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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended May 28, 1994
-------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
--------------------- --------------------
Commission File Number 1-11165
-------
INTERSTATE BAKERIES CORPORATION
- - ---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 43-1470322
------------------------------- -----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
12 East Armour Boulevard, Kansas City, Missouri 64111
- - ----------------------------------------------- ---------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (816) 561-6600
--------------
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock,
$.01 par value per share New York Stock Exchange
- - ------------------------ ------------------------------------------------
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share
--------------------------------------
(Title of class)
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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K.
[ ]
The aggregate market value of the voting stock held by non-affiliates of the
registrant was $124,750,049 as of August 1, 1994. For these purposes only,
the registrant has assumed that shares of Common Stock, $.01 par value per
share, that may be deemed to be beneficially owned by certain members of the
Board of Directors constitute shares held by affiliates of the registrant.
There were 19,640,563 shares of Common Stock, $.01 par value per share,
outstanding as of August 1, 1994.
DOCUMENTS INCORPORATED BY REFERENCE
-----------------------------------
Part and Item Document Incorporated
of Form 10-K: By Reference
------------- ---------------------
Part II, Item 5 Annual Report*
Part II, Item 6 Annual Report*
Part II, Item 7 Annual Report*
Part II, Item 8 Annual Report*
Part III, Item 10 Proxy Statement**
Part III, Item 11 Proxy Statement**
Part III, Item 12 Proxy Statement**
Part III, Item 13 Proxy Statement**
- - ----------------------------------------------------------------------------
* Refers to portions of Registrant's annual report to security holders with
respect to the fiscal year ended May 28, 1994.
** Refers to portions of Registrant's definitive proxy statement filed on
August 18, 1994.
-2-
PART I
Item 1. Business
- - ------- --------
General
- - -------
Interstate Bakeries Corporation (the "Company") was organized in
1987 as a Delaware corporation under the name IBC Holdings Corp. and through
its wholly-owned operating subsidiary, Interstate Brands Corporation, is the
largest independent and third largest baker and distributor of fresh bakery
products in the United States. The Company or its predecessors have baked and
distributed fresh bread and cake products since 1927. The Company has grown
to its present size primarily through acquisitions of other bakery businesses.
In its 1988 fiscal year, the Company underwent a change in control through a
leveraged buyout transaction and acquired 10 bakeries in the Southeastern
United States.
The Company operates 31 bakeries throughout the United States and
employs over 14,000 people. From these geographically dispersed bakeries, the
Company's driver-salesmen deliver baked goods to more than 100,000 food
outlets on more than 4,000 delivery routes. The Company's products are
distributed throughout the United States through its direct route system and
its 790 Company-operated thrift stores, and to some extent through
distributors.
The principal executive offices of the Company are located at 12
East Armour Boulevard, Kansas City, Missouri 64111, and the telephone number
is (816) 561-6600.
Operating Divisions
- - -------------------
Bread Division
The principal products of the Bread Division are white breads,
variety breads, "lite" breads, rolls, buns and English muffins, marketed under
well-known brand names, including "Butternut", "Cotton's Holsum", "Eddy's",
"Holsum", "Merita", "Millbrook", "Mrs. Karl's", "Sweetheart" and "Weber's".
The majority of the Bread Division's sales are generated by white breads and
variety breads, the latter consisting of whole wheat, rye and other whole
grain breads. The Bread Division is the largest licensed baker and
distributor of "Roman Meal" and "Sun Maid" breads. These products include
traditional Roman Meal bread, Roman Meal variety breads, Roman Meal light
breads and Roman Meal buns, rolls and English muffins and also include Sun
Maid's line of raisin bread and English muffins.
In fiscal 1994, the Bread Division had net sales of $779,550,000,
which represented 68.2% of the net sales of the Company. The Bread Division's
sales are generally concentrated in the Southeast, Southern California, the
Midwest and certain Northern Mountain states. Bread Division customers
consist primarily of supermarkets and are served by its separate distribution
system. No single customer accounts for more than 5% of the Company's net
sales. Many of the Bread Division's accounts are also serviced by the Cake
Division.
The Bread Division faces intense competition in all of its markets
from large, national bakeries and smaller regional operators, as well as from
supermarket chains with their own bakeries or private label products. The
Continental Baking Company (majority-owned by Ralston Purina), Campbell
Taggert, Inc. (owned by Anheuser-Busch) and Flowers Industries, Inc. are the
Bread Division's largest competitors, each marketing bread products under
various brand names. The Bread Division from time to time experiences price
pressure in certain of its markets as a result of competitors' promotional
pricing practices. However, management believes that the Company's geographic
diversity helps to limit the effect of regionally-based competition.
