Panera Bread 2010 Annual Report Download - page 72

Download and view the complete annual report

Please find page 72 of the 2010 Panera Bread annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 98

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98

The Amended and Restated Credit Agreement allows the Company 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 Company has not exercised these requests for increases in
available borrowings as of December 28, 2010. 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, the Company had no loans outstanding under the Amended
and Restated Credit Agreement. The Company incurred $0.4 million of commitment fees for the fiscal years ended
December 28, 2010 and December 29, 2009. As of December 28, 2010 and December 29, 2009, the Company was
in compliance with all covenant requirements in the Amended and Restated Credit Agreement, and accrued interest
related to the commitment fees on the Amended and Restated Credit Agreement was $0.1 million.
12. Share Repurchase Authorization
On November 17, 2009, the Company’s Board of Directors approved a three year share repurchase autho-
rization of up to $600.0 million of the Company’s Class A common stock, pursuant to which share repurchases may
be effected from time to time on the open market or in privately negotiated transactions, and the Company may
make such repurchases under a Rule 10b5-1 Plan. Repurchased shares may be retired immediately and resume the
status of authorized but unissued shares or they may be held by us as treasury stock. The repurchase authorization
may be modified, suspended, or discontinued by the Board 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, under the share repurchase authorization, the Company has repurchased a total of
1,932,969 shares of its Class A common stock at a weighted-average price of $78.51 per share for an aggregate
purchase price of approximately $152.0 million. The Company has approximately $448.0 million available under
the existing $600.0 million repurchase authorization.
On November 27, 2007, in connection with a share repurchase authorization approved by the Company’s
Board of Directors on November 20, 2007, the Company entered into a written trading plan in compliance with
Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, to purchase up to an aggregate of
$75.0 million of the Company’s Class A common stock, subject to maximum per share purchase price. The
Company entered into a credit facility that initially provided for $75.0 million in secured loans to the Company.
Proceeds from the credit facility were used to finance the share repurchase authorization. See Note 11 for further
information with respect to the credit facility. Under the share repurchase authorization, the Company repurchased a
total of 752,930 shares of its Class A common stock at a weighted-average price of $36.02 per share for an aggregate
purchase price of $27.1 million during the fiscal year ended December 25, 2007. During the fiscal year ended
December 30, 2008, the Company repurchased a total of 1,413,358 shares of its Class A common stock at a
weighted-average price of $33.87 per share for an aggregate purchase price of $47.9 million, which completed its
share repurchase authorization. Shares repurchased under the authorization were retired immediately and resumed
the status of authorized but unissued shares.
In addition, the Company has repurchased shares of its Class A common stock through a share repurchase
authorization approved by its Board of Directors from participants of the Panera Bread 1992 Stock Incentive Plan
and the Panera Bread 2006 Stock Incentive Plan, which are netted and surrendered as payment for applicable tax
withholding on the vesting of their restricted stock. Shares surrendered by the participants are repurchased by the
Company pursuant to the terms of those plans and the applicable award agreements and not pursuant to publicly
announced share repurchase authorizations. See Note 16 for further information with respect to the Company’s
repurchase of the shares.
65
PANERA BREAD COMPANY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS — (Continued)