8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 4, 2010

CARIBOU COFFEE COMPANY, INC.

(Exact name of registrant as specified in its charter)

Minnesota
(State or other
jurisdiction of
incorporation 000-51535
(Commission File Number) 41-1731219
(I.R.S. Employer
Identification No.)

3900 Lakebreeze Avenue,
North,
Brooklyn Center, MN (Address of principal executive offices)	55429 (Zip Code)

Registrant’s telephone number, including area code: 763-592-2200

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition.
	Item 9.01. Financial Statements and Exhibits.
Signature
EXHIBIT INDEX
EX-99.1

Item 2.02. Results of Operations and Financial Condition.

     On August 4, 2010, Caribou Coffee Company, Inc. (the “Company”) issued a press release containing information about the Company’s financial condition and results of operations for the for the quarterly period ended July 4, 2010. A copy of the press release is furnished as Exhibit 99.1.

     The information contained in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in the Current Report shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits

Exhibit No.		Description
	99.1	Press Release of Caribou Coffee Company, Inc. dated August 4, 2010

Table of Contents

Signature

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the Undersigned, hereunto duly authorized.

Date: August 4, 2010

CARIBOU COFFEE COMPANY, INC.
By:	/s/ Timothy J. Hennessy
	Timothy J. Hennessy
	Chief Financial Officer

Table of Contents

EXHIBIT INDEX

Exhibit
Number		Description
	99.1	Press Release of Caribou Coffee Company, Inc. dated August 4, 2010

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE
Caribou Coffee Company, Inc. 3900 Lakebreeze Avenue North Minneapolis, MN 55429 (763) 592-2200
Investor Relations Contact:
Idalia Rodriguez
203-682-8264
ir@cariboucoffee.com

CARIBOU COFFEE REPORTS SECOND QUARTER 2010 RESULTS

MINNEAPOLIS, MINNESOTA, August 4, 2010. Caribou Coffee Company, Inc. (NASDAQ:CBOU), the second largest company-owned gourmet coffeehouse operator in the United States based on the number of coffeehouses, today reported financial results for the second quarter of 2010 (thirteen weeks ended July 4, 2010).

HIGHLIGHTS FOR THE SECOND QUARTER OF 2010 INCLUDE:

• Consolidated sales increased 9.4% compared to the second quarter of 2009

• Comparable coffeehouse store sales for the quarter increased 4.8%

• Commercial and Franchise sales for the quarter increased 45.3% compared to the second quarter of 2009

• Net income attributable to Caribou Coffee Company, Inc. for the quarter was $2.4 million compared to net income of $1.2 million for the same period in 2009

• Earnings per share of $0.12 compared to $0.06 per share in the second quarter of 2009

Michael Tattersfield, the Company’s President and CEO commented, “I am very pleased with our solid financial performance for the quarter and more importantly with the progress we are making in building our future towards becoming a multi-channel branded coffee company. We continue to experience strong growth momentum across each of our three lines of business as evident in our latest results.”

SECOND QUARTER 2010 RESULTS

Net sales for the quarter increased $5.9 million, or 9.4%, to $68.9 million from $63.0 million for the comparable quarter of 2009.

• Coffeehouse sales were $57.8 million in the second quarter 2010, an increase of 4.4% as compared with $55.3 million in the second quarter of 2009. The increase reflects a 4.8% increase in comparable coffeehouse sales in the second quarter of 2010 as compared to the same period in fiscal 2009.

• Commercial sales were $8.7 million in the second quarter of 2010, an increase of 51.0% as compared with $5.7 million in the second quarter of 2009. The increase was primarily due to continued sales growth within our consumer packaged goods business.

• Franchise sales were $2.5 million in the second quarter of 2010, an increase of 28.6% as compared with $1.9 million in the second quarter of 2009.

