-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Y1aDqgSO7NF4bREdivMb2eKiaxgbq9i9uEJ81bhQevOBbOlk0YUSi7CbCNmiYLbc wK5liskARSFMaIYBxGR5FA== 0000950149-94-000235.txt : 19941122 0000950149-94-000235.hdr.sgml : 19941122 ACCESSION NUMBER: 0000950149-94-000235 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19940924 FILED AS OF DATE: 19941108 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: DREYERS GRAND ICE CREAM INC CENTRAL INDEX KEY: 0000352305 STANDARD INDUSTRIAL CLASSIFICATION: 2024 IRS NUMBER: 942967523 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14190 FILM NUMBER: 94558101 BUSINESS ADDRESS: STREET 1: 5929 COLLEGE AVE CITY: OAKLAND STATE: CA ZIP: 94618 BUSINESS PHONE: 5106528187 10-Q 1 FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 24, 1994 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE --- SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 24, 1994 OR _______ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-14190 DREYER'S GRAND ICE CREAM, INC. (Exact name of registrant as specified in its charter) Delaware No. 94-2967523 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No). 5929 College Avenue, Oakland, California 94618 (Address of principal executive offices) (Zip Code) (510) 652-8187 (Registrant's telephone number, including area code) Indicate by check mark whether 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 X No ____________ Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.
Shares Outstanding November 4, 1994 ---------------- Common stock, $1.00 par value 14,700,619
2 DREYER'S GRAND ICE CREAM, INC. PART I: FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS
DREYER'S GRAND ICE CREAM, INC. CONSOLIDATED BALANCE SHEET September 24, December 25, 1994 1993 ------------- ------------ (unaudited) Assets Current Assets: Cash and cash equivalents $ 4,644,000 $ 2,532,000 Trade accounts receivable, net of allowance for doubtful accounts of $510,000 in 1994 and $535,000 in 1993 69,336,000 46,293,000 Other accounts receivable 7,236,000 5,326,000 Inventories 35,312,000 27,817,000 Prepaid expenses and other 5,675,000 8,256,000 ------------ ------------ Total current assets 122,203,000 90,224,000 Property, plant and equipment, net 156,005,000 142,275,000 Goodwill and distribution rights, net of accumulated amortization of $9,699,000 in 1994 and $7,572,000 in 1993 86,401,000 72,988,000 Other assets 17,453,000 16,788,000 ------------ ------------ Total assets $382,062,000 $322,275,000 ============ ============
See accompanying Notes to Consolidated Financial Statements 2 3
DREYER'S GRAND ICE CREAM, INC. CONSOLIDATED BALANCE SHEET September 24, December 25, 1994 1993 ------------- ------------ (unaudited) Liabilities and Stockholders' Equity Current Liabilities: Accounts payable and accrued liabilities $ 42,589,000 $ 21,893,000 Accrued payroll and employee benefits 12,998,000 9,249,000 Current portion of long-term debt 4,775,000 1,685,000 ------------ ------------ Total current liabilities 60,362,000 32,827,000 Long-term debt, less current portion 34,175,000 38,875,000 Convertible subordinated debentures 100,752,000 100,752,000 Deferred income 103,000 174,000 Deferred income taxes 27,901,000 26,613,000 ------------ ------------ Total liabilities 223,293,000 199,241,000 ------------ ------------ Commitments and contingencies Stockholders' Equity: Preferred stock, $1 par value - 10,000,000 shares authorized; no shares issued or outstanding in 1994 and 1993 Common stock, $1 par value - 30,000,000 shares authorized; 14,886,000 shares and 14,671,000 shares issued and outstanding in 1994 and 1993, respectively 14,886,000 14,671,000 Capital in excess of par 95,016,000 59,145,000 Retained earnings 48,867,000 49,218,000 ------------ ------------ Total stockholders' equity 158,769,000 123,034,000 ------------ ------------ Total liabilities and stockholders' equity $382,062,000 $322,275,000 ============ ============
See accompanying Notes to Consolidated Financial Statements 3 4 DREYER'S GRAND ICE CREAM, INC. CONSOLIDATED STATEMENT OF INCOME (unaudited)
Thirteen Weeks Ended Thirty-Nine Weeks Ended -------------------------------- --------------------------------- Sep. 24, 1994 Sep. 25, 1993 Sep. 24, 1994 Sep. 25, 1993 ------------- ------------- ------------- ------------- Revenues: Net sales $168,704,000 $140,066,000 $428,432,000 $365,869,000 Other income 838,000 430,000 1,520,000 870,000 ------------ ------------ ------------ ------------ 169,542,000 140,496,000 429,952,000 366,739,000 ------------ ------------ ------------ ------------ Costs and expenses: Cost of goods sold 123,646,000 102,566,000 322,057,000 274,781,000 Selling, general and administrative 39,881,000 23,925,000 97,007,000 60,170,000 Interest, net of interest capitalized 2,322,000 2,131,000 6,955,000 5,617,000 ------------ ------------ ------------ ------------ 165,849,000 128,622,000 426,019,000 340,568,000 ------------ ------------ ------------ ------------ Income before income taxes 3,693,000 11,874,000 3,933,000 26,171,000 Income taxes (1,433,000) (5,267,000) (1,526,000) (10,571,000) ------------- ------------ ------------ ------------ Net income $ 2,260,000 $ 6,607,000 $ 2,407,000 $ 15,600,000 ============ ============ ============ ============ Net income per share: Primary $ .15 $ .45 $ .16 $ 1.07 ============ ============ ============ ============ Fully diluted $ .15 $ .43 $ .16 $ 1.05 ============ ============ ============ ============ Dividends per share $ .06 $ .06 $ .18 $ .18 ============ ============ ============ ============
