Panera Bread 2010 Annual Report Download

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Panera Bread Company
2010 Annual Report to Stockholders

Table of contents

  • Page 1
    Panera Bread Company 2010 Annual Report to Stockholders

  • Page 2
    ...loyalty program; growth of our catering business and finally the quality of our operations. Menu Development For the last several years, we have utilized the talents of our food development group and the size and scale of our supply chain to drive innovation and differentiation of our food offerings...

  • Page 3
    ... our Real Estate Group has brought to site selection over the last few years has continued to pay dividends for us. Utilizing our capital wisely is a key focus of management and our Board of Directors. In 2010, we were able to acquire 37 bakery-cafes from our franchisee in the New Jersey market at...

  • Page 4
    Future We believe that our model of increasing our store profit through investing in the quality of our customers' experience to drive differentiation and competitive advantage; unit growth; driving operating leverage and deploying our excess capital in high ROI investments positions us well to ...

  • Page 5
    ... discussed in this annual report to stockholders and in our public disclosures, whether written or oral, relating to future events or our future performance, including any discussion express or implied, of our anticipated growth, operating results, future earnings per share, plans, and objectives...

  • Page 6
    ... information from the registrant's definitive proxy statement for the 2011 annual meeting of shareholders, which the registrant intends to file pursuant to Regulation 14A with the Securities and Exchange Commission not later than 120 days after the registrant's fiscal year end of December 28, 2010...

  • Page 7
    ... DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE ...EXECUTIVE COMPENSATION ...SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS ...CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE ...PRINCIPAL ACCOUNTANT FEES AND SERVICES...

  • Page 8
    ... nearly six million customers a week system-wide, and are currently one of the largest food service companies in the United States. We believe our success is rooted in our ability to create long-term dining concept differentiation. We operate under the Panera Bread», Saint Louis Bread Co.» and...

  • Page 9
    ...loyalty program, which we believe will allow us to build deeper relationships with our customers and entice them to return to our bakery-cafes. Our menu, operating systems, design, and real estate strategy allow us to compete successfully in several segments of the restaurant business: breakfast, AM...

  • Page 10
    ... Restaurants Chains Survey for eating on-the-go rates us number one among chain restaurants with fewer than 5,000 locations in the following categories: Most Popular, Best Salad, and Best Facilities while ranking us second in Healthy Options, Best Value, and Best Breakfast Sandwich. OPERATIONAL...

  • Page 11
    ... and fresh dough facilities are generally 10 years with renewal options at most locations, and generally require us to pay a proportionate share of real estate taxes, insurance, common area maintenance, and other operating costs. Many bakery-cafe leases provide for contingent rental (i.e. percentage...

  • Page 12
    ...-cafes in Ontario, Canada to support the three Company-owned bakery-cafes located in that market. Fresh dough is the key to our high-quality, artisan bread. Distribution is accomplished through a leased fleet of temperature controlled trucks operated by our associates. As of December 28, 2010, we...

  • Page 13
    ... are responsible for providing the appropriate menu prices, discount rates, and tax rates for system programming. We use in-store enterprise application tools to assist in labor scheduling and food cost management, to provide corporate and retail operations management quick access to retail...

  • Page 14
    ... provide periodic investor relations updates and our corporate governance materials at our Internet address. GOVERNMENT REGULATION Our fresh dough facilities and Company-owned and franchise-operated bakery-cafes are subject to regulation and licensing by federal, state and local agencies, and health...

  • Page 15
    ... to address material supply issues. However, there are many factors which could cause shortages or interruptions in the supply of our ingredients and products, including weather, unanticipated demand, labor, production or distribution problems, quality issues and cost, and the financial health of...

  • Page 16
    ... economic environment. Our customers may make fewer discretionary purchases as a result of job losses, foreclosures, bankruptcies, reduced access to credit and falling home prices. Because a key point in our business strategy is maintaining our transaction count, average check amount and margin...

  • Page 17
    ... competition for restaurant sites; • variations in the number and timing of bakery-cafe openings as compared to our construction schedule; • management of the costs of construction of bakery-cafes, particularly factors outside our control, such as the timing of delivery of a leased location by...