-3-
Competition in the Bread Division's business is based on product quality,
price, brand loyalty, effective promotional activities and the ability to
identify and satisfy emerging consumer preferences. Customer service,
including frequency of deliveries and maintenance of fully stocked shelves, is
also an important competitive factor and is central to the competition for
retail shelf space among bread product distributors.
Cake Division
The Cake Division produces fresh baked sweet goods, including snack
cakes, donuts, sweet rolls, snack pies, breakfast pastries, variety cakes,
large cakes and shortcakes, approximately 90% of which are sold under the
nationally known "Dolly Madison Bakery" brand name.
In fiscal 1994, the Cake Division had net sales of $347,371,000,
representing 30.4% of the net sales of the Company. The Cake Division
distributes its products principally through convenience stores, in markets
representing approximately 75% of the U.S. population, in all areas of the
country except certain Northeast markets.
No single customer represents more than 5% of the Company's net
sales. The Company believes that its credit practices adequately address the
financial condition of its customers, particularly in the convenience store
industry. Cake sales tend to be somewhat seasonal, with a historically weak
winter period, which management believes is attributable to home baking and
consumption patterns during the holiday seasons. Spring and early summer
months are historically stronger due to the sale of shortcake products during
the fresh strawberry season.
The wholesale cake industry is highly competitive with product
quality, retail account service and price being the most significant
competitive factors. The Cake Division from time to time experiences price
pressures in certain of its markets as a result of competitors' promotional
pricing practices. The Cake Division's ability to sell its products depends
on its ability to attain store shelf space in relation to competing cake
brands and other food products. The Company competes primarily with a few
large national bakeries, as well as with certain regional bakeries.
Continental Baking Company (majority-owned by Ralston Purina) and McKee
Baking, marketing cake products under the brand names Hostess and Little
Debbie, respectively, are the largest competitors of the Cake Division.
Dry Products
The Company's line of dry products consists of branded, dry, bread-
based products, including traditional stuffing and salad croutons, principally
under the "Mrs. Cubbison's" brand name. The majority of the Company's dry
product sales (which account for l.4% of the Company's net sales) is generated
during the Thanksgiving and Christmas holiday periods. The "Mrs. Cubbison's"
product line is distributed primarily in 11 western states through a
subsidiary that is 80% owned by the Company. The largest market for the
Company's dry products is Southern California.
Raw Materials
- - -------------
The ingredients of bread and cake products, principally flour, sugar
and edible oils, are readily available from numerous sources. The Company
periodically engages in commodity futures hedging programs, and also attempts
to lock in prices through advance purchase contracts of up to six months in
duration when prices are expected to increase. Through its program of central
purchasing of baking ingredients and packaging materials, the Company is able
to utilize its national presence to obtain competitive prices. The Company
historically has been able to pass through most commodity price increases.
-4-
Management and Employees
- - ------------------------
The Company employs over 14,000 people. Approximately 75% of the
Company's employees are covered by approximately 250 union contracts.
Unionized workers are generally members of either the International
Brotherhood of Teamsters or the Bakery, Confectionery and Tobacco Workers
International Union. The Company believes it has good relations with all of
its union and nonunion employees.
Governmental Regulation; Environmental Matters
- - ----------------------------------------------
The Company's operations are subject to regulation by various
federal, state and local governmental entities and agencies. As a baker of
goods for human consumption, the Company's operations are subject to stringent
quality and labeling standards. The operations of the Company's bakeries and
its delivery fleet are subject to various federal, state and local
environmental laws and workplace regulations, including the Occupational
Safety and Health Act, the Fair Labor Standards Act, the Clean Air Act and the
Clean Water Act. The Company believes that its current legal and
environmental compliance programs adequately address such concerns and that it
is in substantial compliance with such applicable laws and regulations.
Item 2. Properties
- - ------- ----------
The Company's principal properties are its bakeries, distribution
depots and thrift stores. Shown below are the locations of the Company's
bakeries, all of which are owned with the exception of the Charlotte, North
Carolina, bread bakery, which is operated under a capital lease with an option
to purchase the facility in 1996, and the Dry Products bakery. The Company
owns the building in Kansas City, Missouri in which its principal executive
offices are located. The Company's distribution depots and thrift stores are
located throughout the Company's distribution area and the majority of these
facilities are leased.
