Jack In The Box 2013 Annual Report Download

Download and view the complete annual report

Please find the complete 2013 Jack In The Box 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










(Exact name of registrant as specified in its charter)
Delaware 95-2698708
(State of Incorporation) (I.R.S. Employer Identification No.)
9330 Balboa Avenue, San Diego, CA 92123
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (858) 571-2121
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, $0.01 par value The NASDAQ Stock Market LLC (NASDAQ Global Select Market)
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
Yes ¨ No
Indicate by check mark if the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulations S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).
Yes No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best
of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨ No
The aggregate market value of the common stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter,
computed by reference to the closing price reported on the NASDAQ Global Select Market — Composite Transactions as of April 12, 2013, was approximately $1.5 billion.
Number of shares of common stock, $0.01 par value, outstanding as of the close of business on November 14, 201342,606,520.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement to be filed with the Securities and Exchange Commission in connection with the 2014 Annual Meeting of Stockholders are incorporated by reference into
Part III hereof.





Table of contents

  • Page 1
    ... . Number of shares of common stock, $0.01 par value, outstanding as of the close of business on November 14, 2013 - 42,606,520. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement to be filed with the Securities and Exchange Commission in connection with the 2014 Annual Meeting of...

  • Page 2
    ... Corporate Governance Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions, and Director Independence Principal Accounting Fees and Services PTRT IV Exhibits, Financial Statement Schedules...

  • Page 3
    ...statements that reflect our current expectations regarding future results of operations, economic performance, financial condition and achievements of Jack in the Box Inc. (the "Company"). A forward-looking statement is neither a prediction nor a guarantee of future events or results. In some cases...

  • Page 4
    ... products targeted primarily at the adult fast-food consumer. Our menu features a variety of items including hamburgers, tacos, specialty sandwiches, drinks, real ice cream shakes, salads and side items. Jack in the Box restaurants also offer guests the ability to customize their meals and to order...

  • Page 5
    ...levels of return on investment and other key operating performance metrics. For additional information related to the 2013 Qdoba Closures, refer to Note 2, Discontinued Operations , of the notes to the consolidated financial statements. In fiscal 2014, we plan to open 60-70 new company and franchise...

  • Page 6
    .... Franchising Program Jack in the Box . The Jack in the Box franchise agreement generally provides for an initial franchise fee of $50,000 per restaurant for a 20-year term and marketing fees at 5% of gross sales. Royalty rates, typically 5% of gross sales, generally range from 2% to as high as...

  • Page 7
    ... rights to future development. During fiscal 2010 and 2011, as an incentive to develop target markets, we entered into development agreements with an initial franchise fee of $15,000 and a royalty rate of 2.5% of gross sales for the first two years of operation for each restaurant opened within the...

  • Page 8
    ... use standardized Windows-based touch screen point-of-sale ("POS") platforms in our company and traditional site franchise restaurants, which allows us to accept cash, credit cards and our re-loadable gift cards. Our Qdoba POS system is also enhanced with an integrated guest loyalty program as well...

  • Page 9
    ... support our employees, including part-time workers, by offering competitive wages and benefits. Furthermore, we offer all hourly employees meeting certain minimum service requirements access to health coverage, including vision and dental benefits. As an additional incentive to our Jack in the Box...

  • Page 10
    ... trademark and service mark in the United State and elsewhere. In addition, we have registered numerous service marks and trade names for use in our businesses, including the Jack in the Box logo, the Qdoba logo and various product names and designs. Seasonality Restaurant sales and profitability...

  • Page 11
    ... breaks and other working conditions for company employees. A significant number of our food service personnel are paid at rates based on the federal and state minimum wage and, accordingly, increases in the minimum wage increase our labor costs. Federal and state laws may also require us to provide...

  • Page 12
    ... minimum wage increases or employee relations issues), insurance and employee benefits (including healthcare, workers' compensation and other insurance costs and premiums); the impact of initiatives by competitors and increased competition generally; lack of customer acceptance of new menu items...

