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| New Jersey | 22-1935537 | |
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification No.) | |
| 6000 Central Highway, Pennsauken, NJ 08109 | ||
| (Address of principal executive offices) | ||
| X Yes | No |
| X Yes | No |
| Large Accelerated filer ( X ) | Accelerated filer ( ) | |
|
Non-accelerated filer ( )
(Do not check if a smaller reporting company)
|
Smaller reporting company ( ) |
| Yes | X No |
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Page
Number
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Consolidated Balance Sheets – March 24, 2012
(unaudited) and September 24, 2011
|
3 | |
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Consolidated Statements of Earnings (unaudited)
– Three and Six Months Ended March 24,
2012 and March 26, 2011
|
5 | |
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Consolidated Statements of Cash Flows (unaudited)
– Six Months Ended March 24, 2012 and
March 26, 2011
|
6 | |
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Notes to the Consolidated Financial Statements
(unaudited)
|
7 | |
|
Item 2. Management’s Discussion and Analysis of
Financial Condition and Results of
Operations
|
20 | |
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Item 3. Quantitative and Qualitative Disclosures
About Market Risk
|
25 | |
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Item 4. Controls and Procedures
|
25 | |
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It
em 4. Submission of Matters to a Vote of Security Holders
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26 | |
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Item 6. Exhibits
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26 |
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ASSETS
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||||||||
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March 24,
2012
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September 24,
2011
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|||||||
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Current assets
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||||||||
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Cash and cash equivalents
|
$ | 91,668 | $ | 87,479 | ||||
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Marketable securities
held to maturity
|
2,454 | 25,506 | ||||||
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Accounts receivable, net
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73,165 | 75,000 | ||||||
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Inventories, net
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68,610 | 63,461 | ||||||
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Prepaid expenses and other
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3,924 | 4,196 | ||||||
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Deferred income taxes
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3,632 | 4,208 | ||||||
| 243,453 | 259,850 | |||||||
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Property, plant and equipment,
at cost
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||||||||
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Land
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2,496 | 2,496 | ||||||
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Buildings
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24,821 | 15,766 | ||||||
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Plant machinery and equipment
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162,858 | 158,408 | ||||||
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Marketing equipment
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229,404 | 223,490 | ||||||
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Transportation equipment
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4,504 | 4,264 | ||||||
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Office equipment
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14,385 | 13,650 | ||||||
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Improvements
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22,068 | 21,054 | ||||||
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Construction in progress
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4,570 | 7,728 | ||||||
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465,106 | 446,856 | ||||||
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Less accumulated depreciation
and amortization
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332,147 | 322,206 | ||||||
| 132,959 | 124,650 | |||||||
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Other assets
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||||||||
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Goodwill
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70,070 | 70,070 | ||||||
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Other intangible assets, net
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50,259 | 52,005 | ||||||
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Marketable securities held
to maturity
|
67,479 | 42,000 | ||||||
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Other
|
2,768 | 2,241 | ||||||
| 190,576 | 166,316 | |||||||
| $ | 566,988 | $ | 550,816 | |||||
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LIABILITIES AND
STOCKHOLDERS' EQUITY
|
||||||||
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March 24,
2012
(Unaudited)
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September 24,
2011
|
|||||||
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Current liabilities
|
||||||||
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Current obligations under
capital leases
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$ | 287 | $ | 278 | ||||
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Accounts payable
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59,527 | 55,918 | ||||||
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Accrued liabilities
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4,271 | 4,593 | ||||||
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Accrued compensation expense
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10,161 | 12,859 | ||||||
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Dividends payable
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2,452 | 2,200 | ||||||
| 76,698 | 75,848 | |||||||
