Cracker Barrel 2008 Annual Report Download - page 68

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these Senior Notes were treated as if converted into
common stock. Following the redemption of the Senior Notes
and New Notes, outstanding employee and director stock
options and nonvested stock and stock awards issued by
the Company represent the only dilutive effects on diluted
consolidated net income per share.
The following table reconciles the components of diluted
earnings per share computations:
August 1, August 3, July 28,
2008 2007 2006
Income from continuing operations per share numerator:
Income from continuing
operations $ 65,303 $ 75,983 $ 95,501
Add: Interest and loan
acquisition costs associated
with Senior Notes,
net of related tax effects — 3,977 3,977
Income from continuing
operations available to
common shareholders $ 65,303 $ 79,960 $ 99,478
Income from discontinued
operations, net of tax,
per share numerator $ 250 $ 86,082 $ 20,790
Net income per share numerator:
Income from operations $ 65,553 $ 162,065 $ 116,291
Add: Interest and loan
acquisition costs associated
with Senior Notes,
net of related tax effects — 3,977 3,977
Income from operations
available to common
shareholders $ 65,553 $ 166,042 $ 120,268
Income from continuing operations, income from discontinued
operations, net of tax, and net income per share denominator:
Basic weighted average
shares outstanding 22,782,608 27,643,098 42,917,319
Add potential dilution:
Senior and New Notes — 3,479,087 4,582,788
Stock options and
nonvested stock and
stock awards 623,436 634,397 544,333
Diluted weighted average
shares outstanding 23,406,044 31,756,582 48,044,440
7SHARE REPURCHASES
On September 20, 2007, the Company’s Board of Directors
approved the repurchase of up to 1,000,000 shares of the
Company’s outstanding shares of common stock. On January
22, 2008, the Company’s Board of Directors approved the
repurchase of up to 625,000 additional shares of its
common stock. During 2008, the Company repurchased a
total of 1,625,000 shares of its common stock in the
open market at an aggregate cost of $52,380. Related
transaction costs and fees that were recorded as a
reduction to shareholders’ equity resulted in the shares
being repurchased at an average cost of $32.23 per share.
On July 31, 2008, the Company’s Board of Directors
approved the repurchase of up to $65,000 of the Company’s
common stock. The Company’s principal criteria for share
repurchases are that they be accretive to expected net
income per share and are within the limits imposed by the
Company’s debt covenants under the $1,250,000 credit
facility (the “2006 Credit Facility”) and that they now be
made only from free cash flow.
During 2007, the Company repurchased a total of
8,774,430 shares of its common stock pursuant to an issuer
tender offer (“the Tender Offer”) and previously announced
share repurchase authorizations. The Company repurchased
5,434,774 shares of its common stock pursuant to the
Tender Offer for a total purchase price of approximately
$250,000 before fees. In accordance with SFAS No. 150,
“Accounting for Certain Financial Instruments with
Characteristics of both Liabilities and Equity,” the Company
recorded interest expense of $286 associated with the
Tender Offer in the second quarter of 2007. The Company
also incurred related transaction fees, which were recorded
as a reduction to shareholders’ equity, and resulted in
an average cost of $46.03 per share for the Tender Offer.
During 2007, the Company also repurchased 3,339,656
shares of its common stock in the open market at an
aggregate cost of approximately $155,000 before fees.
8DEBT
Long-term debt consisted of the following at:
August 1, August 3,
2008 2007
Term Loan B
payable $1,792 per quarter with the
remainder due on April 27, 2013 $633,456 $640,624
Delayed-Draw Term Loan Facility payable
$383 and $250 per quarter in 2008 and
2007, respectively, with the remainder
due on April 27, 2013 151,103 99,750
Revolving Credit Facility payable on or
before April 27, 2011 3,200 24,100
787,759 764,474
Current maturities (8,698) (8,168)
Long-term debt $779,061 $756,306