  • Page 13
    ... the unavailability of suitable sites on acceptable leasing or purchase terms; developed properties not achieving desired revenue or cash flow levels once opened; the negative impact of a new restaurant upon sales at nearby existing restaurants; the challenge of developing in areas where competitors...

  • Page 14
    ...successful execution of our operational strategies and initiatives. The restaurant industry is highly competitive with respect to price, service, location, personnel, advertising, brand identification and the type, quality and innovativeness of menu items and new and differentiated service offerings...

  • Page 15
    ..., and other employee benefit and fringe benefit requirements; the registration, offer, sale, termination and renewal of franchises; truth-in-advertising, consumer protection and the security of information; Americans with Disabilities Act; payment card regulation and related industry rules; liquor...

  • Page 16
    ... to meet our debt service requirements or force us to modify our operations or sell assets; our ability to operate our business as well as our ability to repurchase stock or pay cash dividends to our stockholders may be restricted by the financial and other covenants set forth in the credit facility...

  • Page 17
    .... UNRESOLVED STAFF COMMENTS ITEM 2. PROPERTIES The following table sets forth information regarding our operating Jack in the Box and Qdoba restaurant properties as of September 29, 2013 : CompanyOperated Franchise Total 224 641 Company-owned restaurant buildings: On company-owned land 36 152...

  • Page 18
    PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information. Our common stock is traded on the Nasdaq Global Select Market under the symbol "JACK." The following table sets forth the high and low sales prices for ...

  • Page 19
    ...our Employee Stock Purchase Plan. For a description of our equity compensation plans, refer to Note 12, Share-Based Employee Compensation , of the notes to the consolidated financial statements. Performance Graph. The following graph compares the cumulative return to holders of the Company's common...

  • Page 20
    ... elsewhere in this Annual Report on Form 10-K. Our consolidated financial information may not be indicative of our future performance. Fiscal Year 2013 Statements of Earnings Data: 2012 2011 2010 2009 (in thousands, except per share data) Total revenues Total operating costs and expenses...

  • Page 21
    ...most significant events occurring in fiscal 2013 and certain trends compared to prior years: • Restaurant Sales - Sales at restaurants open more than one year ("same-store sales") changed as follows: 2013 2012 2011 Jack in the Box: Company 1.0% 0.1% 4.6% 3.0% 3.1% 1.3% Franchise System Qdoba...

  • Page 22
    ... DTTT Fiscal Year 2013 Revenues: Company restaurant sales 2012 2011 76.8 % 23.2 % 100.0 % 78.4 % 21.6 % 100.0 % 82.7 % 17.3 % 100.0 % Franchise revenues Total revenues Operating costs and expenses, net: Company restaurant costs: Food and packaging (1) Payroll and employee benefits (1) 32...

  • Page 23
    ...restaurant costs 24.9% 82.1% $ 24.4% 79.7% $ The following table summarizes the changes in the number and mix of Jack in the Box ("JIB") and Qdoba company and franchise restaurants in each fiscal year: 2013 Company Franchise 2012 Total Company Franchise 2011 Total Company Franchise Total Jack...

  • Page 24
    ...573 $ 282,066 1,707 Franchise fees and other 7,901 Franchise revenues % increase $ 346,087 6.2% 2,032 4.1% 0.1% 1.1% $ 325,812 15.5% Average number of franchise restaurants % increase Increase in franchise-operated same-store sales: 1,952 14.4% 3.0% 1.9% Jack in the Box Qdoba Royalties as...

  • Page 25
    ... and employee benefit costs were 28.0% of company restaurant sales in 2013, 28.6% in 2012 and 29.7% in 2011. The decrease in 2013 reflects leverage from same-store sales increases, lower levels of incentive compensation at our Jack in the Box restaurants and the modest benefits of refranchising Jack...

  • Page 26
    ... new markets as compared with fiscal 2012. The increase in fiscal 2012 pre-opening costs, as compared with 2011, primarily relates to higher expenses associated with restaurant openings in two new Jack in the Box markets, as well as an increase in the number of new Jack in the Box and Qdoba company...