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Long-term obligations under
capital leases
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375 | 523 | ||||||
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Deferred income taxes
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41,064 | 41,050 | ||||||
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Other long-term liabilities
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945 | 1,007 | ||||||
| 42,384 | 42,580 | |||||||
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Stockholders' equity
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||||||||
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Capital stock
|
||||||||
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Preferred, $1 par value;
authorized, 10,000 shares; none issued
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- | - | ||||||
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Common, no par value;
authorized 50,000 shares; issued and outstanding, 18,861 and 18,727 shares, respectively
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48,743 | 45,017 | ||||||
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Accumulated other comprehensive
loss
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(3,139 | ) | (3,914 | ) | ||||
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Retained earnings
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402,302 | 391,285 | ||||||
| 447,906 | 432,388 | |||||||
| $ | 566,988 | $ | 550,816 | |||||
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Three months ended
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Six months ended
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||||||||||||||
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March 24,
2012
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March 26,
2011
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March 24,
2012
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March 26,
2011
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|||||||||||||
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Net Sales
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$ | 189,554 | $ | 162,731 | $ | 362,240 | $ | 318,363 | ||||||||
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Cost of goods sold
(1)
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135,567 | 113,709 | 261,847 | 223,240 | ||||||||||||
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Gross Profit
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53,987 | 49,022 | 100,393 | 95,123 | ||||||||||||
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Operating expenses
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||||||||||||||||
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Marketing
(2)
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17,404 | 16,260 | 35,063 | 32,942 | ||||||||||||
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Distribution
(3)
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14,212 | 12,808 | 28,431 | 25,672 | ||||||||||||
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Administrative
(4)
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6,219 | 5,907 | 12,285 | 11,535 | ||||||||||||
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Other general (income) expense
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(121 | ) | 93 | (122 | ) | 47 | ||||||||||
| 37,714 | 35,068 | 75,657 | 70,196 | |||||||||||||
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Operating Income
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16,273 | 13,954 | 24,736 | 24,927 | ||||||||||||
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Other income (expense)
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||||||||||||||||
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Investment income
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380 | 207 | 735 | 443 | ||||||||||||
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Interest expense & other
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(4 | ) | (36 | ) | (43 | ) | (72 | ) | ||||||||
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Earnings before
income taxes
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16,649 | 14,125 | 25,428 | 25,298 | ||||||||||||
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||||||||||||||||
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Income taxes
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6,226 | 5,466 | 9,520 | 9,545 | ||||||||||||
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NET EARNINGS
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$ | 10,423 | $ | 8,659 | $ | 15,908 | $ | 15,753 | ||||||||
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Earnings per diluted share
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$ | 0.55 | $ | 0.46 | $ | 0.84 | $ | 0.84 | ||||||||
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Weighted average number
of diluted shares
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18,930 | 18,767 | 18,902 | 18,734 | ||||||||||||
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Earnings per basic share
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$ | 0.55 | $ | 0.46 | $ | 0.84 | $ | 0.85 | ||||||||
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Weighted average number of
basic shares
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18,858 | 18,638 | 18,832 | 18,608 | ||||||||||||
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(1) Includes share-based compensation expense of $59 and $123 for the three months and six months ended March 24,
2012, respectively and $29 and $81 for the three and six months ended March 26, 2011, respectively.
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(2) Includes share-based compensation expense of $89 and $184 for the three months and six months ended March 24,
2012, respectively and $65 and $179 for the three and six months ended March 26, 2011, respectively.
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(3) Includes share-based compensation expense of $6 and $12 for the three months and six months ended March 24,
2012, respectively and $4 and $10 for the three and six months ended March 26, 2011, respectively.
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(4) Includes share-based compensation expense of $121 and $250 for the three months and six months ended March 24,
2012, respectively and $135 and $241 for the three and six months ended March 26, 2011, respectively.
