8-K

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): February 13, 2003

PANERA BREAD COMPANY

(Exact name of registrant as specified in its charter)

Delaware
(State or Other Jurisdiction of
Incorporation) 000-19253
(Commission File Number) 04-2723701
(IRS Employer Identification No.)

6710 Clayton Road
Richmond Heights, MO
(Address of principal executive offices) 63117
(Zip Code)

314-633-7100
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

TABLE OF CONTENTS

EX-99.1 Panera Press Release

Item 9. Regulation FD Disclosure.

In accordance with General Instruction B.2. of Form 8-K, the following information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. Panera Bread Company disclaims any intention or obligation to update or revise this information. Attached as Exhibit 99.1, and incorporated herein by reference, is a copy of the registrant’s press release dated February 13, 2003, announcing its comparable store sales for the four weeks ended January 25, 2003.

     Attached and incorporated herein by reference in its entirety as Exhibit 99.1 is a copy of the press release.

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.

PANERA BREAD COMPANY
By:	/s/ William W. Moreton Name: William W. Moreton Title: Executive Vice President, Chief Financial and Administrative Officer

Date: February 13, 2003

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Panera Press Release, dated February 13, 2003.

EX-99.1 3 c74719exv99w1.htm EX-99.1 PANERA PRESS RELEASE

PRESS RELEASE

Contact:	William W. Moreton
	Chief Financial Officer
Phone:	(314) 633-7123

Panera Bread Reports Comparable Bakery-Cafe Sales Increased 2.0% and Average Unit Volumes
Increased 4.0% for Four Weeks Ended January 25, 2003; Reiterates 2003 Earnings Target

St. Louis, MO, February 13, 2003 — Panera Bread Company (Nasdaq:PNRA) today reported that system-wide comparable bakery-cafe sales increased 2.0% for the four weeks ended January 25, 2003. The breakdown between company-owned and franchised bakery-cafes is as follows:

	For the four weeks
	ended January 25, 2003
Company-owned		.8	%
Franchised		2.5	%
Total System		2.0	%

Average system-wide weekly sales (excluding the one specialty bakery-cafe and closed locations) increased 4.0% to $34,753 for the four weeks ended January 25, 2003 compared to $33,425 for the four weeks ended January 26, 2002.

The Company reiterated the 2003 earnings per share target of $0.99. This target is based on comparable system-wide bakery-cafe sales increases of 3% and the development of 120 new bakery-cafes (28 company-owned and 92 franchised).

The Company will release its fourth quarter and full year 2002 earnings on February 25, 2003 prior to market open. A conference call related to the earnings release will be held at 1:00 PM CST the same day. You may access the call via the internet at http://www.panerabread.com/pages/a_ir_news.php.

Panera Bread Company owned and franchised 478 bakery-cafes under the Panera Bread and Saint Louis Bread Co. names as of December 28, 2002. The company is a leader in the emerging specialty bread/cafe category due to its unique bread combined with a quick, casual dining experience. Additional information is available on the company’s website, www.panerabread.com.

Matters discussed in this news release, including any discussion or impact, express or implied, on the Company’s anticipated growth, operating results and future earnings per share contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The statements identified by the words “believe”, “positioned”, “estimate”, “project”, “target”, “continue”, “will”, “intend”, “expect”, “future”, “anticipates”, and similar expressions express management’s present belief, expectations or intentions regarding the Company’s future performance. The Company’s actual results could differ materially from those set forth in the forward-looking statements due to known and unknown risks and uncertainties and could be negatively impacted by a number of factors. These factors include but are not limited to the following: the availability of sufficient capital to the Company and the developers party to franchise development agreements with the Company; variations in the number and timing of bakery-cafe openings; public acceptance of new bakery-cafes; competition; national and regional weather conditions; changes in restaurant operating costs, particularly food and labor; and other factors that may affect retailers in general. These and other risks are discussed from time to time in the Company’s SEC reports, including its Form 10-K for the year ended December 29, 2001.

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EX-99.1

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