ITEM 1. BUSINESS
GENERAL
Dreyer's Grand Ice Cream, Inc. and its consolidated subsidiaries are, unless the context otherwise requires, sometimes referred to herein as "Dreyer's" or the "Company." The Company, successor to the original Dreyer's Grand Ice Cream business, was originally incorporated in California on February 23, 1977 and reincorporated in Delaware on December 28, 1985.
Dreyer's manufactures and distributes premium ice cream and other frozen dairy products. Since 1977, Dreyer's Grand Ice Cream has developed from a specialty ice cream sold principally in selected San Francisco Bay Area grocery and ice cream stores to a broad line of frozen dairy desserts sold under the Dreyer's and Edy's brand names in retail outlets serving more than 70% of the households in the United States. The Dreyer's line of products is available in the thirteen western states, parts of Texas and certain markets in the Far East. The Company's products are sold under the Edy's brand name throughout the Eastern, Midwestern and Southeastern regions of the United States. The Dreyer's and Edy's line of products are distributed through a direct-store-delivery system. The Company also distributes and, in certain instances, manufactures branded ice cream and frozen dairy dessert products, and other selected novelty products of other companies. The Dreyer's and Edy's line of ice cream and related products is relatively expensive and is sold by the Company and its independent distributors to grocery stores, convenience stores, club stores, ice cream parlors, restaurants, hotels and certain other accounts. The Dreyer's and Edy's brands enjoy strong consumer recognition and loyalty.
MARKETS
Ice cream was traditionally supplied by dairies as an adjunct to their basic milk business. Accordingly, ice cream was marketed like milk, as a fungible commodity, and manufacturers competed primarily on the basis of price. This price competition motivated ice cream producers to seek economies in their formulations. The resulting trend to lower quality ice cream created an opportunity for the Company and other producers of premium ice creams, whose products can be differentiated on the basis of quality and brand image rather than price. Moreover, the market for all packaged ice creams was influenced by the steady increase in market share of "private label" ice cream products owned by the major grocery chains and the purchase or construction by the chains of their own milk and ice cream plants. The resulting reduction in the market for milk and the "regular" ice cream brands produced by the independent dairies has caused many such dairies to withdraw from the market. Manufacturing and formulation complexities, broader flavor requirements, consumer preference and brand identity, however, make it more difficult for the chains' private label brands to compete effectively in the premium market segment. As a result, independent premium brands such as the Company's are normally stocked by major grocery chains.
While many foodservice operators, including hotels, schools, hospitals and other institutions, buy ice cream primarily on the basis of price, there are also those in the foodservice industry who purchase ice cream based on its quality. Operators of ice cream shops wanting to feature a quality brand, restaurants that include an ice cream brand on their menu and clubs or chefs concerned with the quality of their fare are often willing to pay for Dreyer's quality, image and brand identity.
PRODUCTS
The Company and its predecessors have always been innovators of flavor and package development. William A. Dreyer, the creator of Dreyer's Grand Ice Cream, is credited with inventing many popular flavors including Rocky Road, Toasted Almond and Candy Mint. In addition, Dreyer's was among the first ice creams in the West packaged in round containers with window lids that allow consumers to see the actual product they are buying.
The Company uses only the highest quality ingredients in its products. The Company's management philosophy is to resist changes in its formulations or production processes that compromise quality for cost even though the industry in general may adopt such new formulation or process compromises. For example, Dreyer's still uses an old-fashioned method of "vat pasteurization" which imparts a distinctive taste to the ice cream mix, even though a less expensive pasteurization method is available. Similarly, the Company insists on using a substantially more expensive 100% pure vanilla formulation even though most other ice cream manufacturers use a blend of real and imitation vanilla.
Dreyer's and Edy's Grand Ice Cream is the Company's flagship product. These brands of ice cream utilize traditional formulations with all natural flavorings and are characterized by premium quality taste and texture, and diverse flavor selection. The flagship product is complimented by the Company's successful reduced fat, low cholesterol products such as Frozen Yogurt, Grand Light(R) ice cream, No Sugar Added ice cream and Fat Free ice cream. The Company believes these products are well positioned in the segments of the market where products are characterized by lower levels of fat, sugar and cholesterol than those of regular ice cream. The Company's product line now includes over eighty flavors that are selected both on the basis of general popularity and on the intensity of consumer response. Some flavors are seasonal and are produced only as a featured flavor during a particular month. The Company operates a continuous flavor development and evaluation program.