  • Page 18
    ... items consistent with customer tastes and expectations; • balancing unit growth while meeting target returns on invested capital for locations; • increasing same store sales and gross profit per transaction through investments in areas such as category management, catering, and technology in an...

  • Page 19
    ... in pricing, marketing, and the restaurant industry better than we can. Additionally, other companies may develop restaurants that operate with concepts similar to ours. We also compete with other restaurant chains and other retail businesses for quality site locations and hourly employees. If...

  • Page 20
    ... in and customer focus on nutrition and advertising practices could adversely affect our business. In recent years, there has been increased consumer emphasis on and regulatory scrutiny of restaurants operating in the quick-service and fast-casual segments, with respect to nutrition and advertising...

  • Page 21
    ...financial condition. Our operating results may fluctuate significantly from our forecasts, targets, or projections because of a number of factors, including the following: • changes in average weekly net sales and comparable net bakery-cafe sales due to: • lower customer traffic or average check...

  • Page 22
    ... wages of management and associates, compensation, insurance, and health care; and • changes in business strategy including concept evolution and new designs. • profitability of new bakery-cafes, especially in new markets; • delays in new bakery-cafe openings; • fluctuations in supply costs...

  • Page 23
    ... facilities, and support centers are generally 10 years with renewal options at most locations and our leases generally require us to pay a proportionate share of real estate taxes, insurance, common area maintenance, and other operating costs. Many bakery-cafe leases provide for contingent rental...

  • Page 24
    (2) Company-owned limited production facility co-located with one of our Company-owned bakery-cafes in Ontario, Canada to support the Company-owned bakery-cafes located in this market. As of December 28, 2010, we operated 1,453 bakery-cafes in the following locations: Location CompanyOwned Bakery-...

  • Page 25
    ...Sue Trachet, respectively, on behalf of investors who purchased our common stock during the period between November 1, 2005 and July 26, 2006. Both lawsuits were filed in the United States District Court for the Eastern District of Missouri, St. Louis Division. Each complaint alleges that we and the...

  • Page 26
    ... Labor Code, failure to pay overtime, failure to provide meal and rest periods and termination compensation and violations of California's Unfair Competition Law. The complaint seeks, among other relief, collective and class certification of the lawsuit, unspecified damages, costs and expenses...

  • Page 27
    ... Global Select Market ("Nasdaq") under the symbol "PNRA." There is no established public trading market for our Class B common stock. The following table sets forth the quarterly high and low sale prices for our Class A common stock as reported by Nasdaq for the fiscal years ended December 28, 2010...

  • Page 28
    ... fiscal 2010, we repurchased Class A common stock as follows: Total Number of Shares Purchased WeightedAverage 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...

  • Page 29
    ... . Pre-opening expenses ...Total costs and expenses ...Operating profit ...Interest expense ...Other expense (income), net ...Income before income taxes ...Income taxes ...Net income ...Less: net (loss) income attributable to noncontrolling interest ...Net income attributable to Panera Bread Company...

  • Page 30
    ... information) Consolidated balance sheet data: Cash and cash equivalents ...Short-term investments ...Total assets ...Long-term liabilities ...Stockholders' equity ...Franchisee revenues(2) ...Comparable net bakery-cafe sales percentage for(2)(3): Company-owned bakery-cafes ...Franchise-operated...

  • Page 31
    ... their net sales, and provides information that is relevant for comparison within the industry. We also include in this report information on Company-owned, franchise-operated, and system-wide average weekly net sales. Average weekly net sales are calculated by dividing total net sales in the period...

  • Page 32
    ..., 2010, we earned $1.21 per diluted share with the following performance on key metrics: system-wide comparable net bakery-cafe sales growth of 5.8 percent (growth of 5.2 percent for Company-owned bakery-cafes and growth of 6.1 percent for franchise-operated bakery-cafes); system-wide average weekly...

  • Page 33
    ... Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Revenues: Bakery-cafe sales, net ...Franchise royalties and fees ...Fresh dough and other product sales to franchisees ...Total revenue ...Costs and expenses: Bakery-cafe expenses(1): Cost of food and paper products ...Labor...