See accompanying Notes to Consolidated Financial Statements 4 5
DREYER'S GRAND ICE CREAM, INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) Common Stock ---------------------------- Capital in Retained Shares Amount Excess of Par Earnings Total ---------- ----------- -------------- ----------- ------------ Balance at December 25, 1993 14,671,000 $14,671,000 $59,145,000 $49,218,000 $123,034,000 Net income 2,407,000 2,407,000 Cash dividends declared (2,758,000) (2,758,000) Common stock and warrants issued to an affiliate of Nestle USA, Inc. 3,000,000 3,000,000 99,496,000 102,496,000 Repurchases of common stock (2,931,000) (2,931,000) (65,574,000) (68,505,000) Employee stock plans and other 146,000 146,000 1,949,000 2,095,000 ---------- ----------- ----------- ----------- ------------ Balance at September 24, 1994 14,886,000 $14,886,000 $95,016,000 $48,867,000 $158,769,000 ========== =========== =========== =========== ============ Balance at December 26, 1992 14,563,000 $14,563,000 $56,329,000 $36,677,000 $107,569,000 Net income 15,600,000 15,600,000 Cash dividends declared (2,632,000) (2,632,000) Employee stock plans and other 82,000 82,000 1,123,000 (358,000) 847,000 Common stock issued as contingent payment in acquisition of Cervelli Distributors, Inc. 18,000 18,000 501,000 519,000 ---------- ----------- ----------- ----------- ------------ Balance at September 25, 1993 14,663,000 $14,663,000 $57,953,000 $49,287,000 $121,903,000 ========== =========== =========== =========== ============
See accompanying Notes to Consolidated Financial Statements 5 6
DREYER'S GRAND ICE CREAM, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited) Thirty-Nine Weeks Ended ---------------------------------------- September 24, September 25, 1994 1993 ------------- ------------- Cash flows from operating activities: Net income $ 2,407,000 $15,600,000 Adjustments to reconcile net income to cash provided from operations: Depreciation and amortization 13,168,000 10,831,000 Deferred income taxes 1,288,000 2,962,000 Deferred income (71,000) (71,000) Changes in assets and liabilities, net of amounts acquired: Trade accounts receivable (23,043,000) (15,522,000) Other accounts receivable (1,910,000) (4,055,000) Inventories (7,495,000) (2,900,000) Prepaid expenses and other 2,581,000 3,537,000 Accounts payable and accrued liabilities 20,679,000 3,717,000 Accrued payroll and employee benefits 3,749,000 2,123,000 Income taxes payable 2,363,000 ----------- ----------- 11,353,000 18,585,000 ----------- ----------- Cash flows from investing activities: Acquisition of property, plant and equipment (23,872,000) (25,637,000) Retirement of property, plant and equipment 688,000 362,000 Increase in goodwill and distribution rights (15,540,000) (4,571,000) Increase in other assets, net (2,252,000) (1,549,000) ----------- ----------- (40,976,000) (31,395,000) ----------- ----------- Cash flows from financing activities: Decrease in short-term bank borrowings (23,400,000) (29,000,000) Increase in short-term bank borrowings 23,400,000 Proceeds from long-term debt 51,800,000 Reductions in long-term debt (1,610,000) (108,898,000) Proceeds from convertible subordinated debentures 100,752,000 Cash dividends paid (2,741,000) (2,627,000) Net proceeds from issuance of common stock under Nestle Agreement 102,496,000 Repurchases of common stock (68,505,000) Issuance of common stock under employee stock plans 2,095,000 847,000 ----------- ----------- 31,735,000 12,874,000 ----------- ----------- Increase in cash and cash equivalents 2,112,000 64,000 Cash and cash equivalents, beginning of period 2,532,000 606,000 ----------- ----------- Cash and cash equivalents, end of period $ 4,644,000 $ 670,000 =========== =========== Supplemental Cash Flow Information - cash paid during the year for: Interest (net of amounts capitalized) $ 7,539,000 $ 6,189,000 Income taxes (net of refunds) 237,000 4,289,000