  • Page 27
    ... continuing operations in 2013, 2012 and 2011, respectively. The changes in tax rates are primarily due to the market performance of insurance investment products used to fund certain non-qualified retirement plans coupled with the impact of work opportunity tax credits. Changes in the cash value of...

  • Page 28
    ... million compared with 2011 due primarily to lower proceeds from the sale of Jack in the Box restaurants to franchisees and collections of notes receivables related to prior years' refranchising activity, as well as an increase in cash used to acquire Qdoba franchise-operated restaurants. The impact...

  • Page 29
    ... 2013 Number of restaurants acquired from franchisees 14 2012 2011 46 $ 48,945 $ 32 31,077 Cash used to acquire franchise-operated restaurants $ 12,064 The purchase prices were primarily allocated to property and equipment, goodwill and reacquired franchise rights. For additional information...

  • Page 30
    ... Offered Rate ("LIBOR") plus 2.00%. As part of the credit agreement, we may request the issuance of up to $75.0 million in letters of credit, the outstanding amount of which reduces the net borrowing capacity under the agreement. The credit facility requires the payment of an annual commitment fee...

  • Page 31
    ... rates, future tax law changes, and future changes in regulatory funding requirements. Based on the funding status of our Qualified Plan as of our last measurement date, there was no minimum contribution required. For additional information related to our pension plans, refer to Note 11, Retirement...

  • Page 32
    ... and employees to work toward the financial success of the Company. Share-based compensation cost for our stock option grants is estimated at the grant date based on the award's fair-value as calculated by an option pricing model and is recognized as expense ratably over the requisite service period...

  • Page 33
    ... other items. We adjust our effective income tax rate as additional information on outcomes or events becomes available. Our estimates are based on the best available information at the time that we prepare the income tax provision. We generally file our annual income tax returns several months...

  • Page 34
    ... only reasonable assurance with respect to financial statement preparation and presentation. Management assessed the effectiveness of the Company's internal control over financial reporting as of September 29, 2013 . In making this assessment, our management used the criteria set forth in 1992...

  • Page 35
    ... of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Jack in the Box Inc. and subsidiaries as of September 29, 2013 and September 30, 2012 , and the related consolidated statements of earnings , comprehensive income, cash flows, and stockholders...

  • Page 36
    ... days after September 29, 2013 and to be used in connection with our 2014 Annual Meeting of Stockholders is hereby incorporated by reference. Information regarding equity compensation plans under which Company common stock may be issued as of September 29, 2013 is set forth in Item 5 of this Report...

  • Page 37
    ...pursuant to Regulation 14A within 120 days after September 29, 2013 and to be used in connection with our 2014 Annual Meeting of Stockholders is hereby incorporated by reference. PART IV ITEM 15. ITEM 15(a) (1) ITEM 15(a) (2) EXHIBITS, FINANCIAL STATEMENT SCHEDULES Financial Statements . See Index...

  • Page 38
    ... Executive Retirement Plan 5/17/2012 2/18/2009 2/18/2009 Amended and Restated Executive Deferred Compensation Plan 10.5* 10.6* 10.7* Amended and Restated Deferred Compensation Plan for Non-Management Directors 11/22/2006 Amended and Restated Non-Employee Director Stock Option Plan dated...

  • Page 39
    .../2009 2/23/2012 Fired herewith Fired herewith 10.8.9* 10.8.10* 10.9* 10.10.1* 10.10.2* Form of Qdoba Unit Award Agreement Amended and Restated Performance Bonus Incentive Plan effective October 4, 2010 11/24/2010 1/13/2011 Filed herewith Employment Agreement, dated March 5, 2013, between Jack...

  • Page 40
    38

  • Page 41
    ... report to be signed on its behalf by the undersigned, thereunto duly authorized. JACK IN THE BOX INC. By: /S/ JERRY P. REBEL Jerry P. Rebel Executive Vice President and Chief Financial Officer (principal financial officer) (Duly Authorized Signatory) November 22, 2013 Pursuant to the requirements...

