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 June 29, 1996
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
August 9, 1996
------------------
Common stock, $1.00 par value 13,337,681
2
DREYER'S GRAND ICE CREAM, INC.
PART I: FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DREYER'S GRAND ICE CREAM, INC.
CONSOLIDATED BALANCE SHEET
June 29, December 30,
($ in thousands, except per share amounts) 1996 1995
---- ----
(unaudited)
Assets
Current Assets:
Cash and cash equivalents $ 2,886 $ 3,051
Trade accounts receivable, net of
allowance for doubtful accounts of
$723 in 1996 and $698 in 1995 96,515 59,298
Other accounts receivable 15,003 19,072
Inventories 47,005 33,201
Prepaid expenses and other 9,086 12,487
-------- --------
Total current assets 170,495 127,109
Property, plant and equipment, net 215,889 182,757
Goodwill and distribution rights, net 91,365 86,812
Other assets 20,627 17,427
-------- --------
Total assets $498,376 $414,105
======== ========
See accompanying Notes to Consolidated Financial Statements
2
3
DREYER'S GRAND ICE CREAM, INC.
CONSOLIDATED BALANCE SHEET
June 29, December 30,
($ in thousands, except per share amounts) 1996 1995
---- ----
(unaudited)
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable and accrued liabilities $ 58,579 $ 35,514
Accrued payroll and employee benefits 14,428 18,634
Current portion of long-term debt 8,512 3,600
-------- --------
Total current liabilities 81,519 57,748
Long-term debt, less current portion 176,521 134,000
Deferred income taxes 34,138 31,712
-------- --------
Total liabilities 292,178 223,460
-------- --------
Commitments and contingencies
Redeemable convertible Series B preferred stock, $1 par value -
1,008,000 shares authorized; 1,008,000 shares
issued and outstanding in 1996 and 1995 98,594 98,382
-------- --------
Stockholders' Equity:
Preferred stock, $1 par value -
8,992,000 shares authorized; no shares
issued or outstanding in 1996 and 1995
Common stock, $1 par value -
30,000,000 shares authorized; 13,338,000
shares and 12,929,000 shares issued and
outstanding in 1996 and 1995, respectively 13,338 12,929
Capital in excess of par 51,697 39,370
Retained earnings 42,569 39,964
------- --------
Total stockholders' equity 107,604 92,263
-------- --------
Total liabilities and stockholders' equity $498,376 $414,105
======== ========
See accompanying Notes to Consolidated Financial Statements
3
4
DREYER'S GRAND ICE CREAM, INC.
CONSOLIDATED STATEMENT OF INCOME
(unaudited)
Thirteen Weeks Ended Twenty-Six Weeks Ended
--------------------------------------- --------------------------------
($ in thousands, except per share amounts) June 29, 1996 July 1, 1995 June 29, 1996 July 1, 1995
------------- ------------ ------------- ------------
Revenues:
Net sales $211,568 $188,083 $378,538 $329,338
Other income 675 673 1,140 913
-------- -------- -------- --------
212,243 188,756 379,678 330,251
Costs and expenses:
Cost of goods sold 162,286 145,038 294,818 257,269
Selling, general and administrative 39,589 34,687 69,996 61,177
Interest, net of interest capitalized 2,268 2,995 3,981 5,238
-------- -------- -------- --------
204,143 182,720 368,795 323,684
-------- -------- -------- --------
Income before income taxes 8,100 6,036 10,883 6,567
Income taxes 3,080 2,372 4,179 2,581
-------- -------- -------- --------
Net income 5,020 3,664 6,704 3,986
Accretion of preferred stock to
redemption value 106 212
Preferred stock dividends 1,143 2,287
-------- -------- -------- --------
Net income applicable to common stock $ 3,771 $ 3,664 $ 4,205 $ 3,986
======== ======== ======== ========
Net income per common share $ .28 $ .27 $ .32 $ .29
======== ======== ======== ========
