<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
- - - - - - - - - - - - - -
FORM 10-Q
(Mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the quarterly period ended October 5, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR l5(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the transition period from to
---------- ----------
Commission file number 0-19253
Au Bon Pain Co., Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 04-2723701
--------------------------------- -------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
19 Fid Kennedy Avenue, Boston, MA 02210
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip code)
(617) 423-2100
----------------------------------------------------
(Registrant's telephone number, including area code)
----------------------------------
(Former name, former address and former fiscal year,
if changed from last report)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 and 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
--- ---
<PAGE> 2
As of November 19, 1996, 10,066,671 shares and 1,647,354 shares of the
registrant's Class A and Class B Common Stock, respectively, $.0001 par value,
were outstanding.
<PAGE> 3
AU BON PAIN CO., INC.
INDEX
PART I. FINANCIAL INFORMATION PAGE
- ------- --------------------- ----
ITEM 1. FINANCIAL STATEMENTS........................ 3
Consolidated Balance Sheets as of October 5,
1996 and December 30, 1995.................. 3
Consolidated Statements of Operations for
the twelve and forty weeks ended October 5,
1996 and October 7, 1995.................... 4
Consolidated Statements of Cash Flows for the
forty weeks ended October 5, 1996 and
October 7, 1995............................. 5
Notes to Consolidated Financial Statements.. 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.................................. 8
PART II. OTHER INFORMATION
- -------- -----------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K............ 11
<PAGE> 4
Item 1. Financial Statements
AU BON PAIN CO., INC.
<TABLE>
CONSOLIDATED BALANCE SHEETS
<CAPTION>
October 5, December 30,
1996 1995
------------ ------------
ASSETS (unaudited)
- ------
<S> <C> <C>
Current assets:
Cash and cash equivalents............. $ 4,925,027 $ 6,419,646
Accounts receivable................... 7,773,011 6,595,708
Inventories........................... 7,991,743 7,776,222
Prepaid expenses...................... 2,305,230 2,696,591
Refundable income taxes............... 611,255 694,053
Deferred income taxes................. 2,936,095 2,936,095
------------ ------------
Total current assets............. 26,542,361 27,118,315
------------ ------------
Property and equipment, less accumulated
depreciation and amortization................ 118,233,730 121,155,401
------------ ------------
Other assets:
Notes receivable...................... 2,306,204 2,253,578
Intangible assets, net of accumulated
amortization........................ 32,683,935 35,109,939
Deferred financing costs.............. 1,487,105 479,247
Deposits and other.................... 9,959,087 4,789,101
Deferred income taxes................. 2,112,682 2,112,682
------------ ------------
Total other assets............... 48,549,013 44,744,547
------------ ------------
Total assets..................... $193,325,104 $193,018,263
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable...................... $ 11,514,211 $ 10,320,830
Accrued expenses...................... 8,522,051 11,617,889
Current maturities of long-term debt.. 703,000 4,333,000
------------ ------------
Total current liabilities........ 20,739,262 26,271,719
Long-term debt, less current maturities........ 52,159,671 42,502,362
Convertible Subordinated Notes................. 30,000,000 30,000,000
------------ ------------
Total liabilities................ 102,898,933 98,774,081
------------ ------------
Minority interest.............................. 706,227 1,005,995
------------ ------------
Stockholders' equity:
Common stock, $.0001 par value:
Preferred Stock, $.0001 par value:
Class B, shares authorized 2,000,000;
issued and outstanding none and 20,000
in 1996 and 1995, respectively.............. - 2
Class A, shares authorized 50,000,000;
issued and outstanding 10,076,765 and
9,929,278 in 1996 and 1995, respectively.... 1,008 993
Class B, shares authorized 2,000,000;
issued and outstanding 1,647,354 and
</TABLE>
4
<PAGE> 5
<TABLE>
<S> <C> <C>
1,706,878 in 1996 and 1995, respectively.... 164 171
Additional paid-in capital.................... 67,977,499 66,891,534
Retained earnings............................. 21,741,273 26,345,487
------------ ------------
Total stockholders' equity........... 89,719,944 93,238,187
------------ ------------
Total liabilities and
stockholders' equity............... $193,325,104 $193,018,263
============ ============
</TABLE>
<PAGE> 6
AU BON PAIN CO., INC.