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Six months ended
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||||||||
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March 24,
2012
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March 26,
2011
|
|||||||
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Operating activities:
|
||||||||
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Net earnings
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$ | 15,908 | $ | 15,753 | ||||
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Adjustments to reconcile net
earnings to net cash provided by operating activities:
|
||||||||
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Depreciation of fixed assets
|
12,712 | 12,362 | ||||||
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Amortization of intangibles
and deferred costs
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2,393 | 2,779 | ||||||
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Share-based compensation
|
569 | 511 | ||||||
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Deferred income taxes
|
(74 | ) | (36 | ) | ||||
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Other
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(109 | ) | 6 | |||||
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Changes in ass
ets and liabilities
net of effects from purchase of companies
|
||||||||
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Decrease in accounts receivable
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2,114 | 5,504 | ||||||
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Increase in inventories
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(5,467 | ) | (6,739 | ) | ||||
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Decrease in prepaid expenses
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279 | 3,291 | ||||||
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Increase (decrease) in accounts payable
and accrued liabilities
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1,733 | (3,969 | ) | |||||
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Net cash provided by operating activities
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30,058 | 29,462 | ||||||
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Investing activities:
|
||||||||
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Purchases of property, plant
and equipment
|
(21,071 | ) | (10,617 | ) | ||||
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Purchases of marketable securities
|
(62,450 | ) | (20,293 | ) | ||||
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Proceeds from redemption of
marketable securities
|
60,023 | 25,525 | ||||||
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Proceeds from disposal of property and
equipment
|
404 | 161 | ||||||
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Other
|
(926 | ) | (514 | ) | ||||
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Net cash used in investing activities
|
(24,020 | ) | (5,738 | ) | ||||
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Financing activities:
|
||||||||
|
Proceeds from issuance of stock
|
2,471 | 2,100 | ||||||
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Payments on capitalized lease obligations
|
(139 | ) | (120 | ) | ||||
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Payment of cash dividend
|
(4,640 | ) | (4,164 | ) | ||||
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Net cash used in financing activities
|
(2,308 | ) | (2,184 | ) | ||||
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Effect of exchange rate on cash
and cash equivalents
|
459 | 231 | ||||||
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Net increase in cash
and cash equivalents
|
4,189 | 21,771 | ||||||
|
Cash and cash equivalents at beginning
of period
|
87,479 | 74,665 | ||||||
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Cash and cash equivalents at end
of period
|
$ | 91,668 | $ | 96,436 | ||||
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Note 1
|
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and the results of operations and cash flows. Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported net earnings.
|
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Note 2
|
We recognize revenue from our products when the products are shipped to our customers. Repair and maintenance equipment service revenue is recorded when it is performed provided the customer terms are that the customer is to be charged on a time and material basis or on a straight-line basis over the term of the contract when the customer has signed a service contract. Revenue is recognized only where persuasive evidence of an arrangement exists, our price is fixed or estimable and collectability is reasonably assured. We record offsets to revenue for allowances, end-user pricing adjustments, trade spending, coupon redemption costs and returned product. Customers generally do not have the right to return product unless it is damaged or defective. We provide an allowance for doubtful receivables after taking into consideration historical experience and other factors. The allowance for doubtful receivables was $623,000 and $653,000 at March 24, 2012 and September 24, 2011, respectively.
|
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Note 3
|
Depreciation of equipment and buildings is provided for by the straight-line method over the assets’ estimated useful lives. Amortization of improvements is provided for by the straight-line method over the term of the lease or the assets’ estimated useful lives, whichever is shorter. Licenses and rights, customer relationships and non compete agreements arising from acquisitions are amortized by the straight-line method over periods ranging from 3 to 20 years. Depreciation expense was $6,355,000 and $6,116,000 for the three months ended March 24, 2012 and March 26, 2011, respectively, and for the six months ended March 24, 2012 and March 26, 2011 was $12,712,000 and $12,362,000, respectively.