  • Page 42
    ...Report of Independent Registered Public Accounting Firm F-2 F-3 F-4 Consolidated Balance Sheets Consolidated Statements of Earnings Consolidated Statements of Comprehensive Income Consolidated Statements of Cash Flows Consolidated Statements of Stockholders' Equity Notes to Consolidated Financial...

  • Page 43
    ...and the related consolidated statements of earnings, comprehensive income, cash flows, and stockholders' equity for the fifty-two weeks ended September 29, 2013 , September 30, 2012 , and October 2, 2011. These consolidated financial statements are the responsibility of the Company's management. Our...

  • Page 44
    ... 45,443 30,591 Prepaid expenses Deferred income taxes 26,685 11,875 - 108 Assets held for sale Assets of discontinued operations held for sale Other current assets Total current assets 375 231,181 109,295 117,212 Property and equipment, at cost: Land Buildings 112,673 1,068,405 305,769 30...

  • Page 45
    ... data) Fiscal Year 2013 Revenues: Company restaurant sales 2012 2011 $ 1,143,780 346,087 1,489,867 $ 1,183,483 325,812 1,509,295 $ 1,350,759 282,066 1,632,825 Franchise revenues Operating costs and expenses, net: Company restaurant costs: Food and packaging Payroll and employee benefits...

  • Page 46
    ...) Fiscal Year 2013 Net earnings 2012 2011 $ 51,152 (110) $ 57,651 (1,055) $ 80,600 Cash flow hedges: Net change in fair value of derivatives Net loss reclassified to earnings (2,066) 117 1,353 1,243 (476) 1,304 249 (97) 152 (1,949) 750 Tax effect Unrecognized periodic benefit costs...

  • Page 47
    ... finance cost amortization Deferred income taxes Share-based compensation expense Pension and postretirement expense (Gains) losses on cash surrender value of company-owned life insurance (8,998) (4,640) - 3,344 28,230 939 33,994 27,415 13,117 Gains on the sale of company-operated restaurants...

  • Page 48
    F-6

  • Page 49
    ... issued under stock plans, including tax benefit Share-based compensation Purchases of treasury stock Net earnings - - - (764,558) - - (30,013) 80,600 (1,199) Effect of interest rate swaps, net Effect of actuarial losses and prior service cost, net Balance at October 2, 2011 - - 1,063,020 (15...

  • Page 50
    ...our Jack in the Box distribution business. In the third quarter of fiscal 2013, we closed 62 Qdoba restaurants (the "2013 Qdoba Closures") as part of a comprehensive Qdoba market performance review. The results of operations for our distribution business and for the 62 Qdoba restaurants are reported...

  • Page 51
    ...operating activity in the consolidated statements of cash flows. Assets held for sale typically represent the costs for new sites and existing sites that we plan to sell and lease back within the next year. Gains or losses realized on sale-leaseback transactions are deferred and amortized to income...

  • Page 52
    ... Revenue recognition - Revenue from company restaurant sales is recognized when the food and beverage products are sold and are presented net of sales taxes. Our franchise arrangements generally provide for franchise fees and continuing fees based upon a percentage of sales ("royalties"). In order...

  • Page 53
    ... our insurance policies. Advertising costs - We administer marketing funds which include contractual contributions. In fiscal years 2013, 2012 and 2011 the marketing funds were approximately 5% and 1% of sales at all franchise and company-operated Jack in the Box and Qdoba restaurants, respectively...

  • Page 54
    ... ): 2013 Revenue Operating loss before income tax benefit 2012 2011 $ $ 37,743 (6,446) $ $ 616,982 (8,777) $ $ 530,959 (2,429) The loss on the sale of the distribution business was not material to our results of operations. The operating loss in fiscal 2013 and 2012 includes costs incurred...