See accompanying Notes to Consolidated Financial Statements 6 7 DREYER'S GRAND ICE CREAM, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - General: Dreyer's Grand Ice Cream, Inc. and its subsidiaries (the "Company") is a single segment industry company engaged in the business of manufacturing and distributing premium ice cream and other frozen dairy products. The consolidated financial statements for the thirteen and thirty-nine week periods ended September 24, 1994 and September 25, 1993, have not been audited by independent public accountants, but include all adjustments, consisting of normal recurring accruals, which management considers necessary for a fair presentation of the consolidated operating results for the periods. The statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnote disclosure normally included in financial statements prepared in conformity with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The operating results for interim periods are not necessarily indicative of results to be expected for an entire year. The aforementioned statements should be read in conjunction with the Company's Annual Report to Stockholders for the year ended December 25, 1993. NOTE 2 - Financial Statement Presentation: Certain reclassifications have been made to the prior period financial statements in order to conform to the current presentation. NOTE 3 - Inventories: Inventories are stated at the lower of cost (determined by the first-in, first-out method) or market. Inventories at September 24, 1994 and December 25, 1993 consisted of the following (in thousands):
September 24, December 25, 1994 1993 -------------------- -------------------- Raw materials $ 4,058 $ 2,050 Finished goods 31,254 25,767 -------- -------- $ 35,312 $ 27,817 ======== ========
7 8 NOTE 4 - Net Income Per Share: Net income per common share is computed using the weighted average number of shares of common stock outstanding during the period. Shares used in the computation were as follows:
Thirteen Weeks Ended Thirty-Nine Weeks Ended -------------------------------- ------------------------------ Sep. 24, 1994 Sep. 25, 1993 Sep. 24, 1994 Sep. 25, 1993 ------------- ------------- ------------- ------------- Primary 15,444,000 14,631,000 14,840,000 14,607,000 Fully diluted 15,444,000 17,624,000 14,840,000 15,731,000
The potentially dilutive effect of the convertible subordinated debentures and other common stock equivalents was anti-dilutive for the thirteen and thirty-nine week periods ended September 24, 1994. Accordingly, fully diluted net income per share presented is equivalent to primary net income per share. NOTE 5 - Goodwill and Distribution Rights: On January 4, 1994, the Company entered into a long-term distribution agreement with Sunbelt Distributors, Inc. ("Sunbelt"), the leading independent direct-store-delivery ice cream distributor in Texas. Under the agreement, the Company paid Sunbelt $10,970,000 in cash to secure the long-term exclusive right to have its products distributed by Sunbelt in Texas and certain parts of Louisiana and Arkansas. In conjunction with this transaction, the Company recorded $11,321,000 in distribution rights, including $351,000 in transaction costs. NOTE 6 - Common Stock On June 14, 1994, the Company completed a transaction (the "Nestle Agreement") with an affiliate of Nestle USA, Inc. ("Nestle"), whereby Nestle purchased three million newly issued shares of common stock of the Company for $32 per share and warrants to purchase an additional two million shares at an exercise price of $32 per share. Warrants for one million shares will expire on June 14, 1997 and warrants for the other million shares will expire on June 14, 1999. Nestle paid an aggregate of $10,000,000 for the two million warrants. Total proceeds from the issuance of the initial three million shares and the two million warrants was $106,000,000. In connection with the Nestle Agreement, the Company incurred transaction costs of $3,504,000 which were recorded as a charge against capital in excess of par. The Company has the right to cause Nestle to exercise the warrants at $24 per share subject to certain conditions at any time before June 14, 1997. The Company also has the right to cause Nestle to exercise the warrants at any time through the warrant expiration dates at $32 per share if the average trading price of the common stock exceeds $60 during a 130 trading day period, subject to certain conditions. Furthermore, before June 14, 1999, if the average trading price of the common stock equals or exceeds $60 during a 130 trading day period, Nestle will be required to pay an additional $2 for each share purchased. In addition to the Nestle Agreement, the Company entered into a distribution agreement with Nestle Ice Cream Company to distribute Nestle's frozen novelty and ice cream products in certain markets beginning in 1995. 8 9 During the first three quarters of 1994, the Company repurchased and retired 2,891,000 shares of its common stock at prices ranging from $21.38 to $25.63 under a newly authorized plan to repurchase up to 5 million shares through open market purchases and negotiated transactions. In addition, the Company repurchased and retired 40,000 shares of its common stock at prices ranging from $22.00 to $28.69 from employees who previously acquired shares under employee stock plans. In connection with these repurchases, the Company charged the excess over par value for shares repurchased to capital in excess of par rather than the previous practice of charging to retained earnings. The practice commenced in the third quarter of 1994, retroactive to the beginning of fiscal year 1994. NOTE 7 - Subsequent Event: Subsequent to quarter end, the Company repurchased and retired 184,000 shares of its common stock at prices ranging from $25.13 to $25.75 under the newly authorized plan. (See Note 6.) 9 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following table sets forth for the periods indicated the percent which the items in the Consolidated Statement of Income bear to net sales and the percentage change of such items compared to the indicated prior period:
Period-to-Period Percentage of Net Sales Increase (Decrease) ----------------------- -------------------- Thirteen Thirty-Nine Thirteen Weeks Ended Thirty-Nine Weeks Ended Weeks Weeks -------------------- ----------------------- 1994 1994 Sep. 24, Sep. 25, Sep. 24, Sep. 25, Compared Compared 1994 1993 1994 1993 to 1993 to 1993 --------------------- ------------------ ------------------ Revenues Net sales 100.0% 100.0% 100.0% 100.0% 20.4% 17.1% Other income 0.5 0.3 0.3 0.2 94.9 74.7 ----- ----- ----- ----- Total revenue 100.5 100.3 100.3 100.2 20.7 17.2 ----- ----- ----- ----- Costs and expenses: Costs of goods sold 73.3 73.2 75.2 75.1 20.6 17.2 Selling, general and administrative 23.6 17.1 22.6 16.4 66.7 61.2 Interest, net of interest capitalized 1.4 1.5 1.6 1.5 9.0 23.8 ----- ----- ----- ----- Total costs and expenses 98.3 91.8 99.4 93.0 28.9 25.1 ----- ----- ----- ----- Income before income taxes 2.2 8.5 0.9 7.2 (68.9) (85.0) Income taxes (0.9) (3.8) (0.3) (2.9) (72.8) (85.0) ----- ----- ----- ----- Net income 1.3 4.7 0.6 4.3 (65.8) (84.6) ===== ===== ====== ======
10 11 RESULTS OF OPERATIONS Thirteen Weeks Ended September 24, 1994 Compared with Thirteen Weeks Ended September 25, 1993 Consolidated net sales for the third quarter of 1994 increased 20% to $168,704,000 compared with $140,066,000 for the same period last year. Sales of the Company's brands increased 21% and represented 65% of consolidated net sales in the third quarter of both 1994 and 1993. The increase related primarily to higher unit sales of the Company's established brands in all markets, led by Dreyer's and Edy's Frozen Yogurt. To a lesser extent, the increase related to higher unit sales of Dreyer's and Edy's Novelties (Dreyer's and Edy's Ice Cream Bars, Tropical Fruit Bars, Yogurt Bars and Grand Cones), led by the recent market introduction of Grand Cones. The effect of price increases for the Company's brands was not significant. Sales of products purchased from other manufacturers (partner brands) increased 20% and represented 35% of consolidated net sales in the third quarter of both 1994 and 1993. The effect of price increases for partner brands was not significant. During the second quarter of 1994, the Company embarked on a five year plan to accelerate the sales of its Company brands by greatly increasing its consumer marketing efforts and expanding its distribution system into additional markets (the "Marketing Plan"). Under this Marketing Plan, the Company will increase the amount of its spending for advertising and consumer promotion from a level of approximately $12,000,000 in 1993 to approximately $40,000,000 in 1994, and plans to spend approximately $50,000,000 annually on these marketing activities from 1995 through 1998. The Company began selling its Edy's branded products in the Boston, Charlotte and Albany markets this year, in addition to the previously announced introduction of Dreyer's line of products into the Houston market. The Company anticipates that the Marketing Plan will continue to materially reduce earnings during the next twelve to twenty-four month period below levels that would have been attained under the former business plan. The potential benefits of the new strategy are increased market share and future earnings above those levels that would be attained in the absence of the strategy. Dreyer's believes that these benefits are not likely to impact the Company's results until 1996 at the earliest. No assurance can be given that the anticipated benefits of the strategy will be achieved. The success of the strategy will depend upon, among other things, consumer responsiveness to the Marketing Plan, competitors' activities, and general economic conditions. Cost of goods sold increased $21,080,000 or 21% over the third quarter of 1993, while the overall gross margin decreased slightly from 26.8% in the third quarter of 1993 to 26.7% in the third quarter of 1994. Selling, general and administrative expenses in the third quarter of 1994 increased $15,956,000 or 67% as compared to the same period of 1993. This increase related primarily to an increase in overall marketing expenses of $15,490,000. Included in the Company's overall marketing expenses was $17,288,000 for advertising and consumer promotion costs associated with the Company's previously announced Marketing Plan. Interest expense was $191,000 or 9% higher in the third quarter of 1994 as compared with the same period in 1993, due primarily to the higher interest rate of the convertible subordinated debentures issued in the third quarter of 1993. 