Jack In The Box 2005 Annual Report Download - page 67

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JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except per share data)
(continued)
10. STOCK-BASED EMPLOYEE COMPENSATION (continued)
We awarded 57,870, 35,000 and 252,600 shares of restricted stock to certain executives during fiscal years 2005, 2004 and
2003, respectively. These restricted stock awards have been recognized as unearned compensation in stockholders’ equity
based upon the fair value of the Company’ s common stock on the award date. Unearned compensation is amortized to
compensation expense over the estimated vesting period. The expense recognized in connection with these awards was
$558, $584 and $497 in 2005, 2004 and 2003, respectively.
In September 2004, we issued 92,919 shares of performance vested restricted stock awards. During 2005, employees who
left the Company before the vesting period forfeited 8,819 shares. The number of shares to be received under these awards
at the end of the three-year performance period will depend on the attainment of certain performance objectives. The
expected cost of the shares will be reflected over the related performance period, fiscal years 2005 through 2007. In 2005,
$838 was expensed in connection with these awards. Since performance-based stock awards are contingent upon satisfying
certain conditions, they are considered to be contingently issuable and, therefore, are not included in the calculation of
diluted earnings per share.
In September 2005, we issued an additional 71,747 performance vested restricted stock awards related to the fiscal year
2006 through 2009 performance period.
11. STOCKHOLDERS’ EQUITY
Preferred stock – We have 15,000,000 shares of preferred stock authorized for issuance at a par value of $.01 per share.
No preferred shares have been issued.
On July 26, 1996, the Board of Directors declared a dividend of one preferred stock purchase right (a “Right”) for each
outstanding share of our common stock, which Rights expire on July 26, 2006. Each Right entitles a stockholder to
purchase for an exercise price of $40, subject to adjustment, one one-hundredth of a share of the Company’ s Series A
Junior Participating Cumulative Preferred Stock, or, under certain circumstances, shares of common stock of Jack in the
Box Inc. or a successor company with a market value equal to two times the exercise price. The Rights would only become
exercisable for all other persons when any person acquires a beneficial interest of at least 20% of the Company’ s
outstanding common stock. The Rights have no voting privileges and may be redeemed by the Board of Directors at a
price of $.001 per Right at any time prior to or shortly after the acquisition of a beneficial ownership of 20% of the
outstanding common shares. There are 383,486 shares of Series A Junior Participating Cumulative Preferred Stock
reserved for issuance upon exercise of the Rights.
Treasury stock – Pursuant to stock repurchase programs authorized by the Board of Directors, we repurchased 2,578,801,
228,400 and 2,566,053 shares of our common stock for $92,861, $7,138 and $50,157 during 2005, 2004 and 2003,
respectively. On September 15, 2005, the Board of Directors approved an additional $150,000 stock repurchase program
which was not utilized as of October 2, 2005.
Comprehensive income – Our total comprehensive income, net of taxes, was as follows for the three fiscal years ended
October 2, 2005:
2005 2004 2003
Net earnings .................................................................................................... $ 91,537 $ 74,684 $ 70,084
Net unrealized gains related to cash flow hedges, net of taxes of $266............ 417
Additional minimum pension liability, net of taxes of
$(18,289), $16,509 and $(11,652), respectively ........................................... (28,726) 25,930 (18,302)
Total comprehensive income............................................................................ $ 63,228 $100,614 $ 51,782
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