|
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Note 4
|
Basic earnings per common share (EPS) excludes dilution and is computed by dividing income available to common shareholders by the weighted average common shares outstanding during the period. Diluted EPS takes into consideration the potential dilution that could occur if securities (stock options) or other contracts to issue common stock were exercised and converted into common stock. Our calculation of EPS is as follows:
|
|
Three Months Ended March 24, 2012
|
||||||||||||
|
Income
(Numerator)
|
Shares
(Denominator)
|
Per Share
Amount
|
||||||||||
|
(in thousands, except per share amounts)
|
||||||||||||
|
Basic EPS
|
||||||||||||
|
Net Earnings available to
common stockholders
|
$ | 10,423 | 18,858 | $ | 0.55 | |||||||
|
Effect of Dilutive Securities
|
||||||||||||
|
Options
|
- | 72 | - | |||||||||
|
Diluted EPS
|
||||||||||||
|
Net Earnings available to
common stockholders plus assumed conversions
|
$ | 10,423 | 18,930 | $ | 0.55 | |||||||
|
Six Months Ended March 24, 2012
|
||||||||||||
|
Income
(Numerator)
|
Shares
(Denominator)
|
Per Share
Amount
|
||||||||||
|
(in thousands, except per share amounts)
|
||||||||||||
|
Basic EPS
|
||||||||||||
|
Net Earnings available to
common stockholders
|
$ | 15,908 | 18,832 | $ | 0.84 | |||||||
|
Effect of Dilutive Securities
|
||||||||||||
|
Options
|
- | 70 | - | |||||||||
|
Diluted EPS
|
||||||||||||
|
Net Earnings available to
common stockholders plus assumed conversions
|
$ | 15,908 | 18,902 | $ | 0.84 | |||||||
|
Three Months Ended March 26, 2011
|
||||||||||||
|
Income
(Numerator)
|
Shares
(Denominator)
|
Per Share
Amount
|
||||||||||
|
(in thousands, except per share amounts)
|
||||||||||||
|
Basic EPS
|
||||||||||||
|
Net Earnings available to
common stockholders
|
$ | 8,659 | 18,638 | $ | 0.46 | |||||||
|
Effect of Dilutive Securities
|
||||||||||||
|
Options
|
- | 129 | - | |||||||||
|
Diluted EPS
|
||||||||||||
|
Net Earnings available to
common stockholders plus assumed conversions
|
$ | 8,659 | 18,767 | $ | 0.46 | |||||||
|
Six Months Ended March 26, 2011
|
||||||||||||
|
Income
(Numerator)
|
Shares
(Denominator)
|
Per Share
Amount
|
||||||||||
|
(in thousands, except per share amounts)
|
||||||||||||
|
Basic EPS
|
||||||||||||
|
Net Earnings available to
common stockholders
|
$ | 15,753 | 18,608 | $ | 0.85 | |||||||
|
Effect of Dilutive Securities
|
||||||||||||
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Options
|
- | 126 | (0.01 | ) | ||||||||
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Diluted EPS
|
||||||||||||
|
Net Earnings available to
common stockholders plus assumed conversions
|
$ | 15,753 | 18,734 | $ | 0.84 | |||||||
|
Note 5
|
Our calculation of comprehensive income is as follows:
|
|
Three months ended
|
Six months ended
|
|||||||||||||||
|
March 24,
2012
|
March 26,
2011
|
March 24,
2012
|
March 26,
2011
|
|||||||||||||
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(in thousands)
|
||||||||||||||||
|
Net Earnings
|
$ | 10,423 | $ | 8,659 | $ | 15,908 | $ | 15,753 | ||||||||
|
Foreign currency translation adjustment
|
931 | 433 | 775 | 481 | ||||||||||||
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Comprehensive income
|
$ | 11,354 | $ | 9,092 | $ | 16,683 | $ | 16,234 | ||||||||
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Note 6
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At March 24, 2012, the Company has three stock-based employee compensation plans. Share-based compensation was recognized as follows:
|
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Three months ended
|
Six months ended
|
|||||||||||||||
|
March 24,
2012
|
March 26,
2011
|
March 24,
2012
|
March 26,
2011
|
|||||||||||||
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(in thousands, except per share amounts)
|
||||||||||||||||
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Stock Options
|
$ | 198 | $ | 92 | $ | 293 | $ | 100 | ||||||||
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Stock purchase plan
|
37 | 34 | 102 | 132 | ||||||||||||
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Deferred stock issued to
outside directors
|
- | 46 | - | 46 | ||||||||||||
| $ | 235 | $ | 172 | $ | 395 | $ | 278 | |||||||||
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Per diluted share
|
$ | 0.01 | $ | 0.01 | $ | 0.02 | $ | 0.01 | ||||||||
|
The above compensation is
net of tax benefits
|
$ | 40 | $ | 61 | $ | 174 | $ | 233 | ||||||||
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Note 7
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We account for our income taxes under the liability method. Under the liability method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. Deferred tax expense is the result of changes in deferred tax assets and liabilities.
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Additionally, we recognize a liability for income taxes and associated penalties and interest for tax positions taken or expected to be taken in a tax return which are more likely than not to be overturned by taxing authorities (“uncertain tax positions”).