<TABLE>
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
For the 12 weeks ended For the 40 weeks ended
------------------------ -------------------------
October 5, October 7, October 5, October 7,
1996 1995 1996 1995
----------- ----------- ------------ -----------
Revenues:
<S> <C> <C> <C> <C>
Restaurant sales....$52,858,836 $52,867,206 $171,519,065 $162,455,063
Franchise sales and
other revenues..... 2,110,855 2,052,723 7,320,082 6,939,507
----------- ----------- ------------ ------------
54,969,691 54,919,929 178,839,147 169,394,570
Costs and expenses:
Cost of food and
paper products.... 21,364,946 18,685,490 64,801,970 57,450,997
Restaurant operating
expenses:
Labor........... 14,116,940 13,923,920 45,941,849 44,108,054
Occupancy....... 7,050,983 7,062,397 21,418,755 19,226,540
Other........... 6,280,673 7,056,598 20,241,002 20,877,733
----------- ----------- ------------ ------------
27,448,596 28,042,915 87,601,606 84,212,327
Depreciation and
amortization...... 3,869,810 3,418,713 12,383,414 11,429,678
General and
administrative
expenses.......... 3,710,231 3,052,852 11,304,511 9,644,447
Non-recurring
charge............ 4,435,000 8,500,366 4,435,000 8,500,366
----------- ----------- ------------ ------------
60,828,583 61,700,336 180,526,501 171,237,815
----------- ----------- ------------ ------------
Operating loss........ (5,858,892) (6,780,407) (1,687,354) (1,843,245)
Interest expense, net. 1,317,752 863,214 3,511,087 2,365,630
Other expense, net.... 676,758 414,378 2,108,822 1,235,297
Minority interest..... (24,618) (29,101) (20,683) (42,244)
----------- ----------- ----------- ------------
Loss before
benefit for
income taxes........ (7,828,784) (8,028,898) (7,286,580) (5,401,928)
Benefit from income
taxes............... (1,813,815) (3,467,376) (2,682,366) (2,770,704)
----------- ----------- ----------- -----------
Net loss..............$(6,014,969) $(4,561,522) $(4,604,214) $(2,631,224)
=========== =========== =========== ===========
Net loss per
common share........$ (0.51) $ (0.39) $ (0.39) $ (0.22)
=========== =========== =========== ===========
Weighted average
number of common
and common
</TABLE>
6
<PAGE> 7
<TABLE>
<S> <C> <C> <C> <C>
equivalent shares
outstanding......... 11,720,452 11,730,070 11,695,971 11,718,033
========== ========== ========== ==========
</TABLE>
7
<PAGE> 8
AU BON PAIN CO., INC.
<TABLE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<CAPTION>
For the 40 weeks ended
------------------------------
October 5, October 7,
1996 1995
------------ ------------
<S> <C> <C>
Cash flows from operations:
Net loss............................... $ (4,604,214) $ (2,631,224)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization.......... 12,383,414 11,429,678
Amortization of deferred financing
costs................................ 137,930 53,218
Provision for losses on accounts
receivable........................... 23,200 37,815
Minority interest...................... (20,683) (42,244)
Expenditures towards closing of stores. (649,083) -
Non-recurring charge................... 4,435,000 7,923,703
Changes in operating assets and liabilities:
Accounts receivable.................... (1,200,503) (30,730)
Inventories............................ (215,521) (1,064,933)
Prepaid expenses....................... 391,361 (3,162,649)
Refundable income taxes................ 82,798 -
Accounts payable....................... 1,193,381 166,222
Accrued expenses....................... (2,446,755) (3,213,212)
------------ ------------
Net cash provided by operating
activities......................... 9,510,325 9,465,644
------------ ------------
Cash flows from investing activities:
Additions to property and equipment.... (11,069,546) (32,250,088)
Payments received on notes receivable.. 66,509 45,596
Increase in intangible assets.......... (45,371) (309,998)
Decrease in deposits and other......... (5,169,986) 308,081
Increase in notes receivable........... (474,957) -
------------ ------------
Net cash used in investing
activities......................... (16,693,351) (32,206,409)
------------ ------------
Cash flows from financing activities:
Exercise of employee stock options..... 407,434 481,609
Proceeds from issuance of warrants..... 678,537 -
Proceeds from long-term debt issuance
net of deferred financing costs...... 73,160,975 47,030,453
Principal payments on long-term debt... (67,133,666) (20,782,799)
Deferred financing costs............... (1,145,788) -
(Decrease) in minority interest........ (279,085) (287,189)
------------ ------------
Net cash provided by financing
activities......................... 5,688,407 26,442,074
