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Panera Bread Company
2007 Annual Report to Stockholders

Table of contents

  • Page 1
    Panera Bread Company 2007 Annual Report to Stockholders

  • Page 2

  • Page 3
    ... to hold off on the price increase that we typically take in August of each year (even though we knew our costs were up). This decision lead to further compressed margins. And compressed margins, in turn, lead to weaker returns on new bakery-cafes. As we look back, some positive consequences of our...

  • Page 4
    ... to impact margin through a renewed focus on new bakery-cafe productivity and Return on Invested Capital, or ROIC. As margins compressed across all bakery-cafes, the sales needed to meet our ROIC targets went up. We have reviewed our 2008 and 2009 development plans for companyowned bakery-cafes in...

  • Page 5
    ... initiate a more intense media effort in 2008 in those markets that we have identified as being most responsive to media (about half). We also plan to use our Via Panera catering program to build transactions in 2008. If executed properly - with an excellent customer experience and strategic pricing...

  • Page 6
    ...Chief Executive Officer of Boston Trust and Investment Management. Austin is the co-founder and former President and CEO of CarMax, Inc. Chuck is the Chief Operating Officer of Berkshire Hathaway's American Dairy Queen Corporation. These changes bring additional strength, new perspectives and valued...

  • Page 7
    ... strategy, including, among other things, variations in the number, timing, and successful nature of Company-owned and franchise-operated bakery-cafe openings and continued successful operation of bakery-cafes; failure to comply with government regulations; loss of a member of senior management...

  • Page 8

  • Page 9
    ...588 shares of Class B Common Stock ($.0001 par value). Part III incorporates certain information by reference from the registrant's definitive proxy statement for the 2008 annual meeting of shareholders, which will be filed no later than 120 days after the close of the registrant's fiscal year ended...

  • Page 10
    ... AND FINANCIAL DISCLOSURE ...ITEM 9A. CONTROLS AND PROCEDURES ...ITEM 9B. OTHER INFORMATION ...ITEM 10. ITEM 11. ITEM 12. ITEM 13. ITEM 14. PART III DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE ...EXECUTIVE COMPENSATION ...SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND...

  • Page 11
    ..., and free internet access provided through a managed WiFi network. At the close of each day, Panera bakery-cafes donate bread and baked goods to community organizations in need. On February 1, 2007, we purchased 51 percent of the outstanding capital stock of Paradise, which at that time operated 22...

  • Page 12
    ... style centers, free standing street locations, downtown business districts, and office buildings, and currently operate in 10 states that are principally in different markets than Panera bakery-cafes. Paradise has been expanding the number of bakery-cafes on a limited basis and opened 21 new bakery...

  • Page 13
    ... shopping districts, and other areas where Paradise bakery-cafes are located. Paradise believes its competitive advantages are the high quality of its freshly prepared food products and the exceptional service provided by its associates. MENU The menu is designed to provide Panera's target customers...

  • Page 14
    ... groups, to determine customer food and drink preferences and price points. Panera attempts to increase its per location sales through menu development, product merchandising, and promotions at everyday prices and by sponsorship of local community charitable events. Panera franchise-operated bakery...

  • Page 15
    ... financial statements for further information on Panera's accounting for leases. Sites for Paradise's bakery-cafes include regional malls, free standing street locations, downtown business districts, and office buildings. Paradise operates bakery-cafes ranging in size from 800 to 5,600 square...

  • Page 16
    ... a daily basis. Panera uses this retail data to generate daily and weekly consolidated reports regarding sales and other key metrics, as well as detailed profit and loss statements for each Panera Company-owned bakery-cafe. Additionally, Panera monitors the average check, customer count, product mix...

  • Page 17
    ... on customers' needs for breakfast, lunch, PM "chill-out," dinner, and take home bread. The competitive factors include location, environment, customer service, price and product quality. We compete for leased space in desirable locations. Some of our competitors may have capital resources greater...