Dreyer's and Edy's Frozen Yogurt and Fat Free Frozen Yogurt, which incorporate proprietary technology, are premium frozen yogurt products with all natural flavorings that are packaged in convenient half gallon and quart sizes. Frozen Yogurt, with less than 4 grams of fat per serving, and Fat Free Frozen Yogurt, which contains no fat and no cholesterol, retain both the creaminess and texture of ice cream while offering the nutritional benefits of yogurt. Dreyer's and Edy's Frozen Yogurt and Fat Free Frozen Yogurt represent a significant portion of the Company's sales.
Dreyer's and Edy's Grand Light(R) developed by the Company incorporating a technology and formulation similar to that used for Frozen Yogurt is manufactured with all natural flavorings, has half the fat of regular ice cream and contains as little as 100 calories per serving. While light products in other food categories had enjoyed enormous success for many years, Grand Light(R) was the ice cream category's first premium branded light product when it was introduced in 1987. Dreyer's and Edy's Grand Light(R) represents a significant portion of the Company's sales.
Dreyer's and Edy's No Sugar Added ice cream is sweetened with NutraSweet(R) and has only half the fat of regular ice cream. No Sugar Added represents a rapidly growing portion of the Company's sales.
Dreyer's and Edy's Fat Free ice cream was developed and introduced to target the fat and cholesterol conscious consumer. Dreyer's and Edy's Fat Free is a fat free, cholesterol-free ice cream.
Dreyer's and Edy's Grand Soft(TM), a new and improved soft serve product using new technology, is available as ice cream or frozen yogurt.
In 1994 the Company introduced Dreyer's and Edy's Grand Cones to complement its existing novelty line featuring Dreyer's and Edy's Grand Ice Cream Bars and Tropical Fruit Bars, which were both introduced in 1993. The Dreyer's and Edy's Grand Ice Cream Bars and Grand Cones incorporate proprietary technology which allows the Company to offer flavors that are not available in any other bar or cone. The Dreyer's and Edy's Tropical Fruit Bars, made with real fruit, target the health conscious consumer.
In late 1992, the Company acquired certain assets from Calip Dairies, Inc. (Calip), including the T&W(R) premium ice cream brand and Calip's supermarket direct-store-distribution assets in the New York metropolitan area. The Company now manufactures the T&W products which are distributed by the Company in parts of New Jersey, Connecticut and New York, as well as in the New York metropolitan area.
The Company also distributes and, in some instances, manufactures selected branded frozen dessert products of other companies, including Ben & Jerry's Homemade(R) superpremium ice cream, Healthy Choice(R) low fat ice cream from ConAgra, Inc. and Mocha Mix(R) from Presto Food Products, Inc. The Company distributes ice cream novelties manufactured by or for Nestle Ice Cream Company; ice cream novelties manufactured by Dove International, a division of Mars, Incorporated; Dolly Madison(R) ice cream and frozen dairy dessert products; Steve's Homemade Ice Cream Inc.'s products; and various other frozen dessert novelty products which vary from market to market.
The Company holds registered trademarks on many of its products. The Company believes that consumers associate the Company's trademarks, distinctive packaging and trade dress with the Company's high quality products. The Company does not own any patents that are material to its business. Historically, research and development expenses have not been significant.
MARKETING, SALES AND DISTRIBUTION
The Company's marketing strategy is based upon management's belief that a significant number of people prefer a quality product and quality image in ice cream just as they do in other product categories. A quality image is communicated in many ways - taste, packaging, flavor selection, price and often through advertising and promotion. If consistency in the product's quality and image are strictly maintained, a brand can develop a clearly defined and loyal consumer franchise. It is the Company's goal to develop such a consumer franchise in each major market in which it does business.
During the second quarter of 1994, the Company embarked on a five year plan to accelerate the sales of its Company brands by greatly increasing its consumer marketing efforts and expanding its distribution system into additional markets (the Strategic Plan). Under the Strategic Plan, the Company increased the amount of its spending for advertising and consumer promotion from $11,486,000 in 1993 to $40,287,000 in 1994, and plans to spend approximately $50,000,000 annually on these marketing activities from 1995 through 1998. In 1994, the Company began selling its products in the Texas and the New England markets as well as in several cities in the southern United States. The Company anticipates that the Strategic Plan will continue to materially reduce earnings during the next twelve to eighteen month period below levels that would have been attained under the former business plan. The potential benefits of the new strategy are increased market share and future earnings above those levels that would be attained in the absence of the strategy. The Company believes that these benefits are not likely to impact its results until 1996 at the earliest, and no assurance can be given that the anticipated benefits of the strategy will be achieved. The success of the strategy will depend upon, among other things, consumer responsiveness to the increased marketing expenditures, competitors' activities and general economic conditions.