------------ ------------
Net increase (decrease) in cash and cash
equivalents............................... (1,494,619) 3,701,309
------------ ------------
</TABLE>
8
<PAGE> 9
<TABLE>
<S> <C> <C>
Cash and cash equivalents, at beginning of
period.................................... 6,419,646 992,432
------------ ------------
Cash and cash equivalents, at end of period. $ 4,925,027 $ 4,693,741
============ ============
Supplemental cash flow information:
Cash paid in the period for:
Interest............................... $ 4,006,945 $ 3,140,583
Income taxes........................... $ 286,967 $ 1,124,580
Fixed assets acquired in exchange for note $ 355,822 $ -
</TABLE>
9
<PAGE> 10
Notes to Consolidated Financial Statements
Note A - Basis of Presentation
The accompanying unaudited, consolidated financial statements of Au Bon
Pain Co., Inc. and Subsidiaries (the "Company") have been prepared in accordance
with instructions to Form 10-Q and, therefore, do not include all information
and footnotes normally included in financial statements prepared in conformity
with generally accepted accounting principles. They should be read in
conjunction with the financial statements of the Company for the fiscal year
ended December 30, 1995.
The accompanying financial statements are unaudited and include all
adjustments (consisting of normal recurring adjustments and accruals) that
management considers necessary for a fair presentation of its financial position
and results of operations for the interim periods, and are not necessarily
indicative of the results that may be expected for the entire year.
Note B - Franchise Fees
Fees from the sale of area development rights and individual franchises are
recognized as revenue upon the completion of all commitments related to the
agreements and, for the sale of individual franchises, upon the commencement of
franchise operations.
Note C - Earnings Per Share
Income per share is based on the weighted average number of shares
outstanding during the period after consideration of the dilutive effect, if
any, for stock options and convertible debt. Fully diluted net income per share
has not been presented as the amount would not differ significantly from that
presented.
Note D - Commitments
The Company currently has international franchise development agreements
with developers in Chile, certain other South American countries, Thailand,
Indonesia, The Philippines, and the Canary Islands. Under these agreements, the
Company has granted exclusive development rights to franchise and operate Au Bon
Pain bakery cafes in the respective country or countries. These agreements
generally require the payment of up front development fees, a franchise fee for
each Au Bon Pain bakery cafe opened and royalties from the sale of products from
each bakery cafe. The developer is, in most instances, required to open bakery
cafes according to a specific minimum schedule. The Company may also agree to
provide advice,
10
<PAGE> 11
consultation and training for the development of a frozen dough
plant. The franchisee is required to purchase all of its croissants, muffins and
cookies from the Company until the opening of its own frozen dough plant,
subject to importation regulations and restrictions.
11
<PAGE> 12
Note E - Company-Owned Life Insurance
During fiscal 1994, the Company established a company-owned life insurance
program covering a substantial portion of its employees. At October 5, 1996, the
cash surrender value and prepaid premiums of $73.5 million and the insurance
policy loans of $72.2 million were netted and included in other assets on the
consolidated balance sheet. The loans are collateralized by the cash values of
the underlying life insurance policies and require interest payments of 10.96%.
Tax law changes adopted as part of the Health Insurance Portability and
Accountability Act significantly reduced the level of tax benefits recognized
under the Company's COLI program, requiring a year-to-date adjustment in the
third quarter of 1996.
Note F - Non-Recurring Charges
At the beginning of fiscal 1996, the Company adopted Financial Accounting
Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of (SFAS No. 121). The statement requires that
long lived assets be reviewed for impairment whenever events or changes in
circumstances indicate that the asset may not be fully realizable. The
statement also establishes standards for evaluating whether an impairment
exists and how to quantify the impairment.
Due to continuing poor performance at certain Au Bon Pain stores, the
Company recorded a $4.4 million charge in the third quarter of fiscal 1996.