  • Page 55
    ... these restaurants are reported as discontinued operations for all periods presented. The following is a summary of the results of operations related to the 2013 Qdoba Closures for each fiscal year ( in thousands ): 2013 Company restaurant sales Operating loss before income tax benefit 2012 2011...

  • Page 56
    ... 2013 and 2012 by reportable segment were as follows ( in thousands ): Jack in the Box Qdoba Total Balance at October 2, 2011 $ 49,181 - (1,334) 47,847 1,173 $ 56,691 36,084 - 92,775 7,996 (174) $ 105,872 36,084 (1,334) 140,622 Acquisition of franchised restaurants Sale of company-operated...

  • Page 57
    ... intend to close. Long-lived assets held for sale primarily relate to restaurants refranchised during the year for less than their carrying value. To determine fair value, we used the income approach, which assumes that the future cash flows reflect current market expectations. The future cash flows...

  • Page 58
    ... cash flows, which are not observable from the market, directly or indirectly. Refer to Note 9, Impairment, Disposition of Property and Equipment, Restaurant Closing Costs and Restructuring, for additional information regarding impairment charges. Due to the magnitude of the 2013 Qdoba closures...

  • Page 59
    ... requirements to maintain certain financial ratios as defined in the credit agreement. Future cash payments - Scheduled principal payments on our long-term debt outstanding at September 29, 2013 for each of the next five fiscal years and thereafter are as follows ( in thousands ): Fiscal Year 2014...

  • Page 60
    ... of stipulated minimum rentals, usually for a period of 20 years. Most of our leases have rent escalation clauses and renewal clauses of 5 to 20 years. The following details rents received under these agreements in each fiscal year ( in thousands ): 2013 Total rental income (1) 2012 2011 $ $ 213...

  • Page 61
    ...programs, remodels and rebuilds, and other corporate roll-out initiatives. In 2013, losses on the disposition of property and equipment includes income of $2.8 million from the resolution of four eminent domain matters involving Jack in the Box restaurants. Restaurant closing costs consist of future...

  • Page 62
    ... statutory income tax rate to our effective tax rate for continuing operations is as follows: 2013 Computed at federal statutory rate State income taxes, net of federal tax benefit 2012 2011 35.0% 35.0% 35.0% 3.4 (1.9) 3.3 (1.0) 3.4 (1.4) Benefit of jobs tax credits Expense (benefit) related...

  • Page 63
    ... of a state income tax audit. A reconciliation of the beginning and ending amount of unrecognized tax benefits follows ( in thousands ): 2013 Balance beginning of year 2012 905 (136) $ $ $ $ 629 276 905 Change related to tax positions Balance at end of year 769 From time to time, we may...

  • Page 64
    ... a period of ten years in such eligible position. Our contributions under the non-qualified deferred compensation plan were $1.1 million in 2013, 2012, and 2011. In all plans, a participant's right to Company contributions vest at a rate of 25% per year of service. Defined benefit pension plans - We...

  • Page 65
    ... Total $ $ 3,574 - 3,574 $ $ 859 269 1,128 $ $ 542 - 542 Additional year-end pension plan information - The pension benefit obligation ("PBO") is the actuarial present value of benefits attributable to employee service rendered to date, including the effects of estimated future pay increases...

  • Page 66
    ...the fiscal year net periodic benefit cost were as follows ( in thousands ): 2013 Qualified Plan: 2012 2011 Service cost $ 10,210 $ 9,068 19,891 (20,332) 11,871 $ 9,982 18,557 (20,732) 8,518 - Interest cost 19,964 (22,715) 15,665 - $ $ 23,124 543 2,664 2,170 Expected return on plan assets...

  • Page 67
    ...82% 3.50% Rate of future pay increases Postretirement health plans (3): Discount rate 4.34% 5.82% _____ (1) Determined as of end of year. (2) (3) During fiscal year 2012, the discount rate and long-term rate of return on plan assets used to determine net period benefit costs were updated as...