Cost of sales and related occupancy costs in the second quarter of 2010 were $30.6 million, a 11.8% increase over the second quarter of 2009. This increase is primarily related to our sales increase for the quarter. As a percentage of revenue, cost of sales were 44.4% in the second quarter of 2010 versus 43.4% in the second quarter of 2009. This increase as a percentage of sales was due to an overall mix change with a higher percentage of sales coming from the commercial and franchise segments.

Operating expenses in the second quarter of 2010 were $25.1 million, an increase of $1.2 million or 5.0% compared to $23.9 million in the same period of the prior year. This increase was primarily driven by our sales growth and investments in marketing and product initiatives. As a percentage of revenue, operating costs were 36.4%, down from 37.9% in the same period of the prior year, as we experienced operating efficiencies while making the investments in marketing and product platforms to build our brand, drive traffic and increase the average amount our guests spend during each visit.

General and administrative expenses increased $0.8 million, or 12.4%, to $7.6 million in the second quarter of 2010, from $6.8 million in the second quarter of 2009. As a percentage of total net sales, general and administrative expenses increased to 11.1% in the second quarter of 2010, from 10.8% in the second quarter of 2009. This increase is due resources added in support of our marketing, product management, and commercial activities in the latter half of 2009 and the timing of other initiatives in the quarter.

Depreciation and amortization decreased $0.6 million to $3.0 million during the second quarter of 2010. Depreciation and amortization was lower in the quarter from reduced capital spending in 2009 and 2010 compared with previous years.

The Company’s net income attributable to Caribou Coffee Company, Inc. for the second quarter of 2010 was $2.4 million or $0.12 per share compared to $1.2 million or $0.06 per share for the same period in 2009.

CONFERENCE CALL
Caribou Coffee will host a conference call on August 4, 2010, at 4:30 p.m. (Eastern Time) to discuss these results. Hosting the call will be Mike Tattersfield, Chief Executive Officer, and Tim Hennessy, Chief Financial Officer. The call will be webcast and can be accessed from the Company’s website at www.cariboucoffee.com. The webcast link is in the Investor Relations section. Dial in number: 1-800-812-8594 or for international callers 1-913-312-0867. Passcode: 2804766. To listen to a replay of the conference call, dial toll-free 1-888-203-1112 or 1-719-457-0820 for international callers and enter pin number 2804766. The replay will be available beginning at 7:30 p.m. Eastern Time on August 4, 2010 through 11:59 p.m. on August 11, 2010. In addition, the webcast will be archived on the Company’s website.

ABOUT THE COMPANY
Caribou Coffee Company, Inc., founded in 1992 and headquartered in Minneapolis, Minnesota, is the second largest company-owned premium coffeehouse operator in the United States based on the number of coffeehouses. As of July 4, 2010, Caribou Coffee had 411 company-owned coffeehouses and 128 franchised and licensed locations. Caribou Coffee offers its customers premium coffee and hand crafted espresso-based beverages, as well as specialty teas, baked goods, whole bean coffee, branded merchandise and other coffee lifestyle items. In addition, Caribou Coffee sells products to grocery stores, mass merchandisers, club stores, office coffee and foodservice providers, hotels, entertainment venues and e-commerce channels. In addition, Caribou Coffee licenses third parties to use the Caribou Coffee brand on quality food and merchandise items. Caribou Coffee focuses on delivering a guest experience with a unique blend of expertise, fun and authentic human connection in a comfortable and welcoming coffeehouse environment. For more information, visit the Caribou Coffee web site at www.cariboucoffee.com .

FORWARD-LOOKING STATEMENTS
Certain statements in this release, and other written or oral statements made by or on behalf of Caribou Coffee are “forward-looking statements” within the meaning of the federal securities laws. Statements regarding future events and developments and our future performance, as well as management’s current expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements within the meaning of these laws. These forward-looking statements are subject to a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are: fluctuations in quarterly and annual results, incurrence of net losses, adverse effects of management focusing on implementation of a growth strategy, failure to develop and maintain the Caribou Coffee brand and other factors disclosed in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.