We have not recognized a tax benefit in our financial statements for these uncertain tax positions.
|
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Note 8
|
In January 2010, the FASB issued guidance that amends existing disclosure requirements of fair value measurements adding required disclosures about items transferring into and out of Levels 1 and 2 in the fair value hierarchy; adding separate disclosures about purchases, sales, issuances, and settlements relative to Level 3 measurements; and clarifying, among other things, the existing fair value disclosures about the level of disaggregation. This guidance was effective for our fiscal year beginning September 26, 2010, except for the requirement to provide Level 3 activity of purchases, sales, issuances, and settlements on a gross basis, which was effective for our fiscal year beginning September 25, 2011. Since this standard impacts disclosure requirements only, its adoption has not had any impact on the Company’s consolidated results of operations or financial condition.
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In December 2010, the FASB issued guidance which requires that if a company presents comparative financial statements to include business combinations, the company should disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. This guidance also expands the supplemental pro forma adjustments to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. This guidance is effective for our fiscal year beginning September 25, 2011. The adoption of this guidance has not had a material impact on the Company’s financial position, results of operations or cash flows.
|
|
|
In May 2011, the FASB issued guidance which amends current fair value measurement and disclosure guidance to include increased transparency around valuation inputs and investment categorization. This guidance results in common principles and requirements for measuring fair value and for disclosing information about fair value measurements. This guidance was effective for our second quarter of fiscal year 2012, and its adoption did not have a material impact on our financial statements.
|
|
|
In June 2011, the FASB issued guidance which gives us the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both options, we are required to present each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. This guidance eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. The amendments in this guidance do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This guidance will be effective for our fiscal year 2013 and is not expected to have a material impact on our financial statements.
|
|
|
In December 2010, the FASB issued guidance related to goodwill impairment testing for reporting entities with a zero or negative carrying amount. Under the amended guidance, we must consider whether it is more likely than not that a goodwill impairment exists for reporting units with a zero or negative carrying amount. If it is more likely than not that a goodwill impairment exists, the second step of the goodwill impairment test must be performed to measure the amount of the goodwill impairment loss, if any. This guidance is effective for our fiscal year 2012 and has not had a material impact on our financial statements.
|
|
Note 9
|
Inventories consist of the following: |
|
March 24,
2012
|
September 24,
2011
|
|||||||
|
(unaudited)
|
||||||||
|
(in thousands)
|
||||||||
|
Finished goods
|
$ | 32,886 | $ | 28,770 | ||||
|
Raw Materials
|
13,965 | 13,160 | ||||||
|
Packaging materials
|
5,869 | 5,791 | ||||||
|
Equipment parts & other
|
15,890 | 15,740 | ||||||
| $ | 68,610 | $ | 63,461 | |||||
|
Note 10
|
We principally sell our products to the food service and retail supermarket industries. Sales and results of our frozen beverages business are monitored separately from the balance of our food service business because of different distribution and capital requirements. We maintain separate and discrete financial information for the three operating segments mentioned above which is available to our Chief Operating Decision Makers.
