|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number |
|
Maximum |
|
|
|
|
|
|
of Shares |
|
Number of |
|
|
|
|
|
|
Purchased as |
|
Shares that |
|
|
Total |
|
Average |
|
Part of Publicly |
|
May Yet |
|
|
Number of |
|
Price |
|
Announced |
|
Be Purchased |
|
|
Shares |
|
Paid |
|
or Plans |
|
Under the Plans |
| Period (1) |
|
Purchased |
|
Per Share |
|
Programs (2) |
|
or Programs(2) |
| July 12, 2008 -
August 8, 2008 (4 weeks) |
|
207 |
|
$ |
6.19 |
|
207 |
|
481,009 |
| August 9, 2008 - September 5, 2008 (4 weeks) |
|
2,091 |
|
$ |
6.25 |
|
2,091 |
|
478,918 |
| September 5, 2008 - October 3, 2008 (4 weeks) |
|
877 |
|
$ |
5.87 |
|
877 |
|
478,041 |
| October 4, 2008 - October 31, 2008 (4 weeks) |
|
283 |
|
$ |
4.81 |
|
283 |
|
477,758 |
| Total |
|
3,458 |
|
$ |
6.03 |
|
3,458 |
|
|
____________________
| (1) |
|
The periods shown are the Company’s fiscal periods during the sixteen-week quarter ending October 31, 2008. |
| |
| (2) |
|
All repurchases reflected in the foregoing table were made on the open market. The Company’s stock repurchase program was approved by the Board of Directors in November 1999 (1,500,000 shares authorized, disclosed in a Form 10-K filed on January 26, 2000) and was expanded in June 2005 (500,000 additional shares authorized, disclosed in a press release and Form 8-K filed on June 17, 2005). Under the stock repurchase program, the Company is authorized, at the discretion of management and the Board of Directors, to purchase up to an aggregate of 2,000,000 shares of the Company’s common stock on the open market. The Company’s Stock Purchase Plan (“Purchase Plan”) is administered by Citigroup Global Markets Inc. (“CGM”) for purchase of shares of common stock (“Stock”) issued by the Company in compliance with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934 (“Exchange Act”). Commencing on October 14, 2008 and continuing through and including October 13, 2009, CGM shall act as the Company’s exclusive agent to purchase Stock under the Purchase Plan. This Purchase Plan supplements any purchases of stock by the Company “outside” of the Purchase Plan, which may occur from time to time, in open market transactions pursuant to Rule 10b-18 of the Exchange Act. The daily purchase quantity is defined as a number of shares up to, but not to exceed, each day’s applicable Rule 10b-18 maximum volume limit (i.e. 25% of the prior four calendar weeks’ average daily trading volume); however, once per week a block of stock may be purchased that exceeds the Rule 10b-18 average daily trading volume condition, provided that no other Purchase Plan purchases are made on any day on which such a block is purchased. As of October 31 2008, the total maximum number of shares that may be purchased under the Purchase Plan is 477,758 at a total maximum aggregate price (exclusive of commission) of $4,777,580. |
On March 17, 2008, the Company repurchased approximately 402,000 shares of its common stock from a shareholder in a privately-negotiated transaction outside of the Company’s stock repurchase program for an aggregate purchase price of approximately $2,700,000. The repurchased shares were retired and constitute authorized but unissued shares.
Item 6. Selected Financial Data
Not applicable to smaller reporting company.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
For a complete understanding, this Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Consolidated Financial Statements and Notes to the Consolidated Financial Statements contained in this Form 10-K.
Certain statements under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report constitute “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of Bridgford Foods Corporation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions; the impact of competitive products and pricing; success of operating initiatives; development and operating costs; advertising and promotional efforts; adverse publicity; acceptance of new product offerings; consumer trial and frequency; changes in business strategy or development plans; availability, terms and deployment of capital; availability of qualified personnel; commodity, labor, and employee benefit costs; changes in, or failure to comply with, government regulations; weather conditions; construction schedules; and other factors referenced in this Report.
|