  • Page 34
    ...cafe data relating to Company-owned and franchise-operated bakery-cafes for the periods indicated: For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Number of bakery-cafes: Company-owned: Beginning of period ...Bakery-cafes opened ...Bakery-cafes closed ...Bakery-cafes...

  • Page 35
    ... in comparison to fiscal 2008. Fiscal Basis Comparable net bakery-cafe sales growth for the fiscal periods indicated were as follows: December 28, 2010 (52 weeks) For the Fiscal Year Ended December 29, 2009 December 30, 2008 (52 weeks) (53 weeks) Company-owned ...Franchise-operated ...System-wide...

  • Page 36
    ...-cafe and the Company's purchase of 40 franchise-operated bakery-cafes. The average weekly net sales per franchise-operated bakery-cafe and the related number of operating weeks for the periods indicated are as follows: For the Fiscal Year Ended December 28, December 29, 2010 2009 Percentage Change...

  • Page 37
    ... net bakerycafe sales and lower costs due to the timing of lower than normal self-insurance claims, partially offset by the increased labor investment related to the rollout of our MyPanera loyalty program. Occupancy cost was $101.0 million, or 7.6 percent of net bakery-cafe sales, in fiscal 2010...

  • Page 38
    ... described average check growth that resulted from our initiative to drive add-on sales and our category management initiative. The average weekly net sales per Company-owned bakery-cafe and the related number of operating weeks for the periods indicated are as follows: For the Fiscal Year Ended...

  • Page 39
    ... average weekly net sales per franchise-operated bakery-cafe and the related number of operating weeks for the periods indicated are as follows: For the Fiscal Year Ended December 29, December 30, 2009 2008 Percentage Change Franchise average weekly net sales ...Franchise number of operating weeks...

  • Page 40
    ... of net bakery-cafe sales was primarily due to increases in real estate taxes and common area maintenance costs and a $0.3 million charge in fiscal 2009 related to the closure of two bakery-cafes. Other operating expenses were $155.4 million, or 13.5 percent of net bakery-cafe sales, in fiscal 2009...

  • Page 41
    ...,151) $ 6,468 Cash flows provided by operating activities in fiscal 2010 primarily resulted from net income, adjusted for non-cash items such as depreciation and amortization, stock-based compensation expense, deferred income taxes and the tax benefit from exercise of stock options, an increase in...

  • Page 42
    ... financial statements for further information with respect to our acquisition activity in fiscal 2010 and fiscal 2008. Investments Historically, we invested a portion of our cash balances on hand in a private placement of units of beneficial interest in the Columbia Strategic Cash Portfolio...

  • Page 43
    ... loss on the Columbia Strategic Cash Portfolio units of $1.9 million in fiscal 2008 related to the fair value measurements and redemptions received and included the net loss in net cash provided by operating activities. During fiscal 2010, fiscal 2009, and fiscal 2008, we had no investments...

  • Page 44
    ...to our application of critical accounting policies and significant judgments and estimates that occurred during the fiscal year ended December 28, 2010. Revenue Recognition We recognize revenues from net bakery-cafe sales upon delivery of the related food and other products to the customer. Revenues...

  • Page 45
    ... our annual impairment assessment as of the first day of our fiscal fourth quarter of each year. Goodwill is tested for impairment in accordance with the accounting standard for goodwill by comparing the carrying value of reporting units to their estimated fair values. As quoted market prices for...

  • Page 46
    ... of our workers' compensation, group health, and general, auto, and property liability insurance with varying levels of deductibles of as much as $0.5 million of individual claims, depending on the type of claim. We also purchase aggregate stop-loss and/or layers of loss insurance in many categories...

  • Page 47
    ... and we offer a stock purchase plan through which employees may purchase our Class A common stock each calendar quarter through payroll deductions at 85 percent of market value on the purchase date and we recognize compensation expense on the 15 percent discount. For option awards, fair value is...

  • Page 48
    ... dough facilities, and support centers 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 maintenance, and other operating costs. Many bakery-cafe leases provide for contingent rental...

  • Page 49
    ... future. The extent of the impact will depend on our ability and timing to increase food prices. A majority of our associates are paid hourly rates related to federal and state minimum wage laws. Although we have and will continue to attempt to pass along any increased labor costs through food price...