Dividends per common share $ .06 $ .06 $ .12 $ .12
======== ======== ======== ========
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
(In thousands) Shares Amount Excess of Par Earnings Total
------ ------ ------------- -------- -----
Balance at December 31, 1994 14,064 $14,064 $ 75,257 $46,600 $135,921
Net income 3,986 3,986
Common stock dividends declared (1,590) (1,590)
Repurchases and retirements
of common stock (1,317) (1,317) (39,129) (40,446)
Employee stock plans 111 111 1,659 1,770
------ ------- -------- ------- --------
Balance at July 1, 1995 12,858 $12,858 $ 37,787 $48,996 $ 99,641
====== ======= ======== ======= ========
Balance at December 30, 1995 12,929 $12,929 $ 39,370 $39,964 $ 92,263
Net income 6,704 6,704
Accretion of preferred stock
to redemption value (212) (212)
Preferred stock dividends declared (2,287) (2,287)
Common stock issued in acquisition
of M-K-D Distributors, Inc. 320 320 10,480 10,800
Common stock dividends declared (1,600) (1,600)
Repurchases and retirements
of common stock (4) (4) (110) (114)
Employee stock plans 93 93 1,957 2,050
------ ------- -------- ------- --------
Balance at June 29, 1996 13,338 $13,338 $ 51,697 $42,569 $107,604
====== ======= ======== ======= ========
See accompanying Notes to Consolidated Financial Statements
5
6
DREYER'S GRAND ICE CREAM, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)
Twenty-Six Weeks Ended
-------------------------------
($ in thousands) June 29, 1996 July 1, 1995
------------- ------------
Cash flows from operating activities:
Net income $ 6,704 $ 3,986
Adjustments to reconcile net income to cash used in operations:
Depreciation and amortization 13,231 9,863
Deferred income taxes 1,905 924
Changes in assets and liabilities, net of amounts acquired:
Trade accounts receivable (31,126) (41,326)
Other accounts receivable (556) (8,384)
Inventories (11,634) (9,049)
Prepaid expenses and other 3,845 3,304
Accounts payable and accrued liabilities 17,519 34,465
Accrued payroll and employee benefits (4,847) (1,761)
-------- --------
(4,959) (7,978)
-------- --------
Cash flows from investing activities:
Acquisition of property, plant and equipment (36,367) (21,882)
Retirement of property, plant and equipment 1,513 232
Increase in goodwill and distribution rights (751) (1,843)
Increase in other assets (4,346) (645)
-------- --------
(39,951) (24,138)
-------- --------
Cash flows from financing activities:
Proceeds from long-term debt 76,000 73,000
Reductions in long-term debt (30,472) (3,600)
Issuance of common stock under employee stock plans 2,050 1,770
Repurchases of common stock (114) (40,446)
Cash dividends paid (2,719) (1,680)
-------- --------
44,745 29,044
-------- --------
Decrease in cash and cash equivalents (165) (3,072)
Cash and cash equivalents, beginning of period 3,051 6,334
-------- --------
Cash and cash equivalents, end of period $ 2,886 $ 3,262
======== ========
Supplemental Cash Flow Information -
Cash paid (refunded) during the period for:
Interest (net of amounts capitalized) $ 3,769 $ 5,340
Income taxes (net of refunds) (23) 421
Non-cash transaction:
Acquisition of M-K-D Distributors, Inc. 10,800
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 to grocery and
convenience stores, foodservice accounts and independent distributors in the
United States.
The consolidated financial statements for the thirteen and twenty-six week
periods ended June 29, 1996 and July 1, 1995, have not been audited by
independent public accountants, but include all adjustments, such as normal
recurring accruals, that 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 Consolidated
Financial Statements for the year ended December 30, 1995, appearing in the
Company's 1995 Annual Report on Form 10-K.