The charge consists of a $1.4 million and $0.6 million write-down of goodwill
and leasehold improvements, respectively, and a $1.4 million write-down of on
office building held for resale, in accordance with SFAS No. 121. Additionally,
the Company recorded a $1.0 million non-cash charge to write-down the net book
value of six stores whose leases expire in fiscal 1997 and will not be renewed.
During the third quarter of fiscal 1995, the Company recorded a
non-recurring pre-tax charge of $8.5 million principally to cover the expected
costs of closing certain under-performing restaurants. The components of the
non-recurring charge included cash costs of approximately $2.1 million for lease
obligations, professional and consulting services, employee relocation and
termination costs and noncash charges of approximately $6.4 million related to
fixed asset disposals. The store closures are expected to be completed in fiscal
1996. As of October 5, 1996, nine stores have been closed in 1996. For the
twelve weeks ended October 5, 1996 and October 7, 1995, the stores included in
the reserve had sales of $913,492 and $1,960,494, respectively, and pre-tax
losses of $260,403 and $524,032, respectively. For the forty weeks ended October
5, 1996 and October 7, 1995, the stores included in the reserve had sales of
$4,037,968 and $6,161,410, respectively, and pre-tax losses of $973,800 and
$1,424,755, respectively.
12
<PAGE> 13
Note G - Subordinated Debenture Financing
On July 24, 1996, the Company issued $15 million senior subordinated
debentures maturing in July, 2000. The debentures accrue interest at varying
fixed rates over the four year term, ranging between 11.25% and 14.0%. In
connection with the private placement, warrants with an exercise price of $5.62
per share were issued to purchase between 400,000 and 580,000 shares of the
Company's Class A common stock, depending on the term which the debentures
remain outstanding and certain future events.
Note H - Debt Covenants
On October 5, 1996 the Company was in violation of certain financial
covenants, under its revolving credit agreement. On November 22, 1996, the
Company obtained a waiver from its creditors and subsequently classified the
long term portion of debt to long term debt.
13
<PAGE> 14
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
<TABLE>
The following table sets forth the percentage relationship to total
revenues of certain items included in the Company's consolidated statements of
operations for the period indicated:
<CAPTION>
For the For the
12 weeks ended 40 weeks ended
----------------- -----------------
Oct. 5, Oct. 7, Oct. 5, Oct. 7,
1996 1995 1996 1995
------- ------- ------- -------
<S> <C> <C> <C> <C>
Revenues:
Restaurant sales............ 96.2% 96.3% 95.9% 95.9%
Franchise sales and other
revenues.................. 3.8 3.7 4.1 4.1
----- ----- ----- -----
100.0% 100.0% 100.0% 100.0%
Costs and expenses:
Cost of food and paper
products.................. 38.9% 34.0% 36.2% 33.9%
Restaurant operating
expenses.................. 49.9 51.0 49.0 49.7
Depreciation and
amortization.............. 7.0 6.2 6.9 6.7
General and administrative.. 6.7 5.6 6.3 5.8
Non-recurring charge........ 8.1 15.5 2.5 5.0
----- ----- ----- -----
110.6 112.3 100.9 101.1
----- ----- ----- -----
Operating margin..................... (10.6) (12.3) (0.9) (1.1)
Interest expense, net................ 2.4 1.6 2.0 1.4
Other expense, net................... 1.2 0.8 1.2 0.7
Minority interest.................... - (0.1) (0.0) -
----- ----- ----- -----
Income before provision for
income taxes....................... (14.2) (14.6) (4.1) (3.2)
Provision for income taxes........... (3.3) (6.3) (1.5) (1.6)
----- ----- ----- -----
Net income........................... (10.9)% (8.3)% (2.6)% (1.6)%
===== ===== ===== =====
</TABLE>
General
The Company's revenues are derived from restaurant sales and franchise
sales and other revenues. Franchise sales and other revenues include sales of
frozen dough products to franchisees and others, royalty income and franchise
fees. Certain expenses (cost of food and paper products, restaurant operating
expenses, and depreciation and amortization) relate primarily to restaurant
sales, while general and administrative expenses relate to all areas of revenue
generation.
14
<PAGE> 15
The Company's fiscal year ends on the last Saturday in December. The
Company's fiscal year normally consists of 13 four-week periods, with the first,
second and third quarters ending 16 weeks, 28 weeks and 40 weeks, respectively,
into the fiscal year.
