Panera Bread 2014 Annual Report Download - page 68

PANERA BREAD COMPANY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
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total of 2,844,669 shares of its Class A common stock under this share repurchase authorization, at a weighted-average price of
$87.03 per share, for an aggregate purchase price of approximately $247.6 million.
On August 23, 2012, the Company's Board of Directors approved a three year share repurchase authorization of up to $600 million
of the Company's Class A common stock (the "2012 repurchase authorization"), pursuant to which the Company repurchased
shares on the open market under a Rule 10b5-1 plan. During fiscal 2014, the Company repurchased an aggregate of 514,357
shares under the 2012 share repurchase authorization, at an average price of $170.15 per share, for an aggregate purchase price
of $87.5 million. During fiscal 2013, the Company repurchased an aggregate of 1,992,250 shares under the 2012 repurchase
authorization, at an average price of $166.73 per share, for an aggregate purchase price of $332.1 million. During fiscal 2012,
the Company repurchased an aggregate of 124,100 shares under the 2012 repurchase authorization, at an average price of $161.00
per share, for an aggregate purchase price of approximately $20.0 million. On June 5, 2014, the Company's Board of Directors
terminated the 2012 repurchase authorization. Prior to its termination, the Company had repurchased a total of 2,630,707 shares
of its Class A common stock cumulatively under the 2012 repurchase authorization, at a weighted-average price of $167.13 per
share, for an aggregate purchase price of approximately $439.7 million.
On June 5, 2014, the Company's Board of Directors approved a new three year share repurchase authorization of up to $600 million
of the Company's Class A common stock (the "2014 repurchase authorization"), pursuant to which the Company may repurchase
shares from time to time on the open market or in privately negotiated transactions and which may be made under a Rule 10b5-1
plan. Repurchased shares may be retired immediately and resume the status of authorized but unissued shares or may be held by
the Company as treasury stock. The 2014 repurchase authorization may be modified, suspended, or discontinued by the Company's
Board of Directors at any time. As of December 30, 2014, under the 2014 repurchase authorization, the Company has repurchased
an aggregate of 427,521 shares, at a weighted-average price of $155.78 per share, for an aggregate purchase price of
approximately $66.6 million. There is approximately $533.4 million available under the 2014 repurchase authorization as of
December 30, 2014.
In total, during fiscal 2014, the Company repurchased an aggregate of 941,878 shares under the 2012 and 2014 repurchase
authorizations, at an average price of $163.62 per share, for an aggregate purchase price of approximately $154.1 million.
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 15 for further information
with respect to the Company’s repurchase of the shares.
13. Commitments and Contingent Liabilities
Lease Commitments
The Company is obligated under operating leases for its bakery-cafes, fresh dough facilities and trucks, and support centers. Lease
terms for its trucks are generally for five to seven years. The reasonably assured lease term for most bakery-cafe and support
center leases is the initial non-cancelable lease term plus one renewal option period, which generally equates to an aggregate of
15 years. The reasonably assured lease term for most fresh dough facility leases is the initial non-cancelable lease term plus one
to two renewal periods, which generally equates to an aggregate of 20 years. Lease terms generally require the Company to pay
a proportionate share of real estate taxes, insurance, common area, and other operating costs. Certain bakery-cafe leases provide
for contingent rental (i.e., percentage rent) payments based on sales in excess of specified amounts, scheduled rent increases during
the lease terms, and/or rental payments commencing at a date other than the date of initial occupancy.
Aggregate minimum requirements under non-cancelable operating leases, excluding contingent payments, as of December 30,
2014, were as follows (in thousands):
Fiscal Years
2015 2016 2017 2018 2019 Thereafter Total
$ 146,357 146,009 143,843 140,961 134,190 692,745 $ 1,404,105
Rental expense under operating leases was approximately $138.0 million, $130.0 million, and $114.8 million, in fiscal 2014, fiscal
2013, and fiscal 2012, respectively, which included contingent (i.e., percentage rent) expense of $1.5 million, $2.2 million, and
$2.0 million, respectively.