Unlike many other ice cream manufacturers, the Company uses a direct-store-delivery system which allows distribution of the Company's products directly to the retail ice cream cabinet by either the Company's own personnel or independent distributors who primarily distribute the Company's products. This store level distribution allows service to be tailored to the needs of each store. Dreyer's believes this service ensures proper product handling, quality control, flavor selection and retail display. The implementation of this strategy has resulted in an ice cream distribution network capable of providing frequent direct service to grocery stores in every market where the Company's products are sold. The distribution system currently serves more grocery accounts than any other direct-store-delivery system for ice cream products operating in the United States.
Each distributor, whether company-owned or independent, is primarily responsible for sales of all products within its respective market area. However, the Company provides sales and marketing support to its independent distributors, including training seminars, sales aids of many kinds, point of purchase materials, assistance with promotions and other sales support.
The distribution network in the West now includes ten distribution centers operated by the Company in large metropolitan areas such as Los Angeles, the San Francisco Bay Area, Phoenix, San Diego and Denver. The Company also owns 49% of M-K-D Distributors, Inc. (M-K-D), which is a distributor in Seattle, Portland, Alaska and Salt Lake City. The remaining metropolitan areas throughout the thirteen western states, Texas and the Far East are served through independent distributors.
Distribution in the Eastern, Midwestern and Southeastern regions of the United States is under the Edy's brand name. Most of the distribution of the Company's products in these regions is through eighteen Company-owned distribution centers, including centers in New York, Chicago, Washington, D.C., Tampa and Milwaukee. The Company also has independent distributors serving the Detroit, New England and Southeastern areas of the United States.
Taken together, independent distributors, including M-K-D, accounted for approximately 20% of consolidated net sales in 1994. The Company's agreements with its independent distributors are generally terminable upon 30 days notice by either party.
For fiscal 1994, no customer accounted for more than 10% of consolidated net sales of the Company. The Company's export sales were about 1% of 1994 consolidated net sales.
The Company experiences a seasonal fluctuation in sales, with more demand for its products during the spring and summer than during the fall and winter.
On January 4, 1994, the Company entered into a long-term distribution agreement with Sunbelt Distributors, Inc. (Sunbelt), the leading independent direct-store-delivery ice cream distributor in Texas. Under the agreement, the Company paid Sunbelt $10,970,000 in cash to secure the long-term exclusive right to have its products distributed by Sunbelt in Texas and certain parts of Louisiana and Arkansas. In conjunction with this transaction, the Company recorded $11,321,000 in distribution rights, including $351,000 in transaction costs.
On November 20, 1992, the Company purchased from Calip certain assets for $21,840,000 in cash in a transaction accounted for as a purchase. The assets acquired include the T&W premium ice cream brand and Calip's supermarket direct-store distribution assets in the greater New York metropolitan area. In conjunction with the purchase, the Company recorded $18,341,000 in goodwill and distribution rights. In 1993, the Company paid $3,000,000 in cash to satisfy a contingent payment required under the purchase agreement.
MANUFACTURING
The Company manufactures its products at its plants in Union City, California; City of Commerce, California; and Ft. Wayne, Indiana. In order to serve high altitude markets, the Company has manufacturing agreements with two ice cream manufacturers to produce Dreyer's line of products in accordance with specifications and quality control provided by Dreyer's. Of the approximately 56.0 million gallons of the Company's products sold in 1994, approximately 3.1 million gallons were manufactured under these arrangements. The Company also has manufacturing agreements with two different facilities to produce a portion of its novelty products. During 1994, these facilities produced 2.4 million cases of Dreyer's and Edy's Ice Cream Bars and Tropical Fruit Bars. The Company also has agreements to produce products for other manufacturers. In 1994, the Company manufactured approximately 10.9 million gallons of product under agreements of this type.
The primary factor in the Company's product costs is the price of basic dairy ingredients (cream, milk and skim milk) and sugar. The minimum prices paid for dairy ingredients are established by the market under the Federal Milk Price Support Program.
In order to ensure consistency of flavor, each of the Company's manufacturing plants purchases, to the extent practicable, all of its required dairy ingredients from one local supplier. These dairy products and most other ingredients or their equivalents are available from multiple sources.