|
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Three months ended
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Six months ended
|
|||||||||||||||
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March 24,
2012
|
March 26,
2011
|
March 24,
2012
|
March 26,
2011
|
|||||||||||||
|
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(in thousands)
|
|||||||||||||||
|
(unaudited)
|
||||||||||||||||
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Sales to External Customers:
|
||||||||||||||||
|
Food Service
|
||||||||||||||||
|
Soft pretzels
|
$ | 27,396 | $ | 25,272 | $ | 53,013 | $ | 49,656 | ||||||||
|
Frozen juices and ices
|
11,574 | 11,086 | 19,426 | 18,728 | ||||||||||||
|
Churros
|
11,547 | 10,165 | 21,933 | 20,254 | ||||||||||||
|
Handhelds
|
7,579 | - | 13,993 | - | ||||||||||||
|
Bakery
|
64,364 | 56,917 | 125,184 | 115,129 | ||||||||||||
|
Other
|
1,864 | 4,373 | 3,844 | 9,331 | ||||||||||||
| $ | 124,324 | $ | 107,813 | $ | 237,393 | $ | 213,098 | |||||||||
|
Retail Supermarket
|
||||||||||||||||
|
Soft pretzels
|
$ | 8,473 | $ | 8,613 | $ | 16,607 | $ | 16,448 | ||||||||
|
Frozen juices and ices
|
9,495 | 8,975 | 16,575 | 15,476 | ||||||||||||
|
Handhelds
|
5,787 | - | 11,668 | - | ||||||||||||
|
Coupon redemption
|
(569 | ) | (627 | ) | (1,326 | ) | (1,324 | ) | ||||||||
|
Other
|
248 | 227 | 744 | 710 | ||||||||||||
| $ | 23,434 | $ | 17,188 | $ | 44,268 | $ | 31,310 | |||||||||
|
Frozen Beverages
|
||||||||||||||||
|
Beverages
|
$ | 26,397 | $ | 24,842 | $ | 50,378 | $ | 48,529 | ||||||||
|
Repair and
maintenance service
|
11,946 | 9,940 | 23,489 | 19,753 | ||||||||||||
|
Machines sales
|
3,022 | 2,394 | 5,935 | 4,741 | ||||||||||||
|
Other
|
431 | 554 | 777 | 932 | ||||||||||||
| $ | 41,796 | $ | 37,730 | $ | 80,579 | $ | 73,955 | |||||||||
|
Consolidated Sales
|
$ | 189,554 | $ | 162,731 | $ | 362,240 | $ | 318,363 | ||||||||
|
Depreciation and Amortization:
|
||||||||||||||||
|
Food Service
|
$ | 4,204 | $ | 4,176 | $ | 8,404 | $ | 8,503 | ||||||||
|
Retail Supermarket
|
5 | - | 10 | - | ||||||||||||
|
Frozen Beverages
|
3,326 | 3,308 | 6,691 | 6,638 | ||||||||||||
| $ | 7,535 | $ | 7,484 | $ | 15,105 | $ | 15,141 | |||||||||
|
Operating Income (loss):
|
||||||||||||||||
|
Food Service
|
$ | 12,748 | $ | 11,777 | $ | 20,002 | $ | 22,920 | ||||||||
|
Retail Supermarket
|
1,658 | 2,081 | 3,482 | 4,132 | ||||||||||||
|
Frozen Beverages
|
1,867 | 96 | 1,252 | (2,125 | ) | |||||||||||
| $ | 16,273 | $ | 13,954 | $ | 24,736 | $ | 24,927 | |||||||||
|
Capital Expenditures:
|
||||||||||||||||
|
Food Service
|
$ | 6,579 | $ | 2,588 | $ | 12,892 | $ | 5,227 | ||||||||
|
Retail Supermarket
|
- | - | - | - | ||||||||||||
|
Frozen Beverages
|
5,623 | 2,900 | 8,179 | 5,390 | ||||||||||||
| $ | 12,202 | $ | 5,488 | $ | 21,071 | $ | 10,617 | |||||||||
|
Assets:
|
||||||||||||||||
|
Food Service
|
$ | 422,513 | $ | 357,669 | $ | 422,513 | $ | 357,669 | ||||||||
|
Retail Supermarket
|
4,087 | 2,731 | 4,087 | 2,731 | ||||||||||||
|
Frozen Beverages
|
140,388 | 134,238 | 140,388 | 134,238 | ||||||||||||
| $ | 566,988 | $ | 494,638 | $ | 566,988 | $ | 494,638 | |||||||||
|
Note 11
|
Our three reporting units, which are also reportable segments, are Food Service, Retail Supermarkets and Frozen Beverages.