11 12 Income taxes decreased $3,834,000 reflecting substantially lower taxable income and a lower effective tax rate of 38.8% in the third quarter of 1994 as compared to an effective tax rate of 44.4% in 1993. The higher effective rate in 1993 resulted primarily from the retroactive federal tax rate increase recorded in the third quarter of 1993. Thirty-Nine Weeks Ended September 24, 1994 Compared With Thirty-Nine Weeks Ended September 25, 1993 Consolidated net sales for the thirty-nine weeks ended September 24, 1994 increased 17% to $428,432,000 compared with $365,869,000 for the same period last year. Sales of the Company's brands increased 21% and represented 65% of consolidated net sales as compared with 63% in the third quarter of 1993. The increase related primarily to higher unit sales of the Company's established brands in all markets, led by Dreyer's and Edy's Frozen Yogurt and, to a lesser extent, higher unit sales of Dreyer's and Edy's Novelties, led by the recent market introduction of Grand Cones. The effect of price increases for the Company's brands was not significant. Sales of partner brands increased 11%, and represented 35% of consolidated net sales as compared with 37% in the same period last year. The effect of price increases for partner brands was not significant. Cost of goods sold increased $47,276,000 or 17% as compared with 1993, while the overall gross margin decreased slightly from 24.9% in 1993 to 24.8% in 1994. Selling, general and administrative expenses in the first three quarters of 1994 increased $36,837,000 or 61% as compared to the same period in 1993. This increase related primarily to an increase in overall marketing expenses of $34,922,000. Included in the Company's overall marketing expenses was $34,923,000 for advertising and consumer promotion costs associated with the Company's previously announced Marketing Plan. Interest expense in the first three quarters of 1994 was $1,338,000 or 24% higher than in the same period in the prior year due primarily to the higher interest rate of the convertible subordinated debentures issued in the third quarter of 1993. Income taxes decreased $9,045,000 reflecting substantially lower taxable income as well as a lower effective tax rate. The effective tax rate for the first three quarters of 1994 was 38.8% as compared to 40.4% for the same period in 1993. The higher effective rate in 1993 resulted primarily from the retroactive federal tax rate increase partially offset by the reversal of federal taxes provided in prior periods and, to a lesser extent, a lower rate for state income taxes. LIQUIDITY AND CAPITAL RESOURCES Working capital at September 24, 1994 increased $4,444,000 from year end 1993 due primarily to the seasonal increase in trade receivables and inventories, offset in part by the increase in accounts payable and accrued liabilities. Cash was provided primarily from the net proceeds from the Nestle Agreement of $102,496,000. (See Note 6 of Notes to Consolidated Financial Statements.) This was the primary source used to fund the repurchase of common stock of $68,505,000, the $23,501,000 increase in property, plant and equipment, and the $15,540,000 increase in goodwill and distribution rights resulting primarily from the Sunbelt distribution rights agreement. (See Note 5 of Notes to Consolidated Financial Statements.) 12 13 On June 14, 1994, the Company completed a transaction with an affiliate of Nestle USA, Inc., whereby Nestle purchased three million newly issued shares of common stock of the Company for $32 per share and warrants to purchase an additional two million shares at an exercise price of $32 per share. Total proceeds from the issuance of the initial three million shares and the two million warrants was $106,000,000. (See Note 6 of Notes to Consolidated Financial Statements.) The Company repurchased and retired 2,891,000 shares of its common stock at prices ranging from $21.38 to $25.63 under a newly authorized plan to repurchase up to 5 million shares through open market purchases and negotiated transactions. Subsequent to quarter end, the Company repurchased and retired 184,000 shares of its common stock at prices ranging from $25.13 to $25.75 under the newly authorized plan. (See Note 6 of Notes to Consolidated Financial Statements.) At September 24, 1994, the Company had $4,644,000 in cash and cash equivalents, and an unused credit line of $50,000,000. The Company believes that its cash and cash equivalents, its credit line, its internally generated cash and financing capacity are adequate to meet anticipated operating and capital requirements. 13 14 PART II: OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. No reports on Form 8-K were filed by the Company during the quarter ending on September 24, 1994.