Bread Division Bakeries
-----------------------
Alexandria, Louisiana Jacksonville, Florida
Billings, Montana Knoxville, Tennessee
Birmingham, Alabama Los Angeles, California
Boise, Idaho Miami, Florida
Boonville, Missouri Minonk, Illinois
Charlotte, North Carolina Minot, North Dakota
Chicago, Illinois Monroe, Louisiana
Cincinnati, Ohio Orlando, Florida
Decatur, Illinois Peoria, Illinois
Florence, South Carolina Rocky Mount, North Carolina
Fort Pierce, Florida San Diego, California
Glendale, California Springfield, Missouri
Grand Junction, Colorado Tampa, Florida
Grand Rapids, Michigan
Cake Division Bakeries Dry Products Bakery
---------------------- ----------------------
Columbus, Georgia Montebello, California
Columbus, Indiana
Emporia, Kansas
The Company believes that its facilities are well maintained and
does not foresee the need to make significant capital improvements to existing
facilities in the near future.
-5-
On June 13, 1994, the Company completed the acquisition of the
assets and liabilities of Fuchs Baking Co. of Miami, Florida. Fuchs, which
has annual sales of approximately $50,000,000, distributes bakery products
throughout central and southern Florida from bakeries in Miami and Fort
Pierce, Florida.
The Company operates 790 retail stores which sell its bakery
products not otherwise sold through its primary distribution system.
Generally, each thrift store is between 500 and 1,200 square feet in size.
Approximately 80% of the stores are located at the Company's distribution
depots, while the others are freestanding units located along the Company's
distribution routes.
Item 3. Legal Proceedings
- - ------- -----------------
The Company has been named as a defendant in various claims arising
out of its normal business operations. Based upon the facts available to
date, management believes that the Company has meritorious defenses to these
actions and that their ultimate resolution will not have a material adverse
effect on the Company's financial position.
Item 4. Submission of Matters to a Vote of Security Holders
- - ------- ---------------------------------------------------
Not applicable.
PART II
-------
Item 5. Market for Registrant's Common Equity and Related Stockholder
- - ------- -------------------------------------------------------------
Matters.
--------
The section entitled "Common Stock Information" appearing on the
inside front cover of the Annual Report is incorporated herein by this
reference. Footnote (a) (iii) to note 2, entitled "Debt", to the consolidated
financial statements appearing on page 20 of the Annual Report is also
incorporated herein by this reference with regard to limitations on cash
dividends and common stock repurchases. The section entitled, "Management's
Discussion and Analysis of Financial Condition and Results of Operations",
specifically the subsection entitled "Capital Resources and Liquidity"
appearing on page 15 of the Annual Report is also incorporated herein by this
reference with regard to planned common stock dividend payments.
Item 6. Selected Financial Data
- - ------- -----------------------
The section entitled "Five-Year Summary of Financial Data",
appearing on page 13 of the Annual Report, is incorporated herein by this
reference.
Item 7. Management's Discussion and Analysis of Financial Condition and
- - ------- ---------------------------------------------------------------
Results of Operations
---------------------
The section entitled "Management's Discussion and Analysis of
Financial Condition and Results of Operations" appearing on pages 14 through
15 of the Annual Report is incorporated herein by this reference.
-6-
Item 8. Financial Statements and Supplementary Data
- - ------- -------------------------------------------
The consolidated financial statements and accompanying notes and
report of Independent Public Accountants appearing on pages 16 through 25 of
the Annual Report are incorporated herein by this reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
- - ------- ---------------------------------------------------------------
Financial Disclosure
--------------------
Not applicable.
PART III
--------
The information required by Part III (Item 10, 11, 12 and 13) is
incorporated herein by reference to the Company's definitive proxy statement,
involving the election of directors and ratification of independent auditors
filed on August 18, 1994.