  • Page 50
    ... inputs, or Level 3, a reporting entity separately disclose information about purchases, sales, issuances and settlements on a gross basis rather than as one net number. This guidance is effective for fiscal years beginning after December 15, 2010 and for interim periods therein. Therefore...

  • Page 51
    ...Report of Independent Registered Public Accounting Firm ...Consolidated Balance Sheets ...Consolidated Statements of Operations ...Consolidated Statements of Cash Flows ...Consolidated Statements of Stockholders' Equity ...Notes to the Consolidated Financial Statements ...45 46 47 48 49 50 Schedule...

  • Page 52
    ..., the financial position of Panera Bread Company and its subsidiaries at December 28, 2010 and December 29, 2009, and the results of their operations and their cash flows for each of the three years in the period ended December 28, 2010 in conformity with accounting principles generally accepted in...

  • Page 53
    ... COMPANY CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share information) December 28, 2010 December 29, 2009 ASSETS Current assets: Cash and cash equivalents ...Trade accounts receivable, net . Other accounts receivable ...Inventories ...Prepaid expenses ...Deferred income taxes...

  • Page 54
    PANERA BREAD COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share information) For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Revenues: Bakery-cafe sales, net ...Franchise royalties and fees ...Fresh dough and other product sales to ...

  • Page 55
    ... 30, 2010 2009 2008 Cash flows from operations: Net income ...Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization ...(Gain) loss from short-term investments ...Stock-based compensation expense ...Tax benefit from exercise of stock options...

  • Page 56
    ...loss): Foreign currency translation adjustment. . Total other comprehensive income ...Comprehensive income ...Issuance of common stock ...Issuance of restricted stock (net of forfeitures) ...Exercise of employee stock options Stock-based compensation expense Repurchase of common stock ...Tax benefit...

  • Page 57
    ... names Panera Bread», Saint Louis Bread Co.», and Paradise Bakery & Café». As of December 28, 2010, the Company's retail operations consisted of 662 Company-owned bakery-cafes and 791 franchise-operated bakery-cafes. The Company specializes in meeting consumer dining needs by providing high...

  • Page 58
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Trade and Other Accounts Receivable, net Trade accounts receivable consists primarily of amounts due to the Company from its franchisees for purchases of fresh dough and other products from the Company's fresh dough ...

  • Page 59
    ...The Company completed annual impairment tests as of the first day of the fiscal fourth quarter of fiscal 2010, fiscal 2009, and fiscal 2008, none of which identified any impairment as the fair value of the Company's reporting units exceeded the associated carrying values. As quoted market prices for...

  • Page 60
    ... their respective carrying values. In performing this analysis, management considers such factors as current results, trends, future prospects, and other economic factors. The Company recognized an impairment loss of $0.1 million and $0.6 million during the fiscal years ended December 28, 2010 and...

  • Page 61
    ...real estate in the Company's consolidated financial statements. The Company capitalizes direct and indirect costs clearly associated with the acquisition, development, design, and construction of new bakery-cafe locations and fresh dough facilities as these costs have a future benefit to the Company...

  • Page 62
    ... costs directly associated with the opening 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 the Consolidated Statements...

  • Page 63
    ... stock units and the Company offers a stock purchase plan where employees may purchase the Company's common stock each calendar quarter through payroll deductions at 85 percent of market value on the purchase date and the Company recognizes compensation expense on the 15 percent discount. For option...

  • Page 64
    ... other affiliates. The franchise agreements are designed to provide the franchisee with key decision-making ability to enable it to oversee its operations and to have a significant impact on the success of the franchise, while the Company's decision-making rights are related to protecting its brand...

  • Page 65
    ... arise from cost savings opportunities. All of the recorded goodwill is anticipated to be tax deductible and is included in the Company Bakery-Cafe Operations segment. On April 27, 2010, the Company sold substantially all of the assets of three bakery-cafes and the area development rights for Mobile...

  • Page 66
    ... Cash Flows for the year ended December 28, 2010. The pro forma impact of the acquisition on prior periods is not presented, as the impact was not material to reported results. These acquired bakery-cafes are included in the Company bakery-cafe operations segment. The Company allocated the purchase...