  • Page 18
    ...looking statements made in this Form 10-K or presented elsewhere by management from time to time. Disruptions in our supply chain or increases in ingredient, product and other supply costs could adversely affect our profitability and operating results. Our Company-owned and franchise-operated bakery...

  • Page 19
    ... free chicken, sweet goods and soup), including weather, unanticipated demand, labor, production or distribution problems, quality issues and cost, some of which are beyond our control, and which could have an adverse effect on our business and results of operations. Our profitability depends...

  • Page 20
    ...our business and operating results could be adversely affected. Competition may adversely affect our operations and results of operations. The restaurant industry is highly competitive with respect to location, environment, customer service, price, quality of products and overall customer experience...

  • Page 21
    ... rate of our bakery-cafes in those markets. However, this strategy could result in a sales decline in some of our existing bakery-cafes if customers choose to patronize a new location over an existing location. There can be no assurance that we will be successful in operating bakery-cafes profitably...

  • Page 22
    ...including business, health, fire and safety codes. Various federal and state labor laws govern our operations and our relationship with our associates, including minimum wage, overtime, accommodation and working conditions, benefits, citizenship requirements, insurance matters, workers' compensation...

  • Page 23
    ... others through private actions, class actions or other forums. For example, in January 2008, a purported class action lawsuit was filed against us and three of our current or former executive officers by investors alleging violations of the Securities Exchange Act of 1934 and the rules promulgated...

  • Page 24
    ...illnesses or other problems at our bakery-cafes; • natural disasters and other calamities; and • general economic conditions, both nationally and locally. Additionally, our sales have fluctuated by season due to the number and timing of bakery-cafe openings and related expense, consumer spending...

  • Page 25
    ... are generally for ten years with renewal options at most locations and generally require us to pay a proportionate share of real estate taxes, insurance, common area, and other operating costs. Many bakery-cafe leases provide for contingent rental (i.e. percentage rent) payments based on sales in...

  • Page 26
    Information with respect to our Company-owned leased fresh dough facilities as of December 25, 2007 is set forth below: Facility Square Footage Atlanta, GA ...Beltsville, MD ...Chicago, IL ...Cincinnati, OH ...Dallas, TX ...Denver, CO ...Detroit, MI...Fairfield, NJ ...Franklin, MA(1) ...Greensboro,...

  • Page 27
    ... ...Massachusetts ...Michigan ...Minnesota ...Missouri ...Nebraska ...Nevada ...New Hampshire ...New Jersey ...New York ...North Carolina ...Ohio ...Oklahoma ...Oregon ...Pennsylvania ...Rhode Island ...South Carolina ...South Dakota ...Tennessee ...Texas ...Utah ...Virginia ...Washington ...West...

  • Page 28
    ... 3. LEGAL PROCEEDINGS On January 25, 2008, a purported class action lawsuit was filed against us and three of our current or former executive officers by the Western Washington Laborers-Employers Pension Trust on behalf of investors who purchased our common stock during the period between November...

  • Page 29
    ... 2007, we repurchased Class A common stock as follows: Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares That May Yet Be Purchased Under the Announced Program Period September 26...

  • Page 30
    ...share data) December 27, 2003 Revenues: Bakery-cafe sales ...Franchise royalties and fees ...Fresh dough sales to franchisees ...Total revenue ...Costs and expenses: Bakery-cafe expenses: Cost of food and paper products ...Labor ...Occupancy ...Other operating expenses ...Total bakery-cafe expenses...

  • Page 31
    ...Short-term investments ...Total assets...Long-term debt ...Other long-term liabilities ...Stockholders' equity ...Franchisee revenue(3) ...Comparable bakery-cafe sales percentage for: Company-owned bakery-cafes ...Franchise-operated bakerycafes(3) ...Bakery-cafe data: Company-owned bakery-cafes open...

  • Page 32
    ...-operated sales information internally in connection with bakery-cafe development decisions, planning, and budgeting analyses. We believe franchise-operated sales information is useful in assessing consumer acceptance of the Company's brand, facilitates an understanding of financial performance...

