STAMFORD, Conn., Nov. 10 /PRNewswire-FirstCall/ -- Centerplate, Inc. (Amex: CVP; TSX: CVP.un), today reported financial results for the third quarter and fiscal year-to-date ended September 30, 2008. Net sales for the quarter increased $32.7 million, or 13.3%, to $278.8 million, compared to net sales of $246.1 million for the third quarter of 2007. The net sales increase for the third quarter of 2008 was primarily driven by improved Major League Baseball (MLB) sales of $22.8 million due to the opening of the Washington Nationals ball park, increased attendance at a number of the company's MLB facilities, and the 2008 All-Star game which took place at Yankee Stadium in July. Sales at convention centers increased $5.1 million due to increased events at some of the company's major convention centers and the commencement of operations at the Orange County Convention Center in August 2008. In addition, National Football League (NFL) sales increased $2.0 million primarily due to the timing of games played during the quarter versus prior year, and sales at all other facilities increased $2.8 million.

Adjusted earnings before interest, income taxes, depreciation and amortization (EBITDA) decreased $3.5 million, or 13.4%, to $22.6 million for the third quarter of 2008 compared to $26.1 million in the third quarter of 2007, primarily due to $2.6 million in transaction costs associated with completing the merger agreement with Kohlberg & Company. Excluding these transaction costs, adjusted EBITDA for the third quarter decreased $0.9 million, or 3.8%, to $25.2 million compared to the third quarter of 2007. This decline is due to lower spending and higher labor costs at some convention centers and softness at some sports facilities driven by the economic downturn, opening expenses at the Washington Nationals and Orange County Convention Center and higher commissions at several of the company's facilities.

"We continue to be focused on completing our merger with Kohlberg & Company as we are confident it will enhance our current partnerships and make us more competitive in the market," said Janet Steinmayer, President and Chief Executive Officer of Centerplate. She added, "Net sales for the quarter increased primarily due to new accounts; however adjusted EBITDA for the quarter decreased due to opening expenses incurred at these new accounts, the softening economy, higher commissions, and transaction costs related to the Company's merger with Kohlberg & Company."

For the thirty-nine weeks ended September 30, 2008, net sales increased 13.6% to $650.3 million from $572.3 million in the comparable period in 2007. Adjusted EBITDA for the thirty-nine week period was $40.9 million compared to $46.8 million in the comparable period in 2007. The decline was partially due to $4.0 million in legal and transaction costs associated with the company's exploration of capital structure and other alternatives, including the merger with Kohlberg & Company. Excluding these transaction costs, adjusted EBITDA declined $1.9 million, or 4.1%, due to the softening economy and opening expenses at several new venues.

For the third quarter of 2008, the company reported a net loss of $24.9 million, or a loss of $1.19 per share, compared to net income of $6.0 million, or $0.27 per share, in the third quarter of 2007. The decline in net income was primarily due to an increase in income tax expense. This increase was the result of the Company's conclusion that it would not generate sufficient taxable income in the near future to realize all of its net deferred tax assets in the United States. The Company therefore recorded a full valuation allowance against its net deferred tax assets in the amount of $24.2 million. These tax assets can be recovered in the future should the Company generate sufficient taxable income to utilize them. For the thirty-nine weeks ended September 30, 2008, the company reported a net loss of $33.6 million or a loss of $1.60 per share compared to income of $0.2 million in the prior year period or $0.01 per share. This decline was primarily due to an increase in income tax expense as explained above.

In light of the company's pending transaction with Kohlberg, the company will not hold a conference call to discuss the third quarter results. Additional information about the quarter will be available in the company's Form 10-Q which is being filed with the United States Securities and Exchange Commission later today, Monday, November 10, 2008.

About Centerplate

Centerplate, with its principal executive office in Stamford, CT, is a leading provider of food and related services, including concessions, catering and merchandise services, in more than 130 sports facilities, convention centers and other entertainment venues throughout the United States and Canada. Visit the company online at www.centerplate.com .

Presentation of Information in this Press Release

Centerplate presents Adjusted EBITDA because covenants in the indenture governing the company's subordinated notes contain ratios based on this measure. A reconciliation of adjusted EBITDA to net income or loss is included in the attached tables.

Forward-Looking Statements

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. These statements may involve risks and uncertainties that could cause actual results to differ materially from those described in such statements. Although Centerplate believes that the expectations reflected in these forward-looking statements are reasonable, the company can give no assurance that these expectations will prove to have been correct or that they will occur. Important factors beyond Centerplate's control, including general economic conditions, the outcome of the company's contemplated merger agreement, consumer spending levels, changing trends in its business and competitive environment, adverse weather conditions and other factors, as well as the risks identified in its most recent annual report on Form 10-K and other filings with the Securities and Exchange Commission, could cause actual results to differ materially from Centerplate's expectations. Centerplate undertakes no obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.