15
<PAGE> 16
Results of Operations
Total revenues of $55.0 million in the third quarter of 1996 were
essentially unchanged versus the third quarter of 1995. For the year-to-date
period, total revenues increased 5.6% versus the previous year-to-date.
Restaurant sales of $52.9 million for the twelve weeks ended October 5, 1996
were flat versus the comparable quarter of 1995, as strong growth in sales at
Saint Louis Bread were offset by lower sales in the Au Bon Pain business unit
due principally to the disposal of certain Au Bon Pain bakery cafes. The Saint
Louis Bread business unit restaurant sales increased 24.8% to $13.4 million for
the third quarter of 1996 versus the 1995 comparable quarter. The Au Bon Pain
business unit total revenues decreased 6% to $41.3 million for the third quarter
of 1996 versus the comparable quarter of 1995. Comparable restaurant sales for
the third quarter of 1996 decreased by 2.5% in the Au Bon Pain business unit and
increased by 11.5% in the Saint Louis Bread business unit. The improvement in
comparable restaurant sales at Saint Louis Bread was driven principally by the
success of a new sourdough bagel program and continued improvement in
operational execution. The Au Bon Pain business unit comparable restaurant sales
in the third quarter of 1996 experienced particular softness in the
post-lunch/non-peak day-parts, principally attributable to the impact of
increased competitive offerings.
The Company recorded a pre-tax charge in the third quarter of 1996 of $4.4
million ($3.8 million after-tax) principally to reflect the re-evaluation of the
carrying values of goodwill and certain other assets under SFAS 121. The
write-down affected both store and non-store assets. In the third quarter of
1995, the Company recorded a non-recurring pretax charge of $8.5 million ($5.3
million after tax) principally to reserve for the disposal of certain retail
locations and for certain organizational costs associated with the Saint Louis
Bread business unit.
Excluding the pre-tax charges recognized in the third quarters of 1996 and
1995, the Company recorded an operating loss of $1,424,000 in the third quarter
of 1996 versus operating income of $1,720,000 in the prior year's third quarter
. Operating margin before the pre-tax charge was (2.6%) in the third quarter of
1996 versus 3.2% in the third quarter of 1995. The margin decrease was primarily
due to significant costs encountered in the start-up phase of the new plant in
Mexico, Missouri. Food and paper costs as a percentage of total revenues
increased 4.9 points in the third quarter of 1996 over the comparable quarter of
1995 due to the new plant start-up costs and a doubling of butter costs. The
increase was partially offset by a decrease in percentage restaurant operating
expenses, which decreased by 1.1 points to 49.9% in the third quarter of 1996
versus the previous year's third quarter due principally to store-level expense
controls at both the Saint Louis Bread and Au Bon Pain business units.
Depreciation and amortization on a percentage basis increased by .8 points to
7.0% of total revenues due to negative leverage of these largely fixed costs on
a lower base of sales within the Au Bon Pain business unit and the incremental
depreciation associated with the new plant. In addition, percentage general and
administrative expenses increased by 1.1 points to 6.7% of total
16
<PAGE> 17
revenues in the third quarter of 1996 due to the combined impact of advance
spending on franchise infrastructure and other overhead areas, as well as the
negative leverage associated with spreading the fixed costs within general and
administrative expenses across essentially unchanged total sales.
Excluding the charges recorded in the third quarter of 1996 and 1995, the
Company recorded a net loss of $2.2 million in the third quarter of 1996 versus
net income of $703,000 in the third quarter of 1995. In addition to the lower
operating income, the net results were significantly impacted by two other
factors. First, tax law changes adopted as part of the Health Insurance
Portability and Accountability Act significantly reduced the level of tax
benefits recognized under the Company's COLI program, requiring a year-to-date
adjustment in the third quarter of 1996. In addition, interest expense was $1.3
million in the third quarter of 1996 versus $863,000 in the third quarter of
1995, due to higher average debt outstanding, as well as a higher average rate
on outstanding debt.
Liquidity and Capital Resources
The Company's principal requirements for cash are for capital expenditures
for constructing and equipping new bakery cafes and maintaining or remodeling
existing bakery cafes, working capital and acquisitions. To date, the Company
has met its requirements for capital with cash from operations, proceeds from
the sale of equity and debt securities and bank borrowings.
