Chipotle 2012 Annual Report Download - page 59

officers. On October 4, 2012, Francis Schmitz filed a shareholder derivative action in the same court, making
allegations substantially the same as those in the Nelson complaint. Each of these actions purports to state a
claim for damages on behalf of the Company, and is based on statements in the Company’s SEC filings and
related public disclosures, as well as media reports and Company records, in part regarding the matters described
above under “-Notices of Inspection of Work Authorization Documents and Related Civil and Criminal
Investigations.” On January 17, 2013, these three shareholder derivative actions were consolidated by the court
and will proceed as a single action. The Company intends to defend the cases vigorously, but it is not possible at
this time to reasonably estimate the outcome of or any potential liability from these cases.
Shareholder Class Actions
On August 16, 2012, City of Dania Beach Police & Firefighters Retirement System filed a complaint in the
U.S. District Court for the District of Colorado on behalf of a purported class of purchasers of shares of the
Company’s common stock between February 1, 2012 and July 19, 2012. On August 17, 2012, Sonia Kim filed a
complaint in the U.S. District Court for the District of Colorado that was otherwise identical to the City of Dania
Beach Police & Firefighters complaint. The complaints purport to state claims against the Company, each of its
co-Chief Executive Officers and its Chief Financial Officer under Sections 10(b) and 20(a) of the Exchange Act
and related rules and regulations, based on the Company’s alleged failure during the claimed class period to
disclose material information about the Company’s business results and prospects. The complaints assert that
those failures and related public statements were false and misleading and that, as a result, the market price of the
Company’s stock was artificially inflated during the claimed class period. The complaints seek damages on
behalf of the purported class in an unspecified amount, interest, an award of reasonable costs and attorneys’ fees,
and injunctive relief. The Company intends to defend these cases vigorously, but it is not possible at this time to
reasonably estimate the outcome of or any potential liability from the cases.
Miscellaneous
The Company is involved in various other claims and legal actions that arise in the ordinary course of
business. The Company does not believe that the ultimate resolution of these actions will have a material adverse
effect on the Company’s financial position, results of operations, liquidity or capital resources. However, a
significant increase in the number of these claims, or one or more successful claims under which the Company
incurs greater liabilities than the Company currently anticipates, could materially and adversely affect the
Company’s business, financial condition, results of operations and cash flows.
10. Quarterly Financial Data (Unaudited)
Summarized unaudited quarterly financial data:
2012
March 31 June 30 September 30 December 31
Revenue ................................... $ 640,603 $ 690,932 $ 700,528 $ 699,161
Operating income ........................... $ 102,224 $ 133,790 $ 117,663 $ 102,188
Net income ................................ $ 62,664 $ 81,683 $ 72,300 $ 61,353
Basic earnings per share ...................... $ 2.00 $ 2.58 $ 2.28 $ 1.96
Diluted earnings per share .................... $ 1.97 $ 2.56 $ 2.27 $ 1.95
2011
March 31 June 30 September 30 December 31
Revenue ................................... $ 509,384 $ 571,561 $ 591,854 $ 596,749
Operating income ........................... $ 74,821 $ 83,863 $ 98,010 $ 93,868
Net income ................................ $ 46,382 $ 50,657 $ 60,433 $ 57,473
Basic earnings per share ...................... $ 1.49 $ 1.63 $ 1.93 $ 1.84
Diluted earnings per share .................... $ 1.46 $ 1.59 $ 1.90 $ 1.81
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Annual Report