|
|
March 24, 2012
|
September 24,2011
|
|||||||||||||||
|
Gross
Carrying
|
Accumulated
Amortization
|
Gross
Carrying
|
Accumulated
Amortization
|
|||||||||||||
|
(in thousands)
|
||||||||||||||||
|
FOOD SERVICE
|
||||||||||||||||
|
Indefinite lived intangible
assets
|
||||||||||||||||
|
Trade Names
|
$ | 12,880 | $ | - | $ | 12,880 | $ | - | ||||||||
|
Amortized intangible assets
|
||||||||||||||||
|
Non compete agreements
|
470 | 448 | 470 | 425 | ||||||||||||
|
Customer relationships
|
40,024 | 20,783 | 40,024 | 18,993 | ||||||||||||
|
License and rights
|
3,606 | 2,472 | 3,606 | 2,425 | ||||||||||||
| $ | 56,980 | $ | 23,703 | $ | 56,980 | $ | 21,843 | |||||||||
|
RETAIL SUPERMARKETS
|
||||||||||||||||
|
Indefinite lived intangible
assets
|
||||||||||||||||
|
Trade Names
|
$ | 3,880 | $ | - | $ | 3,380 | $ | - | ||||||||
|
Amortized Intangible Assets
|
||||||||||||||||
|
Customer relationships
|
207 | 18 | 207 | 8 | ||||||||||||
| $ | 4,087 | $ | 18 | $ | 3,587 | $ | 8 | |||||||||
|
FROZEN BEVERAGES
|
||||||||||||||||
|
Indefinite lived intangible
assets
|
||||||||||||||||
|
Trade Names
|
$ | 9,315 | $ | - | $ | 9,315 | $ | - | ||||||||
|
Amortized intangible assets
|
||||||||||||||||
|
Non compete agreements
|
198 | 198 | 198 | 189 | ||||||||||||
|
Customer relationships
|
6,478 | 3,872 | 6,478 | 3,540 | ||||||||||||
|
Licenses and rights
|
1,601 | 609 | 1,601 | 574 | ||||||||||||
| $ | 17,592 | $ | 4,679 | $ | 17,592 | $ | 4,303 | |||||||||
|
CONSOLIDATED
|
$ | 78,659 | $ | 28,400 | $ | 78,159 | $ | 26,154 | ||||||||
|
Food
Service
|
Retail
Supermarket
|
Frozen
Beverages
|
Total
|
|||||||||||||
|
(in thousands)
|
||||||||||||||||
|
Balance at
March 24, 2012
|
$ | 34,130 | $ | - | $ | 35,940 | $ | 70,070 | ||||||||
|
Note 12
|
We have classified our investment securities as marketable securities held to maturity. The FASB defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the FASB has established three levels of inputs that may be used to measure fair value:
|
|
Level 1
|
Observable input such as quoted prices in active markets for identical assets or liabilities;
|
|
Level 2
|
Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and
|
|
Level 3
|
Unobservable inputs for which there is little or no market data, which require the reporting entity to
develop its own assumptions.
|
|
Amortized
Cost
|
Gross
Unrealized
|
Gross
Unrealized
|
Fair
Market
|
|||||||||||||
|
(in thousands)
|
||||||||||||||||
|
US Government Agency Debt
|
$ | 67,479 | $ | 17 | $ | 331 | $ | 67,165 | ||||||||
|
Certificate of Deposit
|
2,454 | - | - | 2,454 | ||||||||||||
| $ | 69,933 | $ | 17 | $ | 331 | $ | 69,619 | |||||||||
|
Amortized
Cost
|
Gross
Unrealized
|
Gross
Unrealized
|
Fair
Market
|
|||||||||||||
|
(in thousands)
|
||||||||||||||||
|
US Government Agency Debt
|
$ | 42,000 | $ | 52 | $ | 62 | $ | 41,990 | ||||||||
|
FDIC Backed Corporate Debt
|
8,015 | 18 | - | $ | 8,033 | |||||||||||
|
Certificate of Deposit
|
17,491 | 1 | - | $ | 17,492 | |||||||||||
| $ | 67,506 | $ | 71 | $ | 62 | $ | 67,515 | |||||||||
|
March 24, 2012
|
September 24, 2011
|
|||||||||||||||
|
(in thousands)
|
||||||||||||||||
|
Amortized
Cost
|
Fair
Market
|
Amortized
Cost
|
Fair
Market
|
|||||||||||||
|
Due in one year or less
|
$ | 2,454 | $ | 2,454 | $ | 25,506 | $ | 25,525 | ||||||||
|
Due after one year through
five years
|
2,000 | 2,003 | 6,000 | 6,014 | ||||||||||||
|
Due after 5 years through
10 years
|
61,479 | 61,199 | 36,000 | 35,976 | ||||||||||||
|
Due after 10 years through
15 years
|
4,000 | 3,963 | - | - | ||||||||||||
|
Total held to maturity
securities
|
$ | 69,933 | $ | 69,619 | $ | 67,506 | $ | 67,515 | ||||||||
|
Less current portion
|
2,454 | 2,454 | 25,506 | 25,525 | ||||||||||||
|
Long term held to
maturity securities
|
$ | 67,479 | $ | 67,165 | $ | 42,000 | $ | 41,990 | ||||||||
|
Note 13
|
In February 2010, we acquired the assets of Parrot Ice, a manufacturer and distributor of a premium brand frozen beverage sold primarily in convenience stores. Revenues from Parrot Ice were approximately $1.5 million for our 2010 fiscal year.