  • Page 33
    ... and franchise fees. The cost of food and paper products, labor, occupancy, and other operating expenses relate primarily to Company-owned bakery-cafe sales. The cost of fresh dough sales relates primarily to the sale of fresh dough products and tuna and cream cheese to franchisees. General and...

  • Page 34
    ... Year Ended December 25, December 26, December 27, 2007 2006 2005 Revenues: Bakery-cafe sales ...Franchise royalties and fees ...Fresh dough sales to franchisees ...Total revenue ...Costs and expenses: Bakery-cafe expenses(1): Cost of food and paper products ...Labor ...Occupancy ...Other operating...

  • Page 35
    ...cafe data relating to Company-owned and franchise-operated bakery-cafes for the periods indicated: For the Fiscal Year Ended December 25, December 26, December 27, 2007 2006 2005 Number of bakery-cafes: Company-owned: Beginning of period ...Bakery-cafes opened ...Bakery-cafes closed ...Bakery-cafes...

  • Page 36
    ... related interpretations. Accordingly, stock-based compensation was included as pro forma disclosure in the financial statement footnotes. We are providing the table below because management believes it provides useful information to investors regarding our results of operations by providing current...

  • Page 37
    ...tax ...Plus: Paradise one-time charge, net of tax ...Less: Stock-based compensation expense included in footnote, net of tax ...Non-GAAP diluted earnings per share ...Shares used in diluted earnings per share calculation ...Results of Operations Fiscal Year 2007 Compared to Fiscal Year 2006 Revenues...

  • Page 38
    ...purchase of one bakery-cafe from the Company in 2007 and the 1.5 percent increase in comparable franchise-operated bakery-cafe sales for the fiscal year ended December 25, 2007. Franchise royalties and fees were also positively impacted by the consolidation of royalties and fees from the 22 Paradise...

  • Page 39
    ..., coupled with general inflationary cost pressures, which outpaced the increase in sales prices over the same fiscal years; a shift in consumer demand to products involving higher ingredient costs; and a modest shift in mix away from bakery-cafe related products such as breads and bagels, which we...

  • Page 40
    ...for certain acquired franchise-operated bakery-cafes that operated at a royalty rate lower that the current market royalty rates; and a charge of approximately $1.0 million in the fourth quarter of 2007 relating to an unrealized loss on our investment in the Columbia Strategic Cash Portfolio, or the...

  • Page 41
    ... net sales by operating weeks. Accordingly, year-over-year results reflect sales for all locations, whereas comparable store sales exclude closed locations and are based on sales for bakery-cafes that have been in operation and owned for at least 18 months. New stores typically experience an opening...

  • Page 42
    ... number of franchise-operated bakery-cafes opened. Costs and Expenses The cost of food and paper products includes the costs associated with the fresh dough operations that sell fresh dough products to Company-owned bakery-cafes, as well as the cost of food and paper products supplied by third party...

  • Page 43
    ... bakery-cafe sales in fiscal year 2006 compared to fiscal year 2005 was primarily due to the leveraging of other operating costs over higher sales volumes, partially offset by increased local marketing expenses incurred in support of our evening daypart initiative. Fresh dough facility cost of sales...

  • Page 44
    ... shares of our common stock and to purchase a 51 percent ownership interest in Paradise Bakery & Café on February 1, 2007. See Note 3 to the accompanying consolidated financial statements for information relating to the Paradise acquisition and the acquisitions of franchise-operated bakery...

  • Page 45
    ... our return on invested capital. Our strategy to improve return on invested capital includes raising our sales hurdles for new bakery-cafes to adjust to the contraction in margins we have experienced. We expect to do this by focusing our real estate decision-making process to only build bakery-cafes...

  • Page 46
    ...12, 2007 and no shares were purchased under that program. However, shares of Class A common stock were subsequently repurchased under the Rule 10b5-1 plan. See Note 11 to the accompanying consolidated financial statements for further information with respect to our share repurchase programs. Also on...

  • Page 47
    .... As gift cards are redeemed, this liability is reduced and revenue is recognized as a sale. Further, franchise fees are the result of the sale of area development rights and the sale of individual franchise locations to third parties. The initial franchise fee is generally $35,000 per bakery-cafe...