Total capital expenditures for the forty weeks ended October 5, 1996 of
$11.1 million were related primarily to the construction of a second frozen
dough production facility in Mexico, Missouri. The expenditures were funded by
net proceeds of an $8.6 million industrial revenue bond issued in July, 1995 by
the City of Mexico, Missouri in connection with the construction of the new
production facility and by net cash from operating activities of $9.5 million.
The bond is secured by an $8.7 million letter of credit issued by a commercial
bank. Interest accrues at a weekly floating rate, which was 3.4% on October 5,
1996.
The Company has a $28 million unsecured revolving line of credit which
bears interest at either the commercial bank's prime rate or LIBOR plus an
amount ranging between .75% and 3.0%, depending upon certain financial tests. At
October 5, 1996, $24.4 million was outstanding under the line of credit and an
additional $0.9 million of the remaining availability was utilized by
outstanding letters of credit issued by the bank on behalf of the Company. In
addition, at October 5, 1996 the Company had a $3.6 million term loan
outstanding, collateralized by an office building located in Woburn, MA. The
term loan matures on March 15, 2000.
The Company currently anticipates spending approximately $13 million in
1996 for capital expenditures, principally for the maintaining and remodeling of
existing bakery cafes and the opening new bakery cafes. The Company expects to
fund these expenditures principally through internally
17
<PAGE> 18
generated cash flow and the remaining net proceeds of the industrial revenue
bond.
On July 24, 1996, the Company issued $15 million senior subordinated
debentures maturing in July, 2000. The debentures accrue interest at varying
fixed rates over the four year term, ranging between 11.25% and 14.0%. In
connection with the private placement, warrants with an exercise price of $5.62
per share were issued to purchase between 400,000 and 580,000 shares of the
Company's Class A common stock, depending on the term which the debentures
remain outstanding and certain future events. The net proceeds of the financing
were used to reduce the amount outstanding under the Company's bank revolving
line of credit. With the senior subordinated financing and the Company's
existing revolving line of credit, the Company's management believes it has the
capital resources necessary to meet its growth goals through 1998.
18
<PAGE> 19
PART II. OTHER INFORMATION
- --------------------------
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K.
(a) Not applicable.
(b) Au Bon Pain Co., Inc. did not file any reports on Form 8-K during the
quarter ended October 5, 1996.
19
<PAGE> 20
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.
AU BON PAIN CO., INC.
---------------------
(Registrant)
Dated: November 21, 1996 By: /S/ LOUIS I. KANE
---------------------------
Louis I. Kane
Co-Chairman
Dated: November 21, 1996 By: /S/ RONALD M. SHAICH
---------------------------
Ronald M. Shaich
Co-Chairman and
Chief Executive Officer
Dated: November 21, 1996 By: /S/ ANTHONY J. CARROLL
---------------------------
Anthony J. Carroll
Vice President and
Chief Financial Officer
20
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> DEC-28-1996
<PERIOD-START> DEC-31-1995
<PERIOD-END> OCT-5-1996
<EXCHANGE-RATE> 1
<CASH> 4,925,027
<SECURITIES> 0
<RECEIVABLES> 10,102,415
<ALLOWANCES> 23,200
<INVENTORY> 7,991,743
<CURRENT-ASSETS> 26,542,361
<PP&E> 193,527,299
<DEPRECIATION> 75,293,569
<TOTAL-ASSETS> 193,325,104
<CURRENT-LIABILITIES> 20,739,262
<BONDS> 82,159,671
<COMMON> 1,172
0
0
<OTHER-SE> 89,718,772
<TOTAL-LIABILITY-AND-EQUITY> 193,325,104
<SALES> 171,519,065
<TOTAL-REVENUES> 178,839,147
<CGS> 64,801,970
<TOTAL-COSTS> 64,801,970
<OTHER-EXPENSES> 115,724,531
<LOSS-PROVISION> (1,687,354)
<INTEREST-EXPENSE> 3,511,087
<INCOME-PRETAX> (7,286,580)
<INCOME-TAX> (2,682,366)
<INCOME-CONTINUING> (4,604,214)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,604,214)
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