  • Page 67
    ... Balance Sheets. In connection with this transaction, the Company received the right to purchase the remaining 49 percent of the outstanding stock of Paradise after January 1, 2009 at a contractually determined value, which approximated fair value. In addition, the related agreement provided...

  • Page 68
    ..., were carried at fair value in the Consolidated Balance Sheets based on quoted market prices for identical securities (Level 1 inputs). The Company's remaining cash balance in the Consolidated Balance Sheets is held in FDIC insured accounts. In fiscal year 2010, the Company invested in municipal...

  • Page 69
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) sets forth a summary of the changes in the fair value of the Company's Level 3 financial asset for the period indicated (in thousands): December 29, 2009 Beginning balance ...Net realized and unrealized gains ......

  • Page 70
    ... by reportable segment at December 28, 2010 and December 29, 2009 (in thousands): Company BakeryCafe Operations Franchise Operations Fresh Dough Operations Total Balance December 30, 2008 ...Goodwill arising from acquisitions ...Balance as of December 29, 2009 ...Acquisition of Canada franchisee...

  • Page 71
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 10. Accrued Expenses Accrued expenses consisted of the following (in thousands): December 28, 2010 December 29, 2009 Unredeemed gift cards ...Compensation and related employment taxes...Insurance ...Taxes, other than ...

  • Page 72
    ...of Directors at any time. Under the share repurchase authorization the Company repurchased a total of 1,905,540 shares of the Company's Class A common stock at a weighted-average price of $78.72 per share for an aggregate purchase price of $150.0 million in fiscal 2010. As of the date of this report...

  • Page 73
    ... dough facilities, and support centers are generally for ten years with renewal options at certain locations and generally require the Company to pay a proportionate share of real estate taxes, insurance, common area, and other operating costs. Many bakery-cafe leases provide for contingent rental...

  • Page 74
    ... would operate three Panera Bread bakery-cafes in Ontario, Canada. On April 7, 2009, Millennium requested a Cdn.$3.5 million advance under the credit agreement for payment of the costs to develop the bakery-cafes, which was included in other accounts receivable in the Consolidated Balance Sheet as...

  • Page 75
    ... of its management and resources in general. The amount to be deposited by the Company's primary directors and officers liability insurer into the settlement fund of $5.7 million is included in other accounts receivable and accrued expenses in the Company's Consolidated Balance Sheets. On February...

  • Page 76
    ... of its management and resources in general. The amount to be deposited by the Company's primary directors and officers liability insurer into the settlement fund of $1.4 million is included in other accounts receivable and accrued expenses in the Company's Consolidated Balance Sheets. On December...

  • Page 77
    ...matters are adequately provided for in its consolidated financial statements. 14. Income Taxes The components of income before income taxes, by tax jurisdiction, were as follows for the periods indicated (in thousands): For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008...

  • Page 78
    ... of the Company's total gross unrecognized tax benefit liabilities for the periods indicated (in thousands): December 28, 2010 December 29, 2009 December 30, 2008 Beginning Balance ...Tax positions related to the current year: Additions...Tax positions related to prior years: Additions...Reductions...

  • Page 79
    ... of Class A common stock at a weighted-average cost of $49.87 per share during fiscal 2008, as were surrendered by participants as payment of applicable tax withholdings on the vesting of restricted stock. Shares so surrendered by the participants are repurchased by the Company at fair market value...

  • Page 80
    ...but can make no future grants) under two other stock-based compensation plans, the 1992 Equity Incentive Plan ("1992 Plan") and the 2001 Employee, Director, and Consultant Stock Option Plan ("2001 Plan"). 2006 Stock Incentive Plan In the first quarter of fiscal 2006, the Company's Board of Directors...

  • Page 81
    ...unrecognized compensation cost related to restricted stock included in additional paid-in capital in the Consolidated Balance Sheets, and is expected to be recognized over a weightedaverage period of approximately 3.7 years. For fiscal 2010, fiscal 2009, and fiscal 2008, restricted stock expense was...