NOTE 2 - Inventories:
Inventories are stated at the lower of cost (determined by the first-in,
first-out method) or market. Inventories at June 29, 1996 and December 30, 1995
consisted of the following (in thousands):
June 29, December 30,
1996 1995
-------- ------------
Raw materials $ 6,362 $ 3,291
Finished goods 40,643 29,910
------- -------
$47,005 $33,201
======= =======
NOTE 3 - 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 which were 13,335,000
and 13,155,000 shares for the thirteen weeks and twenty-six weeks ended June 29,
1996 and 13,387,000 and 13,679,000 shares for the thirteen weeks and twenty-six
weeks ended July 1, 1995. The potentially dilutive effect of the Company's
redeemable convertible Series B preferred stock, convertible subordinated
debentures and other common stock equivalents was anti-dilutive for the thirteen
and twenty-six week periods ended June 29, 1996 and July 1, 1995. Accordingly,
fully diluted net income per share is not presented.
7
8
NOTE 4 -Insurance Settlement:
In March 1996, the Company settled an insurance claim relating to the
malfunction of a refrigeration system at one of its plants. The malfunction
caused the accidental release of ammonia (refrigerant) into the plant which
contaminated the finished goods inventory. In accordance with the settlement,
the Company received the value of the finished goods inventory at its normal
selling price, plus expenses incurred recovering from the accident. This
resulted in a gain of $2,100,000, which was recorded as a reduction in cost of
goods sold during the first quarter of 1996.
NOTE 5 - Purchase of M-K-D Distributors Inc.:
On March 27, 1996, the Company acquired the remaining 50.3% of the
outstanding common stock of M-K-D Distributors, Inc. (M-K-D) for 320,000 newly
issued shares of the Company's common stock having a value of $10,800,000. The
acquisition was accounted for as a purchase and the amount by which the purchase
price exceeded the fair value of the net identifiable assets acquired of
$5,400,000 has been recorded as goodwill and distribution rights. The Company
has consolidated the results of operations of M-K-D since the beginning of
fiscal 1996. That portion of M-K-D's pre-acquisition earnings before income
taxes which was attributable to the former shareholders' interest, approximately
$148,000, was recorded as a charge to selling, general and administrative
expenses.
NOTE 6 - Lease Transaction:
On March 29, 1996, the Company entered into a lease transaction involving
a large majority of its direct-store-delivery truck fleet. The $26,000,000
proceeds received by the Company from the lease transaction were used to repay a
portion of existing bank borrowings and to fund capital expenditures. The four
year lease has been classified as a capital lease and is recorded in property,
plant and equipment.
NOTE 7 - Senior Notes:
On June 6, 1996, the Company completed a private placement of $50,000,000
of senior notes, due 2002 through 2006. Proceeds from the senior notes were used
to repay a portion of existing bank borrowings and to fund capital expenditures.
Interest on the notes is payable semi-annually.
NOTE 8 - Accounting for Stock-Based Compensation:
As of the beginning of fiscal 1996, the Company adopted Statement of
Financial Accounting Standards No. 123, "Accounting for Stock-Based
Compensation," which established accounting and reporting standards for
stock-based compensation plans. This standard encourages the adoption of the
fair value-based method of accounting for employee stock options or similar
equity instruments, but continues to allow the Company to measure compensation
cost for those equity instruments using the intrinsic value-based method of
accounting prescribed by Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees." Under the fair value-based method, compensation
cost is measured at the grant date based on the value of the award. Under the
intrinsic value-based method, compensation cost is the excess, if any, of the
quoted market price of the stock at the grant date or other measurement date
over the amount the employee must pay to acquire the stock. The Company
continues to use the intrinsic value-based method. The adoption of this standard
did not have any effect on the Company's Consolidated Financial Statements. The
Company will disclose the pro-forma effect on net income of using the fair
value-based method of accounting in the 1996 Annual Report to Stockholders.
