Panera Bread 2010 Annual Report Download - page 44

weighted-average price of $77.99 per share for an aggregate purchase price of approximately $3.5 million pursuant
to the terms of the Plans and the applicable award agreements. During fiscal 2009, we repurchased 32,135 shares of
Class A common stock surrendered by participants of the Plans at a weighted-average price of $53.66 per share for
an aggregate purchase price of $1.7 million pursuant to the terms of the Plans and the applicable award agreements.
During fiscal 2008, we repurchased 20,378 shares of Class A common stock surrendered by participants in the Plans
at a weighted-average price of $49.87 per share for an aggregate purchase price of $1.0 million pursuant to the terms
of the Plans and the applicable award agreements.
Credit Facility
On March 7, 2008, we and certain of our direct and indirect subsidiaries, as guarantors, entered into an
amended and restated credit agreement, referred to as the Amended and Restated Credit Agreement, with Bank of
America, N.A., and other lenders party thereto to amend and restate in its entirety our Credit Agreement, dated as of
November 27, 2007, by and among us, Bank of America, N.A., and the lenders party thereto, referred to as the
Original Credit Agreement. Pursuant to our request under the terms of the Original Credit Agreement, the Amended
and Restated Credit Agreement increased the size of our secured revolving credit facility from $75.0 million to
$250.0 million. We may select interest rates equal to (a) the Base Rate (which is defined as the higher of Bank of
America prime rate and the Federal Funds Rate plus 0.50 percent), or (b) LIBOR plus an Applicable Rate, ranging
from 0.75 percent to 1.50 percent, based on our Consolidated Leverage Ratio, as each term is defined in the
Amended and Restated Credit Agreement. The Amended and Restated Credit Agreement allows us from time to
time to request that the credit facility be further increased by an amount not to exceed, in the aggregate,
$150.0 million, subject to receipt of lender commitments and other conditions precedent. The Amended and
Restated Credit Agreement contains financial covenants that, among other things, require the maintenance of
certain leverage and fixed charges coverage ratios. The credit facility, which is secured by the capital stock of our
present and future material subsidiaries, will become due on March 7, 2013, subject to acceleration upon certain
specified events of defaults, including breaches of representations or covenants, failure to pay other material
indebtedness or a change of control of our Company, as defined in the Amended and Restated Credit Agreement.
The proceeds from the credit facility will be used for general corporate purposes, including working capital, capital
expenditures, and permitted acquisitions and share repurchases. As of December 28, 2010 and December 29, 2009,
we had no balance outstanding under the Amended and Restated Credit Agreement.
Critical Accounting Policies & Estimates
Our discussion and analysis of our consolidated financial condition and results of operations is based upon the
consolidated financial statements and notes to the consolidated financial statements, which have been prepared in
accordance with GAAP. The preparation of the consolidated financial statements requires us to make estimates,
judgments and assumptions, which we believe to be reasonable, based on the information available. These estimates
and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of
contingent assets and liabilities. Variances in the estimates or assumptions used to actual experience could yield
materially different accounting results. On an ongoing basis, we evaluate the continued appropriateness of our
accounting policies and resulting estimates to make adjustments we consider appropriate under the facts and
circumstances.
We have chosen accounting policies we believe are appropriate to report accurately and fairly our operating
results and financial position, and we apply those accounting policies in a consistent manner. We consider our
policies on accounting for revenue recognition, valuation of goodwill, self-insurance, income taxes, lease obli-
gations, and stock-based compensation to be the most critical in the preparation of the consolidated financial
statements because they involve the most difficult, subjective, or complex judgments about the effect of matters that
are inherently uncertain. There have been no material changes 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 from fresh dough and other product sales to franchisees are recorded upon delivery of the fresh
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