PART IV
-------
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
- - -------- ---------------------------------------------------------------
(a) Documents Filed as Part of this Report:
1. Financial Statements
The following financial statements and report included in the
Company's Annual Report are incorporated herein by reference:
Consolidated Balance Sheet at May 28, 1994 and May 29,
1993
For the 52 weeks ended May 28, 1994, May 29, 1993 and May
30, 1992:
Consolidated Statement of Income
Consolidated Statement of Cash Flows
Consolidated Statement of Stockholders' Equity
Notes to Consolidated Financial Statements
Report of Independent Public Accountants dated July 8,
1994
-7-
2. Financial Statement Schedules
The following report and schedules are filed herewith as a part
hereof:
Report of Independent Public Accountants dated July 8,
1994
Schedules for the 52 weeks ended May 28, 1994, May 29,
1993 and May 30, 1992:
II Amounts Receivable from Related Parties and
Underwriters, Promoters and Employees Other Than
Related Parties
V Property, Plant and Equipment
VI Accumulated Depreciation of Property, Plant and
Equipment
VIII Valuation and Qualifying Accounts
IX Short-term Borrowings
X Supplementary Income Statement Information
All other schedules have been omitted since the required
information is not present or not present in amounts sufficient
to require submission of the schedule, or because the
information required is included in the consolidated financial
statements or the notes thereto.
3. Exhibits
The exhibits are listed in the Exhibit Index. Copies of
certain documents have not been filed as exhibits, in reliance
upon paragraph (b) (4) (iii) of Item 601 of Regulation S-K.
Registrant agrees to furnish a copy of any such instrument to
the Securities and Exchange Commission upon request.
(b) Reports on Form 8-K:
--------------------
No reports on Form 8-K have been filed during the last quarter of
the period covered by this report.
-8-
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) 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.
INTERSTATE BAKERIES CORPORATION
Dated: August 19, 1994 By: /s/ Charles A. Sullivan
----------------------------
Charles A. Sullivan
President and Chief
Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated and on the dates indicated.
Capacities
Name of Signatory In Which Signing Date
- - ----------------- ---------------- ----
/s/ Charles A. Sullivan Chairman of the Board, August 19, 1994
- - -------------------------- President, Chief
Charles A. Sullivan Executive Officer
and Director (Principal
Executive Officer)
/s/ G. Kenneth Baum Director August 19, 1994
- - --------------------------
G. Kenneth Baum
/s/ Leo Benatar Director August 19, 1994
- - --------------------------
Leo Benatar
/s/ E. Garrett Bewkes, Jr. Director August 19, 1994
- - --------------------------
E. Garrett Bewkes, Jr.
/s/ Philip Briggs Director August 19, 1994
- - --------------------------
Philip Briggs
/s/ Robert B. Calhoun, Jr. Director August 19, 1994
- - --------------------------
Robert B. Calhoun, Jr.
/s/ Frank E. Horton Director August 19, 1994
- - --------------------------
Frank E. Horton
/s/ Paul E. Yarick Vice President August 19, 1994
- - -------------------------- and Treasurer
Paul E. Yarick (Principal
Financial Officer)
/s/ John F. McKenny Vice President August 19, 1994
- - -------------------------- and Corporate
John F. McKenny Controller
(Principal
Accounting Officer)
-9-
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
Interstate Bakeries Corporation
We have audited the consolidated financial statements of Interstate Bakeries
Corporation and its subsidiaries as of May 28, 1994 and May 29, 1993, and for
each of the three fiscal years in the period ended May 28, 1994, and have
issued our report thereon dated July 8, 1994; such consolidated financial
statements and report are included in your 1994 Annual Report to Stockholders
and are incorporated herein by reference. Our audits also included the
consolidated financial statement schedules of Interstate Bakeries Corporation
and its subsidiaries, listed in Item 14. These consolidated financial
statement schedules are the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits. In our opinion,
such consolidated financial statement schedules, when considered in relation
to the basic consolidated financial statements taken as a whole, present
fairly in all material respects the information set forth therein.
/s/ Deloitte & Touche
Kansas City, Missouri
July 8, 1994
-10-
INTERSTATE BAKERIES CORPORATION
SCHEDULE II
AMOUNTS RECEIVABLE FROM RELATED PARTIES AND UNDERWRITERS,
PROMOTERS AND EMPLOYEES OTHER THAN RELATED PARTIES
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
(In Thousands)
Deductions Balance at end
Balance at ---------------------- of period
beginning Amounts Amounts ------------------
Name of debtor of period Additions collected written off Current Noncurrent
- - -------------- ---------- --------- --------- ----------- ------- ----------
1994:
None
1993:
Ellingboe $ 134 $ - $ 2 $ - $ - $ 132
Shetler 107 - 107 - - -
---------- --------- --------- ----------- ------- -----------
$ 241 $ - $ 109 $ - $ - $ 132
========== ========= ========= =========== ======= ===========
1992:
Bartoszewski $ 105 $ - $ 61 $ - $ - $ 44
Ellingboe 198 - 64 - - 134
Fiorini 635 - 175 - - 460
McKenny 106 - 39 - - 67
O'Connor 134 - 94 - - 40
Parque 105 - 55 - - 50
Shetler 252 - 145 - - 107
Sullivan 150 - 150 - - -
Sutton 244 - 244 - - -
---------- --------- --------- ----------- ------- ----------
$1,929 $ - $1,027 $ - $ - $ 902
========== ========= ========= =========== ======= ==========
Note: The loans are payable on demand, bear interest at a rate of 3% per
annum and are secured by a pledge of Interstate Bakeries Corporation
common stock.