Exhibit No. Description - - ----------- ----------- 11 Computation of Net Income Per Common Share 27 Financial Data Schedule
14 15 SIGNATURES 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 thereunto duly authorized. DREYER'S GRAND ICE CREAM, INC. Dated: November 8, 1994 By:/s/ Paul R. Woodland -------------------------- Paul R. Woodland Vice President - Finance and Administration and Chief Financial Officer 15 16 EXHIBIT INDEX 11 Computation of Net Income Per Common Share 27 Financial Data Schedule 15A EX-11 2 COMPUTATION OF NET INCOME PER COMMON SHARE 1 EXHIBIT 11
DREYER'S GRAND ICE CREAM, INC. COMPUTATION OF NET INCOME PER COMMON SHARE (in thousands, except per share amounts) (unaudited) Thirteen Weeks Ended Thirty-Nine Weeks Ended -------------------------------- ------------------------------ Sep. 24, 1994 Sep. 25, 1993 Sep. 24, 1994 Sep. 25, 1993 ------------- ------------- ------------- ------------- PRIMARY Net income $ 2,260 $ 6,607 $ 2,407 $15,600 Weighted average number of shares of common stock outstanding 15,444 14,631 14,840 14,607 -------- ------- ------- ------- Net income per share, as reported $ .15 $ .45 $ .16 $ 1.07 ======== ======= ======= ======= Weighted average number of shares of common stock outstanding 15,444 14,631 14,840 14,607 Common stock equivalent--assumed exercise of common stock options 90 185 90 175 -------- ------- ------- ------- Weighted average number of shares of common stock outstanding, including common stock equivalents 15,534 14,816 14,930 14,782 ======== ======= ======= ======= Net income per share $ .15(1) $ .45(1) $ .16(1) $ 1.06(1) ======== ======= ======= ======= FULLY DILUTED Net income $ 2,260 $ 6,607 $ 2,407 $15,600 Add interest expense on convertible subordinated debentures issued June 1993, due June 2006 and amortization of related issuance costs, net of tax 1,024 973 3,074 973 -------- ------- ------- ------- Adjusted net income $ 3,284 $ 7,580 $ 5,481 $16,573 ======== ======= ======= ======= Weighted average number of shares of common stock outstanding 15,444 14,631 14,840 14,607 Common stock equivalent--assumed exercise of common stock options 100 185 100 185 Assumed conversion of debentures 2,900 2,804 2,900 934 -------- ------- ------- ------- Adjusted shares 18,444 17,620 17,840 15,726 ======== ======= ======= ======= Net income per share $ .18(2) $ .43 $ .31(2) $ 1.05 ======== ======= ======= =======
(1) This calculation is submitted in accordance with Regulation S-K item 601 (b) (11) although it is not required by footnote 2 to paragraph 14 of APB Opinion No. 15 because it results in dilution of less than 3%. (2) This calculation is submitted in accordance with Regulation S-K item 601 (b) (11) although it is contrary to APB Opinion No. 15 because it produces an anti-dilutive effect. 16 EX-27 3 FINANCIAL DATA SCHEDULE
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1000 QTR-3 DEC-31-1994 SEP-24-1994 844 3,800 69,846 (510) 35,312 122,203 216,617 (60,612) 382,062 60,362 134,927 14,886 0 0 143,883 382,062 428,432 429,952 322,057 322,057 95,656 1,351 6,955 3,933 1,526 2,407 0 0 0 2,407 .16 .16
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