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): July 27, 2010
PANERA BREAD COMPANY
(Exact name of registrant as specified in its charter)
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| Delaware | | 000-19253 | | 04-2723701 |
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(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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6710 Clayton Road
Richmond Heights, MO | |
63117 |
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| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:314-633-7100
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) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Item 2.02. | | Results of Operations and Financial Condition |
Attached as Exhibit 99.1, and incorporated herein by reference, is a copy of the press release of Panera Bread Company (the “Company”) dated July 27, 2010 announcing the Company’s financial results for the second quarter ended June 29, 2010 and describing the Company’s earnings targets for the third quarter of fiscal 2010 and full year of fiscal 2010.
The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
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| Item 7.01. | | Regulation FD Disclosure |
The Company will host a conference call that will be broadcast on the Internet at 8:30 A.M. Eastern Daylight Time on Wednesday, July 28, 2010 to discuss the Company’s second quarter of fiscal 2010, preliminary earnings targets and business outlook for the third quarter of fiscal 2010 and full year of fiscal 2010, and preliminary comparable bakery-cafe sales results for the first 27 days of the fiscal 2010 third quarter. Investors can access the call athttp://www.panerabread.com/investor. Access to the call will be made available for 14 days after the call and the release will be archived for one year.
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| Item 9.01. | | Financial Statements and Exhibits |
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
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| Exhibit No. | | Exhibit |
| | 99.1 | | | Press Release, dated July 27, 2010 |
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 hereunto duly authorized.
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| | PANERA BREAD COMPANY
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| | By: | /s/ Jeffrey W. Kip | |
| | | Name: | Jeffrey W. Kip | |
| | | Title: | Senior Vice President,
Chief Financial Officer | |
Date: July 27, 2010
Exhibit Index
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| Exhibit No. | | Exhibit |
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| | 99.1 | | | Press Release, dated July 27, 2010 |
