Panera Bread (NYSE: PNRA) Jay Aurora Tim Krauter Shane Riemer Michael Xu

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Panera Bread (NYSE: PNRA) Jay Aurora Tim Krauter Shane Riemer Michael Xu

Street Perception

Street Perception Facing maturation in the fast casual industry Maturity in FC Starbucks 1971 Panera 1981 Chipotle 1993 Zoes 1995 Panera 2.0 Costs Slowing Growth Investors are worried about new sources of growth Shake Shack 2000

Street Perception Growth is slowing, due to maturity, has ~1900 locations Maturity in FC Slowing Growth Panera 2.0 Costs $3,000,000 $2,500,000 $2,000,000 $1,500,000 $1,000,000 $500,000 Total Revenue Growth 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 40.00% 35.00% 30.00% 25.00% 20.00% 15.00% 10.00% 5.00% 0.00%

Street Perception Labor costs increased in the short run due to training costs and longer hours. The street also views 2.0 as a failed cost-saving initiative. Maturity in FC Slowing Growth Panera 2.0 Costs Higher wage rates from minimum wage increases

Variant Perception

Variant Perception Franchising Panera 2.0 Store Growth The franchising of a substantial number of cafes will aid growth from royalties and additional revenue than from company-owned stores. Franchise-Run 55.2% 44.8% Company-Owned 78.1% 21.9% 0.0% 25.0% 50.0% 75.0% 100.0% Costs Profits Franchises pay substantial opening fees 5% royalty Must also exclusively buy dough and other products from Panera

Panera Bread Bakery-Café Concept with about 2000 cafes, about 975 are franchised (10Q) Franchised Cafes Owe Panera royalty fees of about 5% Panera trusts franchisees with brand name and distribution Panera sells food and paper products to franchised cafés Franchise owners must demonstrate brand commitment and strong credit Profit per dollar cost is about 44% (44% ROI for each dollar spent on franchised cafes) Company Owned Cafes All revenue goes to company Create majority of costs Management desires company owned cafes to be 35-50% of total cafes Profit per dollar cost is about 23% (23% ROI for each dollar spent on company owned cafes) Plan to sell 50-150 cafes in 2015, with 70 LOIs by end of Q2 Goal: Same Customer Experience Less risk of altering brand image

Changing Composition of Ownership 2012 48.02% 51.98% 2013 48.97% 51.03% 2014 48.79% 51.21% 2015 49.20% 50.80% Company 2016* 45.73% 54.27% Franchise 2017* 42.49% 57.51% 2018* 42.92% 57.08% 0% 20% 40% 60% 80% 100%

Variant Perception Franchising Panera 2.0 Store Growth Fundamentals

Fundamentals of Panera 2.0 Goal: improve guest experience by reducing friction Digital access initiative Catering and delivery service using mobile, web and kiosk access to shorten wait times and improve to-go / eat-in experiences Operational integrity Using upgraded equipment and management tools to keep up with its growing orders Better way to order and receive orders & differentiated approach to production

Variant Perception Franchising Panera 2.0 Store Growth Fundamentals History of Digital Optimization in the Restaurant Industry

Early Adopters of 2.0 Changes Applebee s (DIN): Three quarters of consecutive sales decline Brand reset into a modern Grill & Bar à installed thousands of E La Carte tablets in stores Rose sales by 3%, turned into five consecutive positive quarters Plans to transition this change into IHOP in the future Restaurants with more tech have enhanced their image and seen profitable results from this change

Early Adopters of 2.0 Changes The Habit Burger Grill (HABT): Focused on dine-in customers during peak lunch and dinner hours à takeout business consisted of less than 1% of sales Partnered with Restaurant Revolution Technologies (RRT) to manage call center, mobile and online ordering platforms for takeout orders Takeout business increased to over 4% of its overall revenue mix HABT and PNRA have seen potential in the takeout business and are setting themselves appropriately to capture this market

Variant Perception Franchising Panera 2.0 Store Growth Fundamentals History of Digital Optimization in the Restaurant Industry Revenue growth from implementation of Panera 2.0

Panera 2.0 as a Revenue Driver (cont.) 2.0 Café Revenue Growth Q3 comps increased at 3.8% ( 1% transaction, 2.8% check) Two year Q3 comps at 5.9%, highest in 7 quarters Here is what we feel confident in Panera 2.0. Each week, we compare 2.0 and 1.0 comps and I can tell you affirmatively, each week that 2.0 comps materially exceed 1.0 comps, each week we see it, and each week we acknowledge it. Shifting Product Mix Digital utilization accounts for 12% of sales, higher than any other public restaurant company other than pizza chains 2.0 technology will directly help grow their delivery business - currently testing internal drivers and external delivery organizations

Panera 2.0 as a Revenue Driver It s Not About Cutting Costs Doesn t necessarily cut down costs Cuts down on cashier workers, but more are hired to make customized orders & to cater food However, market fails to see the revenue boost from 2.0 will eventually lead to better operating leverage

Variant Perception Franchising Panera 2.0 Store Growth Fundamentals History of Digital Optimization in the Restaurant Industry Revenue growth from implementation of Panera 2.0 2.0 Expansion

2.0 Expansion 250+ converted cafes as of today Planned total of 300-400 cafes by the end of 2015 2.0 implementation in all cafes expected in the next 3 years

Variant Perception Franchising Panera 2.0 Store Growth Opening new company-owned cafes Expecting less store growth than previously, but still 50 new companyowned stores yearly and 50 franchised (base case) à Conservative estimates Optionality for expansion into Canada

Variant Perception Franchising Panera 2.0 Store Growth Fast Casual has been growing at over 5.5X that of the Fast Food Industry. Growth forecasted in the double digits through 2022, while the rest of restaurant industry is expected to post 0.5% growth. Reason for Appeal: The price point no longer holds as much weight

Variant Perception Franchising Panera 2.0 Store Growth Millenials are increasingly seeking out fast casual restaurants. Fast casual growth coming primarily from Millenials.