    Contact Information
    Gael Doar
    Director of Communications
    203-975-5941
    gael.doar@centerplate.com



                              CENTERPLATE, INC.
                 CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)

                              Thirteen Weeks Ended   Thirty-nine Weeks Ended
                            September 30, October 2,  September 30, October 2,
                                2008        2007         2008         2007
                            ------------- ---------- ------------- -----------
                                   (In thousands, except share data)

    Net sales                  $278,773     $246,141     $650,289    $572,313

    Cost of sales               229,093      197,357      539,384     466,563
    Selling, general and
     administrative expense      27,102       23,112       70,371      60,473
    Depreciation and
     amortization                 9,599        7,995       26,727      23,090
    Transaction related
     expenses                       -            667          -         1,000
    Trademark impairment          3,623          -          3,623         -
                            ------------- ---------- ------------- -----------
    Income from operations        9,356       17,010       10,184      21,187
                            ------------- ---------- ------------- -----------
    Interest expense, net         7,919        7,329       24,611      22,460

    Other income, net               (55)        (470)        (339)     (1,514)
                            ------------- ---------- ------------- -----------
    Income (loss) before
     income taxes                 1,492       10,151      (14,088)        241

    Income tax provision         26,413        4,155       19,465          53
                            ------------- ---------- ------------- -----------
    Net income (loss)          $(24,921)      $5,996     $(33,553)       $188
                            ============= ========== ============= ===========
    Basic and diluted net
     income (loss) per share
     with and without
     conversion option           $(1.19)       $0.27       $(1.60)      $0.01
                            ============= ========== ============= ===========
    Weighted average shares
     outstanding with
     conversion option              -      4,060,997          -     4,060,997
    Weighted average shares
     outstanding without
     conversion option       20,981,813   18,463,995   20,981,813  18,463,995
                            ============= ========== ============= ===========
    Total weighted average
     shares outstanding      20,981,813   22,524,992   20,981,813  22,524,992
                            ============= ========== ============= ===========
    Dividends declared per
     share                         $-          $0.20        $0.26       $0.59
                            ============= ========== ============= ===========



                              CENTERPLATE, INC.
  RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EARNINGS BEFORE INTEREST,
           INCOME TAXES, DEPRECIATION, AND AMORTIZATION (UNAUDITED)

                               Thirteen Weeks Ended   Thirty-nine Weeks Ended
                             September 30, October 2, September 30, October 2,
                                 2008         2007         2008        2007
                             ------------- ---------- ------------- ----------
                                              (In thousands)
    Net income (loss)         $(24,921)      $5,996    $(33,553)        $188
    Income tax provision        26,413        4,155      19,465           53
                             ------------- ---------- ------------- ----------
    Income (loss) before
     income taxes                1,492       10,151     (14,088)         241
    Adjustments:
    Interest expense             7,919        7,329      24,611       22,460
    Depreciation and
     amortization                9,599        7,995      26,727       23,090
                             ------------- ---------- ------------- ----------
    EBITDA (1)                 $19,010      $25,475     $37,250      $45,791
                             ============= ========== ============= ==========


    The following adjustments to EBITDA
     were made to compute Adjusted
     EBITDA:

    EBITDA                     $19,010      $25,475     $37,250      $45,791
    Adjustments:
    Transaction related
     expenses (2)                  -            667         -          1,000
    Trademark impairment (3)     3,623          -         3,623          -
                             ------------- ---------- ------------- ----------
    Adjusted EBITDA (1)        $22,633      $26,142     $40,873      $46,791
                             ============= ========== ============= ==========

(1) EBITDA is not a measure in accordance with GAAP. EBITDA is not intended to represent cash flows from operations as determined by GAAP and should not be used as an alternative to income (loss) before taxes or net income (loss) as an indicator of operating performance or to cash flows as a measure of liquidity. We believe that EBITDA is an important measure of the cash returned on our investment in capital expenditures under our contracts. Adjusted EBITDA as defined in the indenture governing our subordinated notes issued in 2003, is determined as EBITDA as adjusted for transaction related expenses, contract related losses, other non-cash charges, and the former annual management fee paid to affiliates of Blackstone and GE Capital, less any non-cash credits. We present Adjusted EBITDA because covenants in the indenture governing our 2003 notes contain ratios based on this measure and it is used by management to among other things evaluate our ability to make interest payments.