  • Page 68
    ... and years are stated for the two post retirement health plans sponsored by The Company. In 2012 and 2011, rates and years were the same for both plans. The assumed healthcare cost trend rate represents our estimate of the annual rates of change in the costs of the healthcare benefits currently...

  • Page 69
    ... funds, which are valued at unadjusted quoted market prices. U.S. equity securities are comprised of investments in common stock of U.S. companies for total return purposes. These investments are valued by the trustee at closing prices from national exchanges on the valuation date. Commingled equity...

  • Page 70
    ...29, 2013 and include estimated future employee service. 12. SHTRE-BTSED EMPLOYEE COMPENSTTION Stock incentive plans - We offer share-based compensation plans to attract, retain and motivate key officers, employees and non-employee directors to work toward the financial success of the Company. Our...

  • Page 71
    ...year period. Options may vest sooner for employees meeting certain age and years of service thresholds. Prior to 2009, we granted options to non-management directors that vested 6 months from the date of grant. All option grants provide for an option exercise price equal to the closing market value...

  • Page 72
    ... compensation cost related to RSAs, which is expected to be recognized over a weighted-average period of 2.8 years. In 2013, 2012 and 2011, the total fair value of RSAs that vested in each year was $1.2 million , $0.3 million and $0.2 million , respectively. Nonvested stock units - In February 2009...

  • Page 73
    ... of total unrecognized compensation cost related to RSUs, which is expected to be recognized over a weighted-average period of 3.0 years. The weighted-average grant date fair value of awards granted was $28.95, $22.26 and $20.02 in 2013, 2012 and 2011, respectively. In 2013, 2012 and 2011, the total...

  • Page 74
    ... shares outstanding to diluted weighted-average shares outstanding ( in thousands ): 2013 Weighted-average shares outstanding - basic Effect of potentially dilutive securities: Stock options 2012 2011 43,351 957 371 220 43,999 462 270 217 49,302 422 225 136 Nonvested stock awards and units...

  • Page 75
    ... such period. 17. SEGMENT REPORTING Reflecting the information currently being used in managing the Company as a two-branded restaurant operations business, our segments comprise results related to system restaurant operations for our Jack in the Box and Qdoba brands. This segment reporting F-33

  • Page 76
    ... on segment earnings from operations. Summarized financial information concerning our reportable segments is shown in the following table ( in thousands ): 2013 Revenues by Segment: 2012 2011 Jack in the Box restaurant operations segment Qdoba restaurant operations segment $ $ $ 1,179,295 310...

  • Page 77
    ... $ Sales and property taxes Insurance Advertising Gift card liability 33,391 21,400 3,629 1,537 12,737 24,712 $ 153,886 105,968 50,726 1,143 3,247 1,725 5,387 27,929 $ $ 164,637 213,854 54,288 1,977 101,083 Deferred franchise fees Lease commitments related to closed or refranchised locations...

  • Page 78
    ... per share data ) 16 Weeks Ended 12 Weeks Ended Fiscal Year 2013 January 20, 2013 Tpril 14, 2013 $ $ $ $ $ 347,222 27,447 13,291 0.30 July 7, 2013 $ $ $ $ $ 350,329 30,884 (5,656) (0.13) (0.12) September 29, 2013 $ $ $ $ $ 337,981 36,699 22,828 0.53 0.51 Revenues Earnings from operations...

  • Page 79
    ...INCENTIVE PLAN This Stock Option and Performance Share Award Agreement (the "Agreement") is made and entered into effective as of November 26, 2012 (the "Grant Date") by and between Jack in the Box Inc., a Delaware corporation (the "Company"), and «Name» (the "Awardee"). RECITALS The Compensation...

  • Page 80
    ..., fair market value shall be equal to the average of the high and low prices at which a share of Stock is traded on the NASDAQ Stock Market on the relevant date. 2.8 EFFECT OF CHANGE IN CONTROL. Subject to the provisions of the Plan, in the event of a Change in Control, the Acquiring Corporation may...