  • Page 48
    ... day of the fourth quarter of each year by comparing discounted cash flows from reporting units with the carrying value of the underlying net assets inclusive of goodwill. In performing this analysis, management considers such factors as current results, trends, future prospects and other economic...

  • Page 49
    ... our bakery-cafes, fresh dough facilities, and administrative offices are generally for ten years with renewal options at most locations and generally require us to pay a proportionate share of real estate taxes, insurance, common area, and other operating costs. Many bakery-cafe leases provide for...

  • Page 50
    ... accompanying consolidated financial statements for further information. (2) Relates to certain commodity and service agreements where we are committed at December 25, 2007 to purchase a fixed quantity over a contracted time period. (3) Long-term debt consists of amounts owed on the credit facility...

  • Page 51
    ...laws, and management does not anticipate any related future significant reductions in gross profit margins. Recent Accounting Pronouncements In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an Amendment of FASB Statement...

  • Page 52
    ... commodities, such as flour and coffee, for use in our business. These commodities are sometimes purchased under agreements of one month to one year time frames usually at a fixed price. As a result, we are subject to market risk that current market prices may be above or below our contractual...

  • Page 53
    ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The following consolidated financial statements are included in response to this item: Report of Independent Registered Public Accounting Firm ...Consolidated Balance Sheets ...Consolidated Statements of Operations ...Consolidated Statements of ...

  • Page 54
    ...to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures...

  • Page 55
    PANERA BREAD COMPANY CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share information) December 25, 2007 December 26, 2006 ASSETS Current assets: Cash and cash equivalents ...Short-term investments ...Trade accounts receivable, net ...Other accounts receivable ...Inventories ......

  • Page 56
    PANERA BREAD COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share information) For the Fiscal Year Ended December 25, December 26, December 27, 2007 2006 2005 Revenues: Bakery-cafe sales ...Franchise royalties and fees ...Fresh dough sales to franchisees ...Total revenue ...

  • Page 57
    PANERA BREAD COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) For the Fiscal Year Ended December 25, December 26, December 27, 2007 2006 2005 Cash flows from operations: Net income ...Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and ...

  • Page 58
    ... stock, at cost: Balance, beginning of year ...Acquisition of treasury stock ...Balance, end of year ...Additional paid-in capital: Balance, beginning of year ...Exercise of employee stock options ...Issuance of common stock ...Stock compensation ...Income tax benefit related to stock option plan...

  • Page 59
    ... operations consisted of 532 Company-owned bakery-cafes. The Company specializes in meeting consumer dining needs by providing high quality food, including some or all of the following: fresh baked goods, made-to-order sandwiches on freshly baked breads, Crispani» hand-crafted pizza, soups, salads...

  • Page 60
    ..., and $11.0 million for the fiscal years ended December 25, 2007, December 26, 2006, and December 27, 2005, respectively. Goodwill Goodwill consists of the excess of the purchase price over the fair value of net assets acquired. Statement of Financial Accounting Standards ("SFAS") No. 142, Goodwill...

  • Page 61
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) underlying net assets inclusive of goodwill. The Company completed annual impairment tests as of the first day of the fourth quarter of fiscal years 2007, 2006, and 2005, none of which identified any impairment. Other ...

  • Page 62
    ... expensed and included in general and administrative expenses in the accompanying Consolidated Statements of Operations. The Company capitalized $10.2 million, $9.1 million, and $7.0 million direct and indirect costs related to the development of Company-owned bakery-cafes for the fiscal years ended...

  • Page 63
    ... of new bakery-cafe locations, which consists primarily of pre-opening rent expense, labor and food costs incurred during in-store training and preparation for opening, but exclude manager training costs which are included in other operating expenses in the accompanying Consolidated Statements of...

  • Page 64
    ... derivative financial instruments. Stock-Based Compensation The Company maintains several stock-based incentive plans. The Company grants options to purchase common stock at an option price equal to the market value of the stock at the date of grant. Options generally vest ratably over a four-year...