COMPETITION
The Company's manufactured products compete on the basis of brand image, quality and breadth of flavor selection. The ice cream industry is highly competitive and most ice cream manufacturers, including full line dairies, the major grocery chains and the other independent ice cream processors, are capable of manufacturing and marketing high quality ice creams. Furthermore, there are relatively few barriers to new entrants in the ice cream business.
Much of the Company's competition comes from the "private label" brands produced by or for the major supermarket chains and which generally sell at prices below those charged by the Company for its products. Because these brands are owned by the retailer, they often receive preferential treatment when the retailers allocate available freezer space. The Company's competition also includes premium ice creams produced by other ice cream manufacturers, some of whom are owned by parent companies much larger than Dreyer's.
EMPLOYEES
On December 31, 1994, the Company had 2,062 employees. The Company's Union City manufacturing and distribution employees are represented by the Milk Drivers & Dairy Employees Union, Local 302 and the International Union of Operating Engineers, Stationary Local No. 39 whose contracts with the Company expire in December 1995 and August 1996, respectively. The Sacramento distribution employees are represented by the Chauffeurs, Teamsters and Helpers Union, Local 150 whose contract with the Company expires in August 1995. The St. Louis distribution employees are represented by the United Food & Commercial Workers Union, Local 655 whose contract with the Company expires in December 1995. The Company has never experienced a strike by any of its employees.
ITEM 2.
ITEM 2. PROPERTIES
The Company's headquarters are located at 5929 College Avenue in Oakland, California. The headquarters buildings include 54,000 square feet of office space utilized by the Company and 10,000 square feet of retail space leased to third parties.
The Company owns a manufacturing and distribution facility in Union City, California. This facility has approximately 60,000 square feet of manufacturing and dry storage space, 40,000 square feet of cold storage warehouse space and 15,000 square feet of office space. The plant has the current production capacity of 28.0 million gallons per year. During 1994, the facility produced approximately 17.7 million gallons of ice cream and related products.
The Company leases an ice cream manufacturing plant with an adjoining cold storage warehouse located in the City of Commerce, California. This facility has approximately 76,000 square feet of manufacturing and storage space and 7,000 square feet of office space. The lease on this property, including renewal options, expires in 2011. The plant has the current production capacity of 20.0 million gallons per year. During 1994, the facility produced approximately 15.8 million gallons of ice cream and related products. In 1994, the Company completed construction of a cold storage warehouse facility located on property acquired in the City of Industry, California. This facility includes 52,000 square feet of cold and dry storage warehouse space and 13,000 square feet of office space. This facility supplements the cold storage warehouse space leased in the City of Commerce.
The Company also owns a manufacturing plant with an adjoining cold storage warehouse in Fort Wayne, Indiana. This facility has approximately 116,000 square feet of manufacturing and storage space and 6,000 square feet of office space. In addition, the Company leases approximately 55,000 square feet of cold storage and 8,000 square feet of office space near the Fort Wayne facility. The plant has the current production capacity of 50.0 million gallons per year. During 1994, the facility produced approximately 32.6 million gallons of ice cream and related products. The Company's original purchase and development of the Fort Wayne facility was financed by industrial development bonds and the property is pledged as collateral to secure payment of the Company's obligations to the issuer of the irrevocable letter of credit established for the benefit of the bondholders.
The Company intentionally designs and constructs its manufacturing and distribution facilities with a capacity greater than current needs require. This is done to facilitate growth and expansion and minimize future capital outlays. The cost of carrying this excess capacity is not significant.
The Company also leases or rents various local distribution and office facilities with leases expiring through the year 2011 (including options to renew).
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
Not applicable.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
EXECUTIVE OFFICERS OF THE REGISTRANT
The Company's executive officers and their ages are as follows:
All officers hold office at the pleasure of the Board of Directors. There is no family relationship among the above officers.
Mr. Rogers has served as Dreyer's Chairman of the Board and Chief Executive Officer since its incorporation in February 1977.
Mr. Cronk has served as a director of the Company since its incorporation in February 1977 and has been the Company's President since April 1981.
Mr. Manwell has served as Secretary of the Company since its incorporation and as a director of the Company since April 1981. Since March 1982, Mr. Manwell has been a partner in the law firm of Manwell & Milton, general counsel to the Company.
Mr. Delaplane has served as Vice President - Sales of the Company since May 1987.
Mr. Johnson has served as Vice President - Marketing of the Company since May 1990. From February 1989 to May 1990, he served as President of Skin Science Resources, Inc., a private start-up venture which marketed dermatologic products. From 1982 through February 1989, Mr. Johnson served as Marketing Director of the Household Products Division of The Clorox Company.