|
|
|
On June 10, 2010 we acquired the assets of California Churros, Inc., a manufacturer and seller of a premium brand churro. Revenues from CALIFORNIA CHURROS were approximately $2.5 million for our 2010 fiscal year.
|
|
|
These acquisitions were and will be accounted for under the purchase method of accounting, and their operations are and will be included in the consolidated financial statements from their respective acquisition dates.
|
| (in thousands) | ||||
|
Working Capital
|
$ | 6,955 | ||
|
Property, plant & equipment
|
11,036 | |||
|
Trade Names
|
1,325 | |||
|
Customer Relationships
|
207 | |||
|
Deferred tax liability
|
(4,137 | ) | ||
|
Net Assets Acquired
|
15,386 | |||
|
Purchase Price
|
8,806 | |||
|
Gain on bargain purchase
|
$ | 6,580 | ||
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
|
|
There has been no material change in the Company’s assessment of its sensitivity to market risk since
its presentation set forth, in item 7a. “Quantitative
and Qualitative Disclosures About Market Risk,” in
its 2011 annual report on Form 10-K filed with the SEC.
|
|
Item 4.
|
Controls and Procedures |
|
|
The Chief Executive Officer and the Chief Financial
Officer of the Company (its principal executive officer and principal financial officer, respectively) have concluded, based on their evaluation as of March 24, 2012, that the Company?痵 disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports filed or submitted by it under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and include controls and procedures designed to ensure that information
required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
|
|
Item 4.
|
Submission of Matters to a Vote of Security Holders
|
|
Proposal One
|
Votes For
|
Votes Withheld
|
||||||||||||||
|
Election of
Dennis G. Moore as Director
|
13,782,568 |
|
2,501,767 | |||||||||||||
|
Proposal Two
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Vote
|
||||||||||||
|
Approval of
2011 Stock Option Plan
|
15,885,122 | 348,475 | 6,865 | 43,873 | ||||||||||||
|
Proposal Three
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-Vote
|
||||||||||||
|
Advisory Vote on
the Approval o
f the
Compensation of Executives
|
16,048,151 | 155,531 | 80,653 | 0 | ||||||||||||
|
Item 6.
|
Exhibits
|
|
|
Exhibit No.
|
|
|
31.1 &
|
Certification Pursuant to Section 302 of
|
|
|
31.2
|
the Sarbanes-Oxley Act of 2002
|
|
|
99.5 &
|
Certification Pursuant to the 18 U.S.C.
|
|
|
99.6
|
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
101.1 The following financial information from J&J
|
|
|
Snack Foods Corp.'s Quarterly Report on Form 10-Q for the quarter ended March 24, 2012, formatted in XBRL (eXtensible Business Reporting Language):
|
|
|
(i) Consolidated Statements of Earnings,
|
|
|
(ii) Consolidated Balance Sheets and
|
|
|
(iii) Consolidated Statements of Cash Flows.
|
| J & J SNACK FOODS CORP. | |||
| Dated: April 23, 2012 | /s/ Gerald B. Shreiber | ||
| Gerald B. Shreiber | |||
| Chairman of the Board, | |||
| President, Chief Executive | |||
| Officer and Director | |||
| (Principal Executive Officer) | |||
| Dated: April 23, 2012 | /s/ Dennis G. Moore | ||
| Dennis G. Moore, Senior Vice | |||
| President, Chief Financial | |||
| Officer and Director | |||
| (Principal Financial Officer) | |||
| (Principal Accounting Officer) |
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|