  • Page 65
    ... as pro forma disclosure in the financial statement footnotes. The Company's pro forma net income and pro forma earnings per share for the fiscal year ended December 27, 2005 had compensation costs for the Company's stock option plans been determined under the fair value based method and recognition...

  • Page 66
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) the life of the respective lease. The estimated liability is based on experience in closing bakery-cafes and the related external cost associated with these activities. Revisions to the liability could occur due to ...

  • Page 67
    ...) expense, net in the accompanying Consolidated Statements of Operations. On June 6, 2007, the Company sold substantially all of the assets of one bakery-cafe and the area development rights for certain markets in Southern California to a new area developer, Pride Bakeries, LLC, for a sales price of...

  • Page 68
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) purchase price of approximately $21.1 million plus approximately $0.5 million in acquisition costs. Approximately $20.1 million of the acquisition price was paid with cash on hand at the time of closing, approximately ...

  • Page 69
    ...December 25, 2007. These Columbia Portfolio units are no longer trading and have no readily determinable market value. As a result, the Company assessed the fair value of the underlying collateral for the Columbia Portfolio through review of current investment ratings, as available, coupled with the...

  • Page 70
    ... of the Columbia Portfolio, as included in the Company's accompanying consolidated financial statements at December 25, 2007, will be received within the next twelve months based on the redemptions received to-date; however, no commitments on the timing and ability of future redemptions have been...

  • Page 71
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 6. Property and Equipment Major classes of property and equipment consist of the following (in thousands): December 25, 2007 December 26, 2006 Leasehold improvements ...Land and land improvements ...Machinery and ...

  • Page 72
    ..., 2007 December 26, 2006 Unredeemed gift cards ...Compensation and related employment taxes...Capital expenditures ...Share repurchase settlement ...Insurance ...Taxes, other than income tax ...Advertising ...Rent ...Utilities ...Deferred acquisition purchase price (Note 3) ...Other ... $ 30,081 19...

  • Page 73
    ... the credit facility. The number of shares to be repurchased under the ASR program was based generally on the volume-weighted average price of the Company's Class A common stock during the term of the agreement. Purchases under the ASR agreement were subject to collar provisions that would establish...

  • Page 74
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) for scheduled rent increases during the lease terms or for rental payments commencing at a date other than the date of initial occupancy. Aggregate minimum requirements under non-cancelable operating leases, excluding ...

  • Page 75
    ... Proceedings On January 25, 2008, a purported class action lawsuit was filed against the Company and three of its current or former executive officers by the Western Washington Laborers-Employers Pension Trust on behalf of investors who purchased the Company's common stock during the period between...

  • Page 76
    ... Accrued expenses ...Stock-based compensation ...Other ...Total deferred tax assets ...Deferred tax liabilities: Property and equipment ...Goodwill ...Other ...Total deferred tax liabilities ...Net deferred tax asset (liability) ...Net current deferred tax asset ...Net non-current deferred tax asset...

  • Page 77
    ... of its employees to help manage long-term employee benefit cost and to obtain tax deductions on interest payments on insurance policy loans. However, due to tax law changes, the Company froze this program in 1998. It appears based on current actuarial estimates that the program will end in 2013...

  • Page 78
    ... by the cash values of the underlying life insurance policies and require interest payments at a rate of 8.4 percent for the year ended December 25, 2007. Interest accrued on insurance policy loans is netted with other COLI related income statement transactions in other (income) expense, net in the...

  • Page 79
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Treasury Stock Pursuant to the terms of the 2005 Long-Term Incentive Program ("2005 LTIP") and the applicable award agreements, the Company repurchased 6,594 shares of Class A common stock at an average cost of $43.62 ...

  • Page 80
    ... years ended December 25, 2007 and December 26, 2006, compensation (income) expense related to the performance awards was $0.9 million and ($0.2) million, respectively. Stock options under the 2005 LTIP are granted with an exercise price equal to the quoted market value of the Company's common stock...