8
9
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:
Percentage of Net Sales Period-to-Period
----------------------- Increase (Decrease)
-------------------
Thirteen Twenty-Six
Thirteen Weeks Ended Twenty-Six Weeks Ended Weeks Weeks
-------------------- ---------------------- 1996 1996
June 29, July 1, June 29, July 1, Compared Compared
1996 1995 1996 1995 to 1995 to 1995
---- ---- ---- ---- -------- --------
Revenues:
Net sales 100.0% 100.0% 100.0% 100.0% 12.5% 14.9%
Other income 0.3 0.4 0.3 0.3 0.3 24.9
----- ----- ----- -----
Total revenues 100.3 100.4 100.3 100.3 12.4 15.0
----- ----- ----- -----
Costs and expenses:
Costs of goods sold 76.7 77.1 77.9 78.1 11.9 14.6
Selling, general and administrative 18.7 18.5 18.5 18.6 14.1 14.4
Interest, net of interest capitalized 1.1 1.6 1.0 1.6 (24.3) (24.0)
----- ----- ----- -----
Total costs and expenses 96.5 97.2 97.4 98.3 11.7 13.9
----- ----- ----- -----
Income before income taxes 3.8 3.2 2.9 2.0 34.2 65.7
----- ----- ----- -----
Income taxes 1.4 1.3 1.1 0.8 29.8 61.9
----- ----- ----- -----
Net income 2.4 1.9 1.8 1.2 37.0 68.2
Accretion of preferred stock
to redemption value 0.1 0.1 NM NM
Preferred stock dividends 0.5 0.6 NM NM
----- ----- ----- -----
Net income applicable to
common stock 1.8 1.9 1.1 1.2 2.9 5.5
===== ===== ===== =====
9
10
RESULTS OF OPERATIONS
The Strategic Plan
The Company embarked on a five year plan (the Strategic Plan) during the
second quarter of 1994 to accelerate the sales of its brand throughout the
country. This plan includes three primary strategies: 1) a quadrupling of
advertising and consumer promotion spending, 2) rapid expansion and development
of the Company's direct-store-delivery system, and 3) introduction of innovative
new products. The potential benefits of the Strategic Plan are increased market
share and future earnings above those levels that would be attained in the
absence of the Strategic Plan. As originally announced, the Company anticipated
that the cost of implementing the Strategic Plan would materially reduce
earnings during 1994 and 1995.
Under the Strategic Plan, the Company increased the amount of its spending for
advertising and consumer promotion from 1993 levels to approximately $40,000,000
in 1994 and 1995, and plans to continue this level of marketing spending during
a period of increasing sales. Since the inception of the Strategic Plan, the
Company expanded its direct-store-delivery system into 34 new markets and the
Company's products are presently available to grocery stores serving
approximately 85% of the consumers in the United States. This distribution
system is considerably larger than any other direct-store-delivery system for
ice cream products currently operating in the United States. The Company
anticipates an improvement in earnings during 1996, and that the earnings
benefits expected under the Strategic Plan will be achieved in 1997 and future
years. However, no assurance can be given that the Company's expectations
relative to future market share and earnings benefits of the strategy will be
achieved. The success of the strategy will depend upon, among other things,
consumer purchase responsiveness to the increased marketing expenditures,
competitors' marketing responses, market conditions affecting the price of the
Company's products, commodity costs, and efficiencies achieved in manufacturing
and distribution operations.
Thirteen Weeks ended June 29, 1996 Compared with Thirteen Weeks ended July 1,
1995
Consolidated net sales for the second quarter of 1996 increased 12% to
$211,568,000 compared with $188,083,000 for the same period last year. Sales of
the Company's branded products increased 6%. The increase in sales was led by
the recently introduced Starbucks(R) Ice Cream (developed in a joint venture
with the Starbucks Coffee Company), Dreyer's and Edy's Fat Free Ice Cream and
Dreyer's and Edy's Grand Ice Cream. The increase was offset in part by a
decrease in frozen yogurt sales, which reflects an industry-wide trend of lower
sales. Sales of products purchased from other manufacturers (partner brands)
increased 23%, led by Ben & Jerry's Homemade(R) superpremium products and frozen
novelty and ice cream products from Nestle Ice Cream Company. Sales of partner
brands represented 39% of consolidated net sales as compared with 36% in the
second quarter of 1995. The increase in partner brand sales was primarily a
result of the consolidation of M-K-D Distributors Inc. (M-K-D). (See Note 5 of
Notes to Consolidated Financial Statements). The effect of price increases for
Company and partner brands was not significant.