  • Page 81
    ...valued at Fair Market Value, as defined in the Plan, on the applicable date for such purposes and shall not exceed in amount the minimum statutory tax Withholding Obligation. In no event shall the Company be required to deliver a fractional share of Stock in settlement of the Award. (b) By accepting...

  • Page 82
    ... for in this 10b5-1 Plan and in the event of the Agent's inability to sell shares of Stock, Awardee will continue to be responsible for the timely payment to the Company of all federal, state, local and foreign taxes that are required by applicable laws and regulations to be withheld. iv. Awardee...

  • Page 83
    ... are no longer applicable. 7 ADJUSTMENTS IN STOCK; DISSOLUTION OR LIQUIDATION. Subject to the provisions of the Plan, if the outstanding shares of the Company Stock of the class subject to this Award are increased or decreased, or are changed into or exchanged for a different number or kind of...

  • Page 84
    ... Act and be interpreted to comply with the requirements of Rule 10b5-1(c) under the Exchange Act. IN WITNESS WHEREOF, the Company has caused this Award Agreement to be executed on its behalf by its President or one of its Vice Presidents and the Awardee has executed, effective on the Grant Date.

  • Page 85
    JACK IN THE BOX INC. Iinda Iang Chairman, CEO, and President AWARDEE Signature «Name» Name Street Address City, State Zip «Employee_Number» Employee ID

  • Page 86
    ... PLAN This Time-Vesting Restricted Stock Unit Award Agreement (the "Agreement") is made and entered into effective as of November 26, 2012, (the "Grant Date") by and between Jack in the Box Inc., a Delaware corporation (the "Company"), and «Name» (the "Awardee"). RECITALS The Compensation...

  • Page 87
    ...valued at Fair Market Value, as defined in the Plan, on the applicable date for such purposes and shall not exceed in amount the minimum statutory tax Withholding Obligation. In no event shall the Company be required to deliver a fractional share of Stock in settlement of the Award. (b) By accepting...

  • Page 88
    ..., that the number of such shares of Stock so withheld shall not exceed the amount necessary to satisfy the Company's required tax withholding obligations using the minimum statutory withholding rates for federal, state, local and foreign tax purposes, including payroll taxes, that are applicable to...

  • Page 89
    ... keep available such numbers of shares of Stock as will be sufficient to satisfy the requirements of this Award, shall pay all fees and expenses necessarily incurred by the Company in connection therewith, and will from time to time use its best efforts to comply with all laws and regulations which...

  • Page 90
    ... requirements of Rule 10b51(c) under the Exchange Act. IN WITNESS WHEREOF , the Company has caused this Award to be granted on its behalf and Awardee has hereunto set his hand on the day and year first above written. Jack in the Box Inc. Awardee By: _____ Linda Lang Name Chairman & CEO «Name...

  • Page 91
    ... offer to you for the position of Brand President of Qdoba Mexican Grill, a subsidiary of Jack in the Box Inc. (the "Company"). You will be designated as an officer, subject to Board approval, and employee of Jack in the Box Inc. As discussed, your effective start date will be Monday, March 25, 2013...

  • Page 92
    ... of any benefits. If you participate in the Jack in the Box health plan, you will receive an enhanced level of employer-paid term life insurance with a total value of $770,000. Tim, Jack in the Box requires, as a condition of employment, that new employees agree to keep certain business information...

  • Page 93
    ... September 30, 2012 , and the related consolidated statements of earnings, comprehensive income, cash flows, and stockholders ' equity for the fiftytwo weeks ended September 29, 2013 , September 30, 2012 , and October 2, 2011, and the effectiveness of internal control over financial reporting as of...

  • Page 94
    ... financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; The registrant's other certifying officer and...

  • Page 95
    ... financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; The registrant's other certifying officer and...

  • Page 96
    ...(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Dated: November 22, 2013 /S/ LINDA A. LANG Linda A. Lang Chief Executive Officer

  • Page 97
    ...(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Date: November 22, 2013 /S/ JERRY P. REBEL Jerry P. Rebel Chief Financial Officer

  • Page 98