Whole Foods 2011 Annual Report Download - page 31

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We had outstanding convertible subordinated debentures which had a carrying amount of approximately $2.7 million at
September 28, 2008. In fiscal year 2009, the Company redeemed all remaining debentures at a redemption price equal to the
issue price plus accrued original issue discount totaling approximately $2.7 million.
On December 8, 2010, the Company’ s Board of Directors reinstated a $0.10 quarterly cash dividend to shareholders. During
fiscal year 2011 the Company made three quarterly dividend payments to shareholders totaling approximately $52.6 million.
Following is a summary of dividends declared on common shares in fiscal year 2011 (in thousands, except per share
amounts):
Date of Dividend per Date of Date of Total
declaration common share record payment amount
December 8, 2010 $ 0.10 January 10, 2011 January 20, 2011 $ 17,348
February 27, 2011 0.10 April 12, 2011 April 22, 2011 17,572
June 7, 2011 0.10 June 24, 2011 July 5, 2011 17,700
September 8, 2011 0.10 September 19, 2011 September 29, 2011 17,827
1
1 Dividend accrued at September 25, 2011
On November 2, 2011, the Company’ s Board of Directors announced a 40% increase in the Company’ s quarterly dividend to
$0.14 per common share. The Company will pay future dividends at the discretion of the Board of Directors. The
continuation of these payments, the amount of such dividends, and the form in which dividends are paid (cash or stock)
depend on many factors, including the results of operations and the financial condition of the Company. Subject to these
qualifications, the Company currently expects to pay dividends on a quarterly basis.
On December 2, 2008, the Company issued 425,000 shares of Series A 8% Redeemable, Convertible Exchangeable
Participating Preferred Stock, $0.01 par value per share (“Series A Preferred Stock”) to affiliates of Leonard Green &
Partners, L.P., for approximately $413.1 million, net of approximately $11.9 million in closing and issuance costs. On
October 23, 2009, the Company announced its intention to call all 425,000 outstanding shares of the Series A Preferred
Stock for redemption on November 27, 2009 in accordance with the terms governing such Series A Preferred Stock at a price
per share equal to $1,000 plus accrued and unpaid dividends. In accordance with the terms governing the Series A Preferred
Stock, at any time prior to the redemption date, the Series A Preferred Stock could be converted by the holders thereof. On
November 26, 2009, the holders converted all 425,000 outstanding shares of Series A Preferred Stock into approximately
29.7 million shares of common stock of the Company. The Company paid cash dividends on the Series A Preferred Stock
totaling $8.5 million and approximately $19.8 million during fiscal years 2010 and 2009, respectively.
On November 2, 2011, the Company’ s Board of Directors authorized a new share repurchase program in the amount of $200
million through November 1, 2013. The specific timing and repurchase of future amounts will vary based on market
conditions, securities law limitations, and other factors and will be made using the Company’ s available resources. The
repurchase program may be suspended or discontinued at any time at the Company’ s discretion.
The Company is committed under certain capital leases for rental of equipment, buildings, and land and certain operating
leases for rental of facilities and equipment. These leases expire or become subject to renewal clauses at various dates from
2012 to 2054.
The following table shows payments due by period on contractual obligations as of September 25, 2011 (in thousands):
Less than 1 1-3 3-5 More than 5
Total year years years years
Capital lease obligations (including interest) $ 34,971 $ 2,100 $ 4,174 $ 4,169 $ 24,528
Operating lease obligations1 6,370,761 319,519 704,457 734,301 4,612,484
Total $ 6,405,732 $ 321,619 $ 708,631 $ 738,470 $ 4,637,012
1Amounts exclude taxes, insurance and other related expenses.
At September 25, 2011, the Company had gross unrecognized tax benefits totaling approximately $9.8 million including
interest and penalties. Although a reasonably reliable estimate of the period of cash settlement with respective taxing
authorities cannot be determined due to the high degree of uncertainty regarding the timing of future cash outflows
associated with the Company’ s unrecognized tax benefits, as of September 25, 2011, the Company does not expect tax audit
resolutions will reduce its unrecognized tax benefits in the next 12 months.