Cost of goods sold increased $17,248,000, or 12%, over the second quarter of
1996, while the overall gross margin increased slightly from 22.9% in the second
quarter of 1995 to 23.3% in the second quarter of 1996. The increase in gross
margin was largely due to a decrease in distribution expenses relative to sales,
partially offset by an increase in dairy raw materials costs and expenses
associated with the Company's recently acquired Houston, Texas manufacturing
facility. The increase in dairy raw materials costs and the expenses associated
with the Houston facility are expected to negatively impact gross profit margins
for the remainder of 1996.
10
11
Selling, general and administrative expenses in the second quarter of 1996 were
$4,902,000, or 14%, higher than in the same period of 1995. This increase
related primarily to the consolidation of M-K-D. (See Note 5 of Notes to
Consolidated Financial Statements). Selling, general and administrative expenses
remained relatively consistent as a percentage of net sales at 18.7% for the
second quarter of 1996 compared with 18.4% for the same period in 1995.
Interest expense decreased $727,000, or 24%, over the second quarter of 1995,
due primarily to the effect of the conversion of convertible subordinated
debentures into redeemable convertible Series B preferred stock in the third
quarter of 1995, offset in part by interest associated with higher borrowings
under the line of credit and the lease transaction. (See Note 6 of Notes to
Consolidated Financial Statements).
Income taxes increased $708,000, reflecting a higher pre-tax income, while the
effective tax rate decreased from 39.3% for the second quarter of 1995 to 38.0%
for the second quarter of 1996.
Twenty-six Weeks ended June 29, 1996 Compared with Twenty-six Weeks ended July
1, 1995
Consolidated net sales for the twenty-six weeks ended June 29, 1996
increased 15% to $378,538,000 compared with $329,338,000 for the same period
last year. Sales of the Company's branded products increased 9%. The products
that led this increase were Dreyer's and Edy's Fat Free Ice Cream and Dreyer's
and Edy's Grand Ice Cream. The increase was offset in part by a decrease in
frozen yogurt sales, which reflects an industry-wide trend of lower sales. Sales
of partner brands increased 26%, led by Ben and Jerry's Homemade(R) superpremium
products, frozen novelty and ice cream products from Nestle Ice Cream Company.
Sales of partner brands represented 39% of consolidated net sales as compared
with 36% in the same period last year. The increase in partner brand sales was
primarily a result of the consolidation of M-K-D. (See Note 5 of Notes to
Consolidated Financial Statements). The effect of price increases for Company
and partner brands was not significant.
Cost of goods sold increased $37,549,000, or 15%, as compared with 1995, while
the overall gross margin increased slightly from 21.9% to 22.1% in 1996. During
the first quarter of 1996 the Company recorded an insurance gain of $2,100,000
as a reduction in costs of goods sold. (See Note 4 of Notes to Consolidated
Financial Statements). The resulting margin when the gain is excluded is
relatively consistent with the same period in 1995 due to a decrease in
distribution expenses relative to sales, offset by an increase in dairy raw
materials costs and expenses associated with the Company's recently acquired
Houston, Texas manufacturing facility.
Selling, general and administrative expenses in the first two quarters of 1995
increased $8,819,000 or 14% as compared to the same period in 1995. This
increase related primarily to the consolidation of M-K-D. (See Note 5 of Notes
to Consolidated Financial Statements). Selling, general and administrative
expenses remained consistent as a percentage of net sales at 18.5 % for the
second quarter of 1996 compared to 18.6% for the same period in 1995.
Interest expense in the first two quarters of 1996 was $1,257,000, or 24%, lower
than in the same period in the prior year due primarily to the effect of the
conversion of the convertible subordinated debentures into redeemable
convertible Series B preferred stock in the third quarter of 1995.
Income taxes increased $1,598,000 reflecting a higher pre-tax income, while the
effective tax rate decreased from 39.3% for the first two quarters of 1995 to
38.4% for the first two quarters of 1996.