-11-
INTERSTATE BAKERIES CORPORATION
SCHEDULE V
PROPERTY, PLANT AND EQUIPMENT
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
(In Thousands)
Reclassifi-
Balance at cations, Balance
beginning sales and Other at end
Classification of period Additions retirements changes of period
- - -------------- ---------- --------- ----------- ------- ---------
1994:
Land $ 24,433 $ 1,252 $ (5,079) $ - $ 20,606
Buildings and
improvements 67,197 8,147 (4,410) - 70,934
Plant equipment 193,287 26,389 (34,123) - 185,553
Delivery equipment 28,377 1,963 (4,218) - 26,122
Construction in
progress 16,153 (2,906) - - 13,247
--------- --------- ----------- ------- ---------
$329,447 $34,845 $(47,830) $ - $316,462
========= ========= =========== ======= =========
1993:
Land $ 24,435 $ 46 $ (48) $ - $ 24,433
Buildings and
improvements 64,182 3,060 (45) - 67,197
Plant equipment 183,072 18,519 (8,304) - 193,287
Delivery equipment 28,049 2,179 (1,851) - 28,377
Construction in
progress 9,367 6,786 - - 16,153
--------- --------- ----------- ------- ---------
$309,105 $30,590 $(10,248) $ - $329,447
========= ========= =========== ======= =========
1992:
Land $ 24,418 $ 119 $ (102) $ - $ 24,435
Buildings and
improvements 62,552 1,738 (108) - 64,182
Plant equipment 170,873 13,624 (1,425) - 183,072
Delivery equipment 25,439 2,784 (174) - 28,049
Construction in
progress 4,155 5,212 - - 9,367
--------- --------- ----------- ------- ---------
$287,437 $23,477 $ (1,809) $ - $309,105
========= ========= =========== ======= =========
-12-
INTERSTATE BAKERIES CORPORATION
SCHEDULE VI
ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
(In Thousands)
Additions Reclassifi-
Balance at charged to cations, Balance
beginning costs and sales and Other at end
Classification of period expenses retirements changes of period
- - -------------- ---------- ---------- ----------- ------- ----------
1994:
Buildings and
improvements $ 14,448 $ 2,330 $ (2,041) $ - $ 14,737
Plant equipment 78,794 19,197 (26,770) - 71,221
Delivery equipment 15,820 2,697 (3,453) - 15,064
---------- ---------- ----------- ------- ----------
$109,062 $24,224 $(32,264) $ - $101,022
========== ========== =========== ======= ==========
1993:
Buildings and
improvements $ 11,783 $ 2,627 $ 38 $ - $ 14,448
Plant equipment 68,303 18,764 (8,273) - 78,794
Delivery equipment 14,387 3,020 (1,587) - 15,820
---------- ---------- ----------- ------- ----------
$ 94,473 $24,411 $ (9,822) $ - $109,062
========== ========== =========== ======= ==========
1992:
Buildings and
improvements $ 9,084 $ 2,734 $ (35) $ - $ 11,783
Plant equipment 51,736 17,819 (1,252) - 68,303
Delivery equipment 10,770 3,768 (151) - 14,387
---------- ---------- ----------- ------- ----------
$ 71,590 $24,321 $ (1,438) $ - $ 94,473
========== ========== =========== ======= ==========
-13-
INTERSTATE BAKERIES CORPORATION
SCHEDULE VIII
VALUATION AND QUALIFYING ACCOUNTS
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
(In Thousands)
Balance at Additions Accounts Balance
beginning charged charged at end
Description of period to income off of period
- - ----------- ---------- --------- -------- ---------
1994:
Reserve for discounts
and allowances on
accounts receivable $4,328 $ (50) $ - $4,278
Allowance for doubtful
accounts 1,511 510 376 1,645
---------- --------- -------- ---------
$5,839 $ 460 $ 376 $5,923
========== ========= ======== =========
1993:
Reserve for discounts
and allowances on
accounts receivable $4,297 $ 31 $ - $4,328
Allowance for doubtful
accounts 2,143 1,142 1,774 1,511
---------- --------- -------- ---------
$6,440 $1,173 $1,774 $5,839
========== ========= ======== =========
1992:
Reserve for discounts
and allowances on
accounts receivable $3,770 $ 527 $ - $4,297
Allowance for doubtful
accounts 2,462 364 683 2,143
---------- --------- -------- ---------
$6,232 $ 891 $ 683 $6,440
========== ========= ======== =========
-14-
INTERSTATE BAKERIES CORPORATION
SCHEDULE IX
SHORT-TERM BORROWINGS
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
Maximum Average Weighted
Weighted amount amount average
Fiscal Balance at average outstanding outstanding interest
year end of interest during during rate during
ended Category period rate the period the period* the period**
- - ------ -------- ---------- -------- ----------- ----------- ------------
1994 Bank
Borrowings $ - - $5,000,000 $126,000 3.96%
1993 Bank
Borrowings $5,000,000 4.00% $5,000,000 $346,000 3.95%
1992 None
* Computed by actual amounts outstanding times the actual number of days
outstanding divided by number of days in the year.