Variant Perception Franchising Panera 2.0 Store Growth Total restaurant industry in 2015: $710 billion Size of fast casual industry in 2015: $32 billion à Fast casual is still a very small part of the restaurant industry, but as the overall restaurant industry is growing, it is also gaining a higher market share from fast food and casual dining in that rapidly growing industry. 5% 1% 1999 2015 99% 95%

Valuation & Recommendation

Comparable Multiples Company EV EV/EBITDA P/E 5yr Rev Growth 5 yr EBITDA growth Panera Bread 4.37B 11.54 28.55 64.29% 61.20% Chipotle 21.82B 18.00 35.37 123.37% 129.33% Starbucks 84.66B 18.92 33.64 53.62% 104.97% DineEquity* 2.83B 15.08 27.22-50.86% -17.19% Habit 604.4M 27.72 114.82* 196.61% 240% Darden* 8.59B 11.46 23.84-9.81% -35.03% Mean 20.48B 17.12 43.91* 62.87%* 80.55%* Median 6.48B 24.08 27.89 58.96% 83.1% *conglomerates

Valuation Case Assumptions P/E Target Price: $206.79 (23%) Bear Case: $158.03 (- 6%) Panera 2.0 fails as a growth driver, averaging 0.8% yoy AWNS growth Panera sells 60/90 cafes to franchisees Opens 35-40 company owned and 40-45 franchised cafes per year Higher rate of closing franchise and company owned cafes Refranchising loss in 2015 and 2016 2018 P/E of 25 Base Case: $206.79 (23%) Average weekly net sales grow at about 2.4% for company owned and lag for franchised stores Panera sells 75/75 cafes to franchisees Opens 45-50 company owned and 48-52 franchised cafes per year G&A decrease Moderate rate of closing cafes 2018 P/E of 28.6 Bull Case: $255.54 (52%) Average weekly net sales grow 2.5-4% growth for company owned and lag for franchised stores Panera sells 90/60 cafes to franchisees Opens 65 company owned franchised cafes per year G&A expenses decrease as % of revenue by 250bp Low rate of closing cafes 2018 P/E of 31

Valuation Case Assumptions EV/EBITDA Target Price: $201.74 (20%) Bear Case: $154.67 (- 8%) Panera 2.0 fails as a growth driver, averaging 0.8% yoy AWNS growth Panera sells 60/90 cafes to franchisees Opens 35-40 company owned and 40-45 franchised cafes per year Higher rate of closing cafes Refranchising loss in 2015 and 2016 2018 EV/EBITDA of 10 Base Case: $201.74 (20%) Average weekly net sales grow at about 2.4% for company owned and lag for franchised stores Panera sells 75/75 cafes to franchisees Opens 45-50 company owned and 48-52 franchised cafes per year G&A decrease Moderate rate of closing cafes 2018 EV/EBITDA of 11.54 Bull Case: $245.54 (46%) Average weekly net sales grow 2.5-4% growth for company owned and lag for franchised stores Panera sells 90/60 cafes to franchisees Opens 65 company owned franchised cafes per year G&A expenses decrease as % of revenue by 250bp Low rate of closing cafes 2018 EV/EBITDA of 12.5

Multiples and Possible Returns on Investments P/E 24 25 26 27 28 29 30 31 32 Bear -10% -6% -2% 2% 5% 9% 13% 17% 20% Base 4% 8% 12% 17% 21% 25% 29% 34% 38% Bull 17% 22% 27% 32% 37% 42% 47% 52% 56% EV/EBITDA 9 10 11 12 13 14 Bear -17% -8% 2% 11% 21% 30% Base -7% 4% 14% 25% 36% 46% Bull 5% 17% 29% 40% 52% 64% Current P/E Current EV/EBITDA 28.58 11.54

Recommendation and Q&A We recommend a long position using 5-7% of the portfolio to purchase Panera Bread for an expected 20% return. Questions?

Appendix

CEO Robert N. Schaich Founder, Chairman and CEO of Panera Bread (61 years old). Has been with Panera for over 30 years; lives, breathes and exhibits Panera s vision and commitment to sustainable and healthy eating. Still at the forefront of all major initiatives at Panera; unlikely to step down within our investment horizon (Panera is his lifetime-project). Known for his entrepreneurial skills and has demonstrated this over time. Has created shareholder value through two separate share buyback programs in recent history.

Who Can Franchise Experience Financial Strength Good Fit Experience as a multiunit restaurant operator Recognition as a top restaurant operator Real estate experience in the market to be developed Net worth of $7.5 million Liquid assets of $3 million Infrastructure and resources to meet our development schedule Total commitment to the development of the Panera Bread brand Cultural fit and a passion for fresh bread Average Franchise group (35 total) owns about 27 bakery cafes per group Less Risk of incurring costs over poor franchisee management and maintaining positive brand image