CARIBOU COFFEE COMPANY, INC. AND AFFILIATES
(A Majority Owned Subsidiary of Caribou Holding Company Limited)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Thirteen Weeks Ended						Twenty-Six Weeks Ended
	July 4,			June 28,			July 4,			June 28,
	2010			2009			2010			2009
				(In thousands, except for per share amounts)
				(Unaudited)
Coffeehouse sales	$	57,751		$	55,294		$	113,348		$	108,158
Commercial and franchise sales		11,133			7,660			22,587			15,176
Total net sales		68,884			62,954			135,935			123,334
Cost of sales and related occupancy costs		30,551			27,317			61,950			53,589
Operating expenses		25,067			23,873			50,029			47,258
Depreciation and amortization		3,028			3,570			6,172			7,311
General and administrative expenses		7,633			6,789			14,142			13,395
Operating income		2,606			1,405			3,642			1,781
Other income (expense):
Interest income		5			7			10			7
Interest expense		(64	)		(63	)		(171	)		(121	)
Income before provision for (benefit from) income taxes		2,547			1,349			3,481			1,667
Provision for (benefit from) income taxes		20			59			(138	)		42
Net income		2,527			1,290			3,619			1,709
Less: Net income attributable to noncontrolling interest		106			122			160			195
Net Income attributable to Caribou Coffee Company, Inc.	$	2,421		$	1,168		$	3,459		$	1,514
Basic net income attributable to Caribou Coffee Company, Inc. common shareholders per share	$	0.12		$	0.06		$	0.18		$	0.08
Diluted net income attributable to Caribou Coffee Company, Inc. common shareholders per share	$	0.12		$	0.06		$	0.17		$	0.08
Basic weighted average number of shares outstanding		19,515			19,371			19,514			19,371
Diluted weighted average number of shares outstanding		20,520			20,118			20,381			19,865

CARIBOU COFFEE COMPANY, INC. AND AFFILIATES
(A Majority Owned Subsidiary of Caribou Holding Company Limited)

CONDENSED CONSOLIDATED BALANCE SHEETS

	July 4,			January 3,
	2010			2010
	In thousands, except per share amounts
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	16,188		$	23,578
Accounts receivable (net of allowance for doubtful accounts of $21 and $3 at July 4, 2010 and January 3, 2010, respectively)		5,536			5,887
Other receivables (net of allowance for doubtful accounts of $191 and $128 at July 4, 2010 and January 3, 2010, respectively)		1,132			1,268
Income tax receivable		164			193
Inventories		24,776			13,278
Prepaid expenses and other current assets		1,016			1,546
Total current assets		48,812			45,750
Property and equipment, net of accumulated depreciation and amortization		41,349			47,135
Restricted cash		605			605
Other assets		627			237
Total assets	$	91,393		$	93,727
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	9,381		$	9,042
Accrued compensation		4,566			6,296
Accrued expenses		6,379			7,563
Deferred revenue		6,112			8,747
Total current liabilities		26,438			31,648
Asset retirement liability		1,157			1,120
Deferred rent liability		6,725			7,955
Deferred revenue		2,072			2,072
Income tax liability		10			156
Total long term liabilities		9,964			11,303
Equity:
Caribou Coffee Company, Inc. Shareholders’ equity:
Preferred stock, par value $.01, 20,000 shares authorized; no shares issued and outstanding		—			—
Common stock, par value $.01, 200,000 shares authorized; 20,039 and 19,814 shares issued and outstanding at July 4, 2010 and January 3, 2010, respectively		200			198
Additional paid-in capital		127,518			126,770
Accumulated comprehensive loss		(12	)		(7	)
Accumulated deficit		(72,882	)		(76,341	)
Total Caribou Coffee Company, Inc. shareholders’ equity		54,824			50,620
Noncontrolling interest		166			156
Total equity		54,990			50,776
Total liabilities and equity	$	91,393		$	93,727