(2) Reflects expenses associated with the 2007 follow-on offering to the Company's 2003 initial public offering.

(3) Reflects a non-cash expense for the write down of trademarks as a result of the determination that an impairment was incurred during the thirteen weeks ended September 30, 2008.





                              CENTERPLATE, INC.
               SELECTED CONSOLIDATED CASH FLOW DATA (UNAUDITED)

                               Thirteen Weeks Ended   Thirty-nine Weeks Ended
                             September 30, October 2, September 30, October 2,
                                 2008         2007        2008         2007
                             ------------- ---------- ------------- ----------
                                  (In thousands)           (In thousands)
    CASH FLOWS FROM OPERATING
     ACTIVITIES:
    Net income (loss)          $(24,921)     $5,996     $(33,553)       $188
    Adjustments to reconcile
     net income (loss) to net
     cash provided by operating
     activities:
        Depreciation and
         amortization             9,599       7,995       26,727      23,090
        Amortization of
         deferred financing
         costs                      990         643        2,960       1,927
        Change in fair value
         of derivative              -           250         (311)        368
        Interest earned on
         restricted cash            -          (118)        (111)       (350)
        Charge for impaired
         assets                   3,623         -          3,623         -
        Deferred tax change      26,713       4,241       19,724         256
        Gain (loss) on disposition
         of assets                  (96)        -            (98)        (26)
        Other                        17          (5)         (13)        -

       Changes in assets and
        liabilities              11,049      (5,565)      30,463       4,709
                             ------------- ---------- ------------- ----------
            Net cash provided
             by operating
             activities          26,974      13,437       49,411      30,162
                             ------------- ---------- ------------- ----------
    CASH FLOWS FROM INVESTING
     ACTIVITIES:
       Acquisition of business      -           -         (1,000)        -
       Purchase of property and
        equipment                (5,938)     (4,139)     (14,061)    (12,249)
       Proceeds from sale of
        property and equipment      251         -            309          17
       Contract rights
        acquired                 (2,819)     (6,937)     (15,497)    (10,980)
       Restricted cash              -         5,809          354       6,658
                             ------------- ---------- ------------- ----------
            Net cash used in
             investing
             activities          (8,506)     (5,267)     (29,895)    (16,554)
                             ------------- ---------- ------------- ----------
    CASH FLOWS FROM FINANCING
     ACTIVITIES:
       Restricted Cash              -           -          8,033         -
       Repayments - revolving
        loans                   (22,000)    (24,500)     (64,500)    (65,500)
       Borrowings - revolving
        loans                    (5,500)     17,000       57,000      55,500
       Net borrowings -
        swingline loans             -           -         (4,000)        -
       Principal payments on
        long-term debt              -          (269)      (8,840)       (807)
       Dividend payments            -        (4,460)      (6,925)    (13,380)
       Increase in bank
        overdrafts                2,421       3,391        4,707       4,733
                             ------------- ---------- ------------- ----------
            Net cash used in
             financing
             activities         (25,079)     (8,838)     (14,525)    (19,454)
                             ------------- ---------- ------------- ----------
       Effect of exchange rate
        on cash                    (198)        453         (438)        453

    DECREASE (INCREASE) IN CASH  (6,809)       (215)       4,553      (5,393)

    CASH AND CASH EQUIVALENTS:
    Beginning of period          45,215      34,413       33,853      39,591
                             ------------- ---------- ------------- ----------
    End of period               $38,406     $34,198      $38,406     $34,198
                             ============= ========== ============= ==========



                              CENTERPLATE, INC.
             SELECTED CONSOLIDATED BALANCE SHEET DATA (UNAUDITED)


                                        September 30,  January 1,
                                            2008          2008
                                        -------------  ----------
    ASSETS                                    (in thousands)
      Current assets                      $109,737      $95,517
      Property and equipment, net           54,713       51,986
      Contract rights, net                  92,805       85,183
      Cost in excess of net assets
       acquired                             41,142       41,142
      Deferred financing costs, net         11,388       10,361
      Other assets                          20,847       48,162
                                        -------------  ----------
    TOTAL ASSETS                          $330,632     $332,351
                                        =============  ==========
    LIABILITIES AND STOCKHOLDERS'
     DEFICIENCY
      Current liabilities                 $366,287     $114,992
      Long-term debt                             0      223,334
      Other liabilities                     21,499       11,559
      Total stockholders' deficiency       (57,154)     (17,534)
                                        -------------  ----------
    TOTAL LIABILITIES AND STOCKHOLDERS'
     DEFICIENCY                           $330,632     $332,351
                                        =============  ==========

SOURCE Centerplate, Inc.