UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

 

Commission file number: 333-115046

 

 

MRS. FIELDS FAMOUS BRANDS, LLC

(Exact Name of Registrant Specified in Its Charter)

 

 

 

Registrant's telephone number, including area code: (801) 736-5600

 

        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 ý NO o

 

        Indicate by check mark whether the registrant is an accelerated filer (as defined by Rule 12b-2 of the Exchange Act). YES o NO ý

 

        On May 13, 2005, 100 common interests of registrant were outstanding, all of which are held by an affiliate. There is no established trading market for registrant's common interests.

 

 

 

MRS. FIELDS FAMOUS BRANDS, LLC

 

TABLE OF CONTENTS

 

PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
	Condensed Consolidated Balance Sheets as of April 2, 2005 and January 1, 2005
	Condensed Consolidated Statements of Operations and Comprehensive Loss for the
		13 weeks Ended April 2, 2005 and April 3, 2004
	Condensed Consolidated Statements of Cash Flows for the 13 Weeks Ended April 2, 2005
		and April 3, 2004
	Notes to condensed consolidated financial statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Item 4. Controls and Procedures
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Item 5. Other Information
Item 6. Exhibits
SIGNATURES

 

 

2

 

PART I – FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

MRS. FIELDS FAMOUS BRANDS, LLC

Condensed Consolidated Balance Sheets

(Unaudited)

(Dollars in thousands)

 

 

		April 2,						January 1,
		2005						2005
ASSETS:
Cash and cash equivalents		$			13,483			$	19,859
Receivables, net of allowance for doubtful accounts of $592 and $1,295, respectively		6,576						8,039
Amounts due from affiliates		—						23
Inventories		2,518						2,626
Prepaid expenses and other		1,437						1,200
Deferred tax asset		984						1,120
Total current assets		24,998						32,867
Property and equipment, net		3,383						3,486
Goodwill		113,456						113,456
Trademarks and other intangible assets, net		22,739						23,419
Deferred loan costs, net of accumulated amortization of $9,358 and $9,043, respectively		7,569						7,885
Other assets		686						668
		$	172,831					$		181,781
LIABILITIES AND MEMBER'S DEFICIT:
Accounts payable		$		1,884				$	4,334
Accrued liabilities		8,944						14,646
Amounts due to affiliates		2,419						2,780
Current portion of capital lease obligations		37						36
Current portion of deferred revenues		1,984						2,049
Total current liabilities		15,268						23,845
Long-term debt		195,747						195,747
Capital lease obligations, net of current portion		418						427
Deferred revenues, net of current portion		1,158						1,387
Deferred tax liability		3,981						3,876
Total liabilities		216,572						225,282
Member's deficit		(43,600				)		(43,365			)
Accumulated other comprehensive loss		(141				)		(136			)
Total member's deficit		(43,741				)		(43,501			)
COMMITMENTS AND CONTINGENCIES
		$	172,831					$		181,781

 

 

See accompanying notes to condensed consolidated financial statements

 

3

 

 

MRS. FIELDS FAMOUS BRANDS, LLC

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(Dollars in thousands)

 

 

		13 Weeks Ended
		April 2,				April 3,
		2005				2004
REVENUES:					<