Mr. Oldenburg has served as Vice President - Operations of the Company since September 1986.
Mr. Woodland has served as Vice President - Finance and Administration and Chief Financial Officer of the Company since September 1981 and as Assistant Secretary since December 1985.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The information set forth in Note 14 under the caption "Price Range (NASDAQ)" which appears on page 28 of the Company's 1994 Annual Report to Stockholders is incorporated herein by reference. The bid and asked quotations for the Company's Common Stock are as reported by NASDAQ.
On March 24, 1995, the number of holders of record of the Company's common stock was 3,669.
The Company paid a regular quarterly dividend of $.06 per share of common stock for each quarter of 1994. On March 7, 1995, the Board of Directors, subject to compliance with law, contractual restrictions and future review of the condition of the Company, declared its intention to issue regular quarterly dividends of $.06 per share of common stock for each quarter of 1995. Also on March 7, 1995, the Board of Directors declared a dividend of $.06 per share of common stock for the first quarter of 1995 for stockholders of record on March 31, 1995.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information set forth under the caption "Five Year Summary of Significant Financial Data" which appears on page 29 of the Company's 1994 Annual Report to Stockholders is incorporated herein by reference.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information set forth under the caption "Management's Discussion and Analysis" which appears on pages 30-32 of the Company's 1994 Annual Report to Stockholders is incorporated herein by reference.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements, together with the report thereon of Price Waterhouse dated February 13, 1995, appearing on pages 18-28 of the Company's 1994 Annual Report to Stockholders are incorporated herein by reference.
ITEM 9.
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information set forth under the captions "Matters Submitted to the Vote of Stockholders - Election of Directors" and "Compliance With Section 16(a) of the Securities Exchange Act of 1934" in the Company's Proxy Statement for the 1995 Annual Meeting of Stockholders to be filed with the Commission on or before April 28, 1995, and the information contained in Part I of this Annual Report on Form 10-K under the caption "Executive Officers of the Registrant," is incorporated herein by reference.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
The information set forth under the caption "Executive Compensation" in the Company's Proxy Statement for the 1995 Annual Meeting of Stockholders to be filed with the Commission on or before April 28, 1995 is incorporated herein by reference.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information set forth under the caption "Security Ownership of Certain Beneficial Owners and Management" in the Company's Proxy Statement for the 1995 Annual Meeting of Stockholders to be filed with the Commission on or before April 28, 1995 is incorporated herein by reference.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information set forth under the captions "Compensation Committee Interlocks and Insider Participation" and "Certain Transactions" in the Company's Proxy Statement for the 1995 Annual Meeting of Stockholders to be filed with the Commission on or before April 28, 1995 is incorporated herein by reference.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) Financial Statements and Financial Statement Schedules:
The following documents are filed as part of this report:
All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
Financial statements of any 50% or less owned company has been omitted because the Registrant's proportionate share of the income from continuing operations before income taxes is less than 20% of the respective consolidated amounts, and the investment in and advances to any such company is less than 20% of consolidated total assets. _______ * Incorporated by reference to the indicated pages of the Company's 1994 Annual Report to Stockholders.
3. List of Management Compensation Agreements
(i) Dreyer's Grand Ice Cream, Inc. Incentive Stock Option Plan (1982) referenced in Exhibit 10.3 herein.
(ii) Indemnification Agreements by and between Dreyer's Grand Ice Cream, Inc. and each of its directors, executive officers and certain other officers referenced in Exhibit 10.11 herein.
(iii) Dreyer's Grand Ice Cream, Inc. Stock Option Plan (1992) referenced in Exhibit 10.19 herein.
(iv) Dreyer's Grand Ice Cream, Inc. Incentive Bonus Plan referenced in Exhibit 10.22 herein.
(v) Dreyer's Grand Ice Cream, Inc. Stock Option Plan (1993) referenced in Exhibit 10.23 herein.
(vi) Dreyer's Grand Ice Cream, Inc. Income Swap Plan referenced in Exhibit 10.24 herein.
(b) Reports on Form 8-K
Not applicable.
(c) Exhibits
_______________
(1) Incorporated by reference to designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Registration Statement on Form S-1 and Amendment No. 1 thereto, filed under Commission File No. 2-71841 on April 16, 1981 and June 11, 1981, respectively.
(2) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K and Amendment No. 1 thereto for the fiscal year ended December 28, 1985 filed under Commission File No. 0-10259 on March 28, 1986 and April 14, 1986, respectively.
