145		
Pre-opening costs	 	366		 	 	276		 	462		
Impairment of long-lived assets	 	—		 	 	—		 	9,617		
Restaurant closure charges, net	 	2,015		 	 	94		 	82		
Loss (gain) on disposal of assets	 	3		 	 	99		 	(151	)	
   Total operating expenses	 	196,203		 	 	186,858		 	368,692		
Income from operations	 	19,247		 	 	21,694		 	27,332		
Other expense (income), net:	 	 	 	 	 	 	 	
Interest expense	 	3,652		 	 	11,491		 	30,895		
Other income	 	(220	)	 	 	—		 	—		
Transaction-related costs	 	12,972		 	 	7,255		 	1,936		
Debt modification costs	 	78		 	 	139		 	1,241		
Change in fair value of warrant liability	 	—		 	 	(35	)	 	1,417		
   Total other expense (income), net	 	16,482		 	 	18,850		 	35,489		
Income (loss) from operations before	 	 	 	 	 	 	 	
provision for income taxes	 	2,765		 	 	2,844		 	(8,157	)	
Provision for income taxes	 	112		 	 	740		 	1,098		
Net income (loss)	 	$	2,653		 	 	$	2,104		 	$	(9,255	)	
 	 	 	 	 	 	 	 	
Other comprehensive income (loss):	 	 	 	 	 	 	 	
Change in fair value of interest rate cap	 	$	—		 	 	$	(24	)	 	$	(125	)	
Reclassification of interest rate cap amortization	 	 	 	 	 	 	 	
included in net (loss) income	 	—		 	 	58		 	19		
Total other comprehensive income (loss), net	 	—		 	 	34		 	(106	)	
Comprehensive income (loss)	 	$	2,653		 	 	$	2,138		 	$	(9,361	)	
Earnings (loss) per share:	 	 	 	 	 	 	 	
    Basic	 	$	0.07		 	 	$	0.38		 	$	(2.37	)	
    Diluted	 	$	0.07		 	 	$	0.37		 	$	(2.37	)	
Weighted-average shares outstanding:	 	 	 	 	 	 	 	
    Basic	 	38,802,425		 	 	5,492,417		 	3,907,835		
    Diluted	 	40,249,993		 	 	5,610,859		 	3,907,835		

7

	
										
Del Taco Restaurants, Inc.	
Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA	
(Unaudited)	
(In thousands)	
 	 	Successor	 	 	Predecessor	
 	 	16 Weeks Ended	 	 	16 Weeks Ended	
 	 	December 29, 2015	 		December 30, 2014	
Net income (loss)	 	$	4,839		 	 	$	(8,117	)	
Non-GAAP adjustments:	 	 	 	 	 	
Provision for income taxes	 	3,244		 	 	(161	)	
Interest expense	 	1,927		 	 	8,927		
Depreciation and amortization	 	6,986		 	 	5,408		
EBITDA	 	16,996		 	 	6,057		
Stock-based compensation expense	 	1,352		 	 	243		
Loss on disposal of assets	 	2		 	 	78		
Impairment of long-lived assets	 	—		 	 	9,617		
Restaurant closure charges, net	 	1,996		 	 	253		
Amortization of favorable and unfavorable lease
     assets and liabilities, net	 	(221	)	 	 	44		
Transaction-related costs	 	994		 	 	1,695		
Change in fair value of warrant liability	 	—		 	 	1,114		
Pre-opening costs	 	325		 	 	91		
Insurance reserves adjustment	 	—		 	 	389		
Other income	 	(220	)	 	 	—		
Adjusted EBITDA	 	$	21,224		 	 	$	19,581		

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Del Taco Restaurants, Inc.	
Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA	
(Unaudited)	
(In thousands)	
 	 	Successor	 	 	Predecessor	
 	 	26 Weeks Ended	 	 	26 Weeks Ended	 	52 Weeks Ended	
 	 	December 29, 2015	 		June 30, 2015	 	December 30, 2014	
Net income (loss)	 	$	2,653		 	 	$	2,104		 	$	(9,255	)	
Non-GAAP adjustments:	 	 	 	 	 	 	 	
Provision for income taxes	 	112		 	 	740		 	1,098		
Interest expense	 	3,652		 	 	11,491		 	30,895		
Depreciation and amortization	 	11,276		 	 	8,249		 	18,608		
EBITDA	 	17,693		 	 	22,584		 	41,346		
Stock-based compensation expense	 	1,498		 	 	532		 	954		
Loss (gain) on disposal of assets	 	3		 	 	99		 	(151	)	
Impairment of long-lived assets	 	—		 	 	—		 	9,617		
Restaurant closure charges, net	 	2,015		 	 	94		 	82		
Amortization of favorable and unfavorable lease
     assets and liabilities, net	 	(364	)	 	 	3		 	144		
Debt modification costs	 	78		 	 	139		 	1,241		
Transaction-related costs	 	12,972		 	 	7,255		 	1,936		
Change in fair value of warrant liability	 	—		 	 	(35	)	 	1,417		
Pre-opening costs	 	366		 	 	276		 	462		
Insurance reserves adjustment	 	—		 	 	—		 	1,800		
Other income	 	(220	)	 	 	—		 	—		
Adjusted EBITDA	 	$	34,041		 	 	$	30,947		 	$	58,848		

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Del Taco Restaurants, Inc.	
Reconciliation of Company Restaurant Sales to Restaurant Contribution	
(Unaudited)	
(In thousands)	
 	 	Successor	 	 	Predecessor	
 	 	16 Weeks Ended	 	 	16 Weeks Ended	
 	 	December 29, 2015	 	 	December 30, 2014	
Company restaurant sales	 	$	128,065		 	 	$	120,852		
Restaurant operating expenses	 	100,942		 	 	96,261		
Restaurant contribution	 	$	27,123		 	 	$	24,591		

10

	
														
Del Taco Restaurants, Inc.	
Reconciliation of Company Restaurant Sales to Restaurant Contribution	
(Unaudited)	
(In thousands)	
 	 	Successor	 	 	Predecessor	
 	 	26 Weeks Ended	 	 	26 Weeks Ended	 	52 Weeks Ended	
 	 	December 29, 2015	 	 	June 30, 2015	 	December 30, 2014	
Company restaurant sales	 	$	206,939		 	 	$	200,676		 	$	380,800		
Restaurant operating expenses	 	163,902		 	 	162,178		 	309,649		
Restaurant contribution	 	$	43,037		 	 	$	38,498		 	$	71,151		

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