Coffeehouse Openings and Closings

	13 Weeks Ended						26 Weeks Ended
	July 4,			June 28,			July 4,			June 28,
	2010			2009			2010			2009
Operating Data:
Percentage change in comparable coffeehouse net sales (1)		4.8	%		(3.3	)%		5.0	%		(4.2	)%
COFFEEHOUSE COUNT
Company-Owned:
Coffeehouses open at beginning of period		413			414			413			414
Coffeehouses opened during the period		0			0			0			0
Coffeehouses closed during the period		2			0			2			0
Total Company-Owned Open at Period End		411			414			411			414
Franchised:
Coffeehouses open at beginning of period		123			101			121			97
Coffeehouses opened during the period		5			8			7			14
Coffeehouses closed during the period		0			1			0			3
Total Franchised Open at Period End		128			108			128			108
Total coffeehouses open at end of period		539			522			539			522

(1) Percentage change in comparable coffeehouse net sales compares the net sales of coffeehouses during a fiscal period to the net sales from the same coffeehouses for the equivalent period in the prior year. A coffeehouse is included in this calculation beginning in its thirteenth full fiscal month of operations. A closed coffeehouse is included in the calculation for each full month that the coffeehouse was open in both fiscal periods. Franchised coffeehouses are not included in the comparable coffeehouse net sales calculations.

EBITDA RECONCILIATION

The following is a reconciliation of the Company’s net income to EBITDA.

	Thirteen Weeks Ended						Twenty-Six Weeks Ended
	July 4, 2010			June 28, 2009			July 4, 2010			June 28, 2009
	(In thousands)
Net income attributable to Caribou Coffee Company, Inc.	$	2,421		$	1,168		$	3,459		$	1,514
Interest expense.		65			63			171			121
Interest income.		(5	)		(7	)		(10	)		(7	)
Depreciation and amortization(1).		3,512			4,102			7,140			8,396
Provision for (benefit from) income taxes		20			59			(137	)		(42	)
EBITDA.	$	6,013		$	5,385		$	10,623		$	9,982

(1) Includes depreciation and amortization associated with the headquarters and roasting facility that are categorized as general and administrative expenses and cost of sales and related occupancy costs on the statement of operations.

EBITDA is equal to net income excluding: (a) interest expense; (b) interest income; (c) depreciation and amortization; and (d) income taxes.

Management believes EBITDA is useful to investors in evaluating the Company’s operating performance for the following reason:

• Coffeehouse leases are generally short-term (5-10 years) and Caribou must depreciate all of the cost associated with those leases on a straight-line basis over the initial lease term excluding renewal options (unless such renewal periods are reasonably assured at the inception of the lease). The Company opened a net 208 company-operated coffeehouses from the beginning of fiscal 2003 through the end of the second quarter of fiscal 2010. As a result, management believes depreciation expense is disproportionately large when compared to the sales from a significant percentage of the coffeehouses that are in their initial years of operations. Also, many of the assets being depreciated have actual useful lives that exceed the initial lease term excluding renewal options. Consequently, management believes that adjusting for depreciation and amortization is useful for evaluating the operating performance of the coffeehouses.

     Management uses EBITDA:

• As a measurement of operating performance because it assists management in comparing its operating performance on a consistent basis as it removes the impact of items not directly resulting from coffeehouse operations;

• For planning purposes, including the preparation of our internal annual operating budget;

• To evaluate the Company’s capacity to incur and service debt, fund capital expenditures and expand the business.

EBITDA as calculated by Caribou Coffee is not necessarily comparable to similarly titled measures used by other companies. In addition, EBITDA: (a) does not represent net income or cash flows from operating activities as defined by GAAP; (b) is not necessarily indicative of cash available to fund cash flow needs; and (c) should not be considered an alternative to net income, operating income, cash flows from operating activities or Caribou Coffee’s other financial information as determined under GAAP.

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