(3) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Current Report on Form 8-K filed under Commission File No. 0-10259 on January 23, 1987.
(4) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 31, 1988 filed under Commission File No. 0-10259 on March 31, 1989.
(5) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 30, 1989 filed under Commission File No. 0-10259 on March 30, 1990.
(6) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Current Report on Form 8-K filed under Commission File No. 0-10259 on March 20, 1991.
(7) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 29, 1990 filed under Commission File No. 0-10259 on March 29, 1991.
(8) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended on June 29, 1991 filed under Commission File No. 0-10259 on August 13, 1991.
(9) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 28, 1991 filed under Commission File No. 0-10259 on March 27, 1992.
(10) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended on September 26, 1992 filed under Commission File No. 0-10259 on November 10, 1992.
(11) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Current Report on Form 8-K filed under Commission File No. 0-10259 on December 4, 1992.
(12) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 26, 1992 filed under Commission File No. 0-10259 on March 26, 1993.
(13) Incorporated by reference to designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Current Report on Form 8-K filed under Commission File No. 0-10259 on June 25, 1993.
(14) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended on June 26, 1993 filed under Commission File No. 0-10259 on August 10, 1993.
(15) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 25, 1993 filed under Commission File No. 0-14190 on March 25, 1994.
(16) Incorporated by reference to designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended March 26, 1994 filed under Commission File No. 0-14190 on May 10, 1994.
(17) Incorporated by reference to the designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Current Report on Form 8-K filed under Commission File No. 0-14190 on May 9, 1994.
(18) Incorporated by reference to designated exhibit to Dreyer's Grand Ice Cream, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended June 25, 1994 filed under Commission File No. 0-14190 on August 9, 1994.
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.
Date: March 24, 1995 DREYER'S GRAND ICE CREAM, INC.
By: /s/ PAUL R. WOODLAND ---------------------------- (Paul R. Woodland) Vice President - Finance and Administration, Chief Financial Officer and Assistant Secretary
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 and on the dates indicated.
Signature Title Date --------- ----- ----
/s/ T. GARY ROGERS Chairman of the Board and March 24, 1995 -------------------------- Chief Executive Officer (T. Gary Rogers) and Director (Principal Executive Officer)
/s/ WILLIAM F. CRONK, III President and Director March 24, 1995 -------------------------- (William F. Cronk, III)
/s/ EDMUND R. MANWELL Secretary and Director March 24, 1995 -------------------------- (Edmund R. Manwell)
/s/ PAUL R. WOODLAND Vice President - Finance March 24, 1995 -------------------------- and Administration, (Paul R. Woodland) Chief Financial Officer and Assistant Secretary (Principal Financial Officer)
/s/ JEFFREY P. PORTER Corporate Controller March 24, 1995 -------------------------- (Principal Accounting Officer) (Jeffrey P. Porter)
/s/ MERRIL M. HALPERN Director March 24, 1995 -------------------------- (Merril M. Halpern)
/s/ JEROME L. KATZ Director March 24, 1995 -------------------------- (Jerome L. Katz)
/s/ JOHN W. LARSON Director March 24, 1995 -------------------------- (John W. Larson)
/s/ JACK O. PEIFFER Director March 24, 1995 -------------------------- (Jack O. Peiffer)
/s/ ANTHONY J. MARTINO Director March 24, 1995 -------------------------- (Anthony J. Martino)
/s/ TIMM F. CRULL Director March 24, 1995 -------------------------- (Timm F. Crull)
Supplemental information to be furnished with reports filed pursuant to Section 15(d) of the Act by registrants which have not registered securities pursuant to Section 12 of the Act:
Not applicable.
REPORT OF INDEPENDENT ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULE
To the Board of Directors of Dreyer's Grand Ice Cream, Inc.
Our audits of the consolidated financial statements referred to in our report dated February 13, 1995 appearing on page 18 of the 1994 Annual Report to Stockholders of Dreyer's Grand Ice Cream, Inc. (which report and consolidated financial statements are incorporated by reference in this Annual Report on Form 10-K) also included an audit of the Financial Statement Schedule listed in Item 14(a)2 of this Form 10-K. In our opinion, this Financial Statement Schedule presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.
PRICE WATERHOUSE LLP
San Francisco, California February 13, 1995
SCHEDULE II
DREYER'S GRAND ICE CREAM, INC.
VALUATION AND QUALIFYING ACCOUNTS (in thousands)
(1) Write-off of receivables considered uncollectible. (2) Removal of fully-amortized assets.
EXHIBIT INDEX