** Computed by actual interest costs incurred divided by average amount
outstanding during the period as computed in "*".
Note: The Company has no short-term borrowing agreements in place at May 28,
1994.
-15-
INTERSTATE BAKERIES CORPORATION
SCHEDULE X
SUPPLEMENTARY INCOME STATEMENT INFORMATION
FIFTY-TWO WEEKS ENDED MAY 28, 1994, MAY 29, 1993 AND MAY 30, 1992
(In Thousands)
Charged to costs and expenses
-----------------------------
1994 1993 1992
------- ------- --------
Maintenance and repairs $48,620 $48,738 $49,126
======= ======= =======
Advertising $15,959 $15,987 $16,166
======= ======= =======
-16-
EXHIBIT INDEX
-------------
Exhibit
No. Exhibit
- - ------- -------
3.1 Restated Certificate of Incorporation of
Interstate Bakeries Corporation, as amended.*
3.2 Restated Bylaws of Interstate Bakeries
Corporation (incorporated herein by reference
to Exhibit 3.2 to the Annual Report on Form
10-K of Interstate Bakeries Corporation filed
on August 30, 1991 (the "1991 10-K")).
4.1 Article FOURTH of Restated Certificate of
Incorporation of Interstate Bakeries Corporation
(contained in Exhibit 3.1 hereto and incorporated
herein by reference to Exhibit 3.1 to the 1991
10-K).
10.1 Interstate Bakeries Corporation 1991 Stock Option
Plan (incorporated herein by reference to
Exhibit 10.1 to the Registration Statement on
Form S-1 of Interstate Bakeries Corporation, File
No. 33-40830 (the "Form S-1")).
10.2 Employment Agreement, dated as of March 1, 1989,
by and among Interstate Bakeries Corporation,
Interstate Brands Corporation and Charles A. Sullivan
(incorporated herein by reference to Exhibit 10.2
to the Form S-1).
10.3 Stock Performance Unit Agreement, dated as of
November 1, 1989, by and between Interstate Bakeries
Corporation and Charles A. Sullivan (incorporated
herein by reference to Exhibit 10.3 to the Form S-1).
10.4 Memorandum of Agreement, dated as of May 16,
1991, by and among Interstate Bakeries Corporation,
Interstate Brands Corporation and Charles A. Sullivan
(incorporated herein by reference to Exhibit
10.4 to the Form S-1).
10.5 Restated Memorandum of Agreement dated as of
July 22, 1992 by and among Interstate Bakeries
Corporation, Interstate Brands Corporation and
Charles A. Sullivan (incorporated herein by
reference to Exhibit 10.5 to the Annual Report
on Form 10-K of Interstate Bakeries Corporation
filed on August 20, 1992).
11.1 Statement regarding computation of per share
earnings.*
13.1 The inside front cover and pages 13 through 25
of the Interstate Bakeries Corporation annual
report to security holders for the year ended
May 28, 1994. (Those portions of the annual
report to security holders not listed here shall
not be deemed to be filed as a part of this
Report.)*
21.1 Subsidiaries of Interstate Bakeries Corporation
(incorporated herein by reference to Exhibit 22.1
to the 1991 10-K).
99 Interstate Brands Corporation Retirement Income
Plan (incorporated herein by reference to
Exhibit 28.1 to the Form S-1).
- - ----------------------
* Filed herewith.
-17-