11
12
LIQUIDITY AND CAPITAL RESOURCES
Working capital at June 29, 1996 increased $19,615,000 from year-end 1995 due
primarily to the seasonal increase in trade accounts receivable and inventories
partially offset by an increase in accounts payable and accrued liabilities.
Cash was provided primarily from the completion of the $26,000,000 lease
transaction and the issuance of $50,000,000 of senior notes. (See Notes 6 & 7 of
Notes to Consolidated Financial Statements). These sources were used to fund the
$36,367,000 increase in property, plant and equipment and reduce the Company's
long term line of credit by $30,472,000.
At June 29, 1996, the Company had $2,886,000 in cash and cash equivalents, and
$88,400,000 available under its credit line. The Company believes that its
credit line, along with its liquid resources, internally generated cash and
financing capacity, are adequate to meet anticipated operating and capital
requirements.
12
13
PART II: OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On May 1, 1996, the Company held its 1996 Annual Meeting of Stockholders.
A total of 11,546,379 shares (72.567%) of the outstanding shares were
represented at the meeting either in person or by proxy, including the shares of
common stock into which the outstanding shares of Series B Convertible Preferred
Stock were convertible on the record date for the meeting. Matters submitted to
a vote of security holders at the meeting were as follows:
a. Election of three Class II directors to hold office until the 1999
Annual Meeting of Stockholders or until their successors are elected
and qualified; and
b. Approving the amendment to the Company's Stock Option Plan (1993) to
increase the number of shares reserved for issuance thereunder from
1,200,000 to 2,200,000; and
c. Approving the appointment of Price Waterhouse LLP as independent
public accountants for the fiscal year 1996 and thereafter until a
successor is appointed.
At the Annual Meeting, Timm F. Crull, Jerome L. Katz and Edmund R.
Manwell were elected as directors of Class II of the Company's Board of
Directors. T. Gary Rogers and William F. Cronk, III and Anthony J. Martino
continue to hold office as directors of Class III of the Board of Directors
until the 1997 Annual Meeting. Merril M. Halpern, John W. Larson and Jack O.
Peiffer continue to hold office as directors of Class I of the Board of
Directors until the 1998 Annual Meeting.
The amendment to the Company's Stock Option Plan to increase the number
of shares reserved for issuance to 2,200,000 was approved. The number of
affirmative votes cast was 11,522,748. The number of negative votes cast was
19,787.
Price Waterhouse LLP was approved as the Company's independent public
accountants for the fiscal year 1996. The number of affirmative votes cast was
11,522,748. The number of negative votes cast was 19,787.
13
14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. No reports on Form 8-K were filed by the Company during the quarter
ended June 29, 1996.
b. Exhibits
Exhibit No. Description
10.1 $15,000,000 7.86% Series A Senior Notes Due 2002, $15,000,000 8.06%
Series B Senior Notes Due 2006 and $20,000,000 8.34% Series C Senior
Notes Due 2008: Form of Note Agreement dated as of June 6, 1996
between Dreyer's Grand Ice Cream, Inc. and each of The Prudential
Insurance Company of America, Pruco Life Insurance Company, and
Transamerica Life Insurance and Annuity Company.
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: August 12, 1996 By:/s/ Paul R. Woodland
-------------------------------------
Paul R. Woodland
Vice President - Finance and Administration
and Chief Financial Officer
16
EXHIBIT INDEX
Exhibit No. Description
10.1 $15,000,000 7.86% Series A Senior Notes Due 2002, $15,000,000 8.06%
Series B Senior Notes Due 2006 and $20,000,000 8.34% Series C Senior
Notes Due 2008: Form of Note Agreement dated as of June 6, 1996
between Dreyer's Grand Ice Cream, Inc. and each of The Prudential
Insurance Company of America, Pruco Life Insurance Company, and
Transamerica Life Insurance and Annuity Company.
11 Computation of Net Income Per Common Share.
27 Financial Data Schedule.