  • Page 81
    ...825,000 shares of Class A Common Stock. The ESPP gives eligible employees the option to purchase Class A Common Stock (total purchases in a year may not exceed 10 percent of an employee's current year compensation) at 85 percent of the fair market value of the Class A Common Stock at the end of each...

  • Page 82
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) value based method and recognition provisions of SFAS No. 123R at the grant date, would have been as follows (in thousands, except per share amounts): December 27, 2005 Net income, as reported ...Add: Total stock-...

  • Page 83
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) A summary of stock option activity under the Company's stock-based compensation plans is set forth below: Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value...

  • Page 84
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The fair value of restricted stock is determined based on the market value of the Company's stock on the grant date. A summary of the status of the Company's restricted stock activity is set forth below: Weighted ...

  • Page 85
    ... cost generally not to exceed 27 percent of the retail value of the end product. The sales and related costs to the franchise-operated bakery-cafes are separately stated line items in the Consolidated Statements of Operations. The operating profit related to the sales to Company-owned bakery...

  • Page 86
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The following table sets forth certain bakery-cafe data relating to Company-owned and franchise-operated bakery-cafes for the periods indicated: For the Fiscal Year Ended December 25, December 26, December 27, 2007 ...

  • Page 87
    ... Policies." Segment information related to the Company's three business segments follows (in thousands): For the Fiscal Year Ended December 25, December 26, December 27, 2007 2006 2005 Revenues: Company bakery-cafe operations ...Franchise operations ...Fresh dough operations ...Intercompany sales...

  • Page 88
    ...except for per share data): For the Fiscal Year Ended December 25, December 26, December 27, 2007 2006 2005 Amounts used for basic and diluted per share calculations: Net income ...Weighted average number of shares outstanding - basic ...Effect of dilutive securities: Employee stock options ...LTIP...

  • Page 89
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 21. Selected Quarterly Financial Data (unaudited) The following table presents selected quarterly financial data for the periods indicated (in thousands, except per share data): March 27 Fiscal 2007 - Quarters Ended ...

  • Page 90
    ... to the company's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable...

  • Page 91
    ...the 2008 Annual Meeting of Stockholders, which the Company will file with the Securities and Exchange Commission within 120 days of the end of the fiscal year to which this report relates. The Company has adopted a code of ethics, called the Standards of Business Conduct that applies to its officers...

  • Page 92
    ...fiscal years ended December 25, 2007, December 26, 2006, and December 27, 2005 Notes to the Consolidated Financial Statements (a) 2. Financial Statement Schedule The following financial statement schedule for the Company is filed herewith: Schedule II - Valuation and Qualifying Accounts PANERA BREAD...

  • Page 93
    ...of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. PANERA BREAD COMPANY By: /s/ RONALD M. SHAICH Ronald M. Shaich Chairman and Chief Executive Officer Date: February 22, 2008 Pursuant to the requirements of the Securities...

  • Page 94
    ... Incentive Program, as amended. Incorporated by reference to Exhibit 10.2 to the Company's Current Report on From 8-K filed May 25, 2006.†Panera Bread Company 2006 Stock Incentive Plan. Incorporated by reference to Exhibit A to the Company's Proxy Statement dated April 13, 2006 filed on Schedule...

  • Page 95
    ...and sole book manager. Incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed December 3, 2007. Registrant's Subsidiaries. Consent of Independent Registered Public Accounting Firm. Certification by Chief Executive Officer. Certification by Chief Financial Officer...

  • Page 96
    ... in any such filing. We obtained information used on the graph from Research Data Group, Inc., a source we believe to be reliable, but we disclaim any responsibility for any errors or omissions in such information. COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* Among Panera Bread Company, The NASDAQ...

  • Page 97
    ... Executive Officer, Panera Bread Company Corporate Information Transfer Agent and Registrar Computershare Trust Company, N.A. P.O. Box 43078 Providence, RI 02940-3078 Stockholder Inquires 1-877-282-1169 2008 Annual Meeting of Stockholders Thursday, May 22, 2008, 10:30 a.m., Central Daylight Time...

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