  • Page 82
    ... expense related to stock options was as follows for the periods indicated (in thousands): For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Charged to general and administrative expenses(1) ...Income tax benefit ...Total stock-based compensation expense, net of tax...

  • Page 83
    ... Statements of Cash Flows. The following table summarizes information about stock options outstanding at December 28, 2010: Stock Options Outstanding Weighted Average Number Contractual Term Weighted Outstanding Remaining Average (in thousands) Exercise Price (years) Stock Options Exercisable Number...

  • Page 84
    ... exercise price equal to the quoted market value of the Company's common stock on the date of grant. In addition, SSARs vest ratably over a four-year period beginning two years from the date of grant and have a six-year term. As of December 28, 2010, the total unrecognized compensation cost related...

  • Page 85
    ... 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 calendar quarter...

  • Page 86
    ... goods, made-to-order sandwiches on freshly baked breads, soups, salads, custom roasted coffees, and other complementary products through on-premise sales, as well as catering. The Franchise Operations segment is comprised of the operating activities of the franchise business unit which licenses...

  • Page 87
    ... Accounting Policies." Segment information related to the Company's three business segments follows (in thousands): For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Revenues: Company bakery-cafe operations ...Franchise operations ...Fresh dough and other product...

  • Page 88
    ... Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Amounts used for basic and diluted per share calculations: Net income attributable to Panera Bread Company ...Weighted average number of shares outstanding - basic ...Effect of dilutive stock-based employee compensation awards...

  • Page 89
    PANERA BREAD COMPANY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 21. Supplemental Cash Flow Information For the Fiscal Year Ended December 28, December 29, December 30, 2010 2009 2008 Cash paid during the year for (in thousands): Interest ...Income taxes ...Non-cash investing and ...

  • Page 90
    ...to increase reserves for certain state sales tax audit exposures, which were partially offset by a gain recorded on both, the redemptions the Company received during the quarter on its investment in the Columbia Strategic Cash Portfolio, and the change in the recorded fair value of the units held as...

  • Page 91
    ... Officer and Chief Financial Officer concluded that, as of such date, the Company's disclosure controls and procedures were effective at the reasonable assurance level. No change in the Company's internal control over financial reporting occurred during the fiscal quarter ended December 28, 2010...

  • Page 92
    ...SEC within 120 days of the end of the fiscal year to which this report relates. ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Incorporated by reference from the information in the Company's proxy statement for the 2011 Annual Meeting of Stockholders, which the Company intends to file with the SEC...

  • Page 93
    ...: Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets - December 28, 2010 and December 29, 2009 Consolidated Statements of Operations - Fiscal years ended December 28, 2010, December 29, 2009, and December 30, 2008 Consolidated Statements of Cash Flows - Fiscal years...

  • Page 94
    ... registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. PANERA BREAD COMPANY By: /s/ WILLIAM W. MORETON William W. Moreton President, Chief Executive Officer Date: February 22, 2011 Pursuant to the requirements of the Securities Exchange...

  • Page 95
    ... 1992 Employee Stock Purchase Plan, as amended (filed as Exhibit A to the Registrant's Proxy Statement on Schedule 14A dated April 12, 2010 (File No. 0-19253), as filed with the Commission on April 12, 2010 and incorporated herein by reference).†Formula Stock Option Plan for Independent Directors...

  • Page 96
    ...'s Current Report on Form 8-K (File No. 19253), as filed with the Commission on May 18, 2010 and incorporated herein by reference). Registrant's Subsidiaries. Consent of Independent Registered Public Accounting Firm. Certification by Chief Executive Officer. Certification by Chief Financial Officer...

  • Page 97
    ... Restaurants * $100 invested on 12/27/05 in stock or 12/31/05 in index, including reinvestment of dividends. Indexes calculated on month-end basis. Base Period December 27, 2005 December 26, 2006 December 25, 2007 December 30, 2008 December 29, 2009 December 28, 2010 Panera Bread Company NASDAQ...

  • Page 98
    ...Street St. Louis, Missouri 63102 Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP Stock Trading Information The Nasdaq Global Select Market Symbol: PNRA Form 10-K and Other Reports and Information Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Proxy Statement...