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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 25, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File Number 0-19681
 JOHN B. SANFILIPPO & SON, INC.
 (Exact Name of Registrant as Specified in Its Charter)
 Delaware
    
    36-2419677(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)1703 North Randall RoadElgin, Illinois
    
    60123-7820(Address of principal executive offices)
    
    (Zip code)
 (Registrants telephone number, including area code)
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ




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##### 



JOHN B. SANFILIPPO & SON, INC.
FORM 10-Q
FOR THE QUARTER ENDED MARCH 25, 2010
INDEX
 PagePART I. FINANCIAL INFORMATIONItem 1. Financial StatementsConsolidated Statements of Operations for the quarters and thirty-nine weeks ended
March 25, 2010 and March 26, 2009
    
    
    3Consolidated Balance Sheets as of March 25, 2010, June 25, 2009 and March 26, 2009
    
    
    4Consolidated Statements of Cash Flows for the thirty-nine weeks ended March 25, 2010 and
March 26, 2009
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    13Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    23Item 4. Controls and Procedures
    
    
    23PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    24Item 1A. Risk Factors
    
    
    24Item 6. Exhibits
    
    
    24SIGNATURE
    
    
    25EX-31.1EX-31.2EX-32.1EX-32.2
  2




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PART IFINANCIAL INFORMATION
 
 Item 1. Financial Statements
 JOHN B. SANFILIPPO & SON, INC.


CONSOLIDATED STATEMENTS OF OPERATIONS
 For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2010
    
    
    2009Net sales
    
    $
    113,194
    
    
    $
    113,789
    
    
    $
    420,076
    
    
    $
    426,368Cost of sales
    
    
    99,641
    
    
    
    100,578
    
    
    
    349,913
    
    
    
    374,427Gross profit
    
    
    13,553
    
    
    
    13,211
    
    
    
    70,163
    
    
    
    51,941Operating expenses:Selling expenses
    
    
    8,629
    
    
    
    7,694
    
    
    
    29,176
    
    
    
    26,056Administrative expenses
    
    
    6,324
    
    
    
    6,175
    
    
    
    17,295
    
    
    
    15,894Restructuring expenses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (332
    )Total operating expenses
    
    
    14,953
    
    
    
    13,869
    
    
    
    46,471
    
    
    
    41,618(Loss) income from operations
    
    
    (1,400
    )
    
    
    (658
    )
    
    
    23,692
    
    
    
    10,323Other expense:Interest expense ($268, $273, $808
and $821 to related parties)
    
    
    (1,366
    )
    
    
    (1,777
    )
    
    
    (4,152
    )
    
    
    (6,019
    )Rental and miscellaneous income
(expense), net
    
    
    (285
    )
    
    
    (340
    )
    
    
    (926
    )
    
    
    (945
    )Total other expense, net
    
    
    (1,651
    )
    
    
    (2,117
    )
    
    
    (5,078
    )
    
    
    (6,964
    )(Loss) income before income taxes
    
    
    (3,051
    )
    
    
    (2,775
    )
    
    
    18,614
    
    
    
    3,359Income tax (benefit) expense
    
    
    (1,151
    )
    
    
    (286
    )
    
    
    6,928
    
    
    
    393Net (loss) income
    
    $
    (1,900
    )
    
    $
    (2,489
    )
    
    $
    11,686
    
    
    $
    2,966Other comprehensive income, net of tax:Adjustment for prior service cost and
actuarial gain amortization related to
retirement plan
    
    
    101
    
    
    
    103
    
    
    
    305
    
    
    
    309Net comprehensive (loss) income
    
    $
    (1,799
    )
    
    $
    (2,386
    )
    
    $
    11,991
    
    
    $
    3,275Basic (loss) earnings per common share
    
    $
    (0.18
    )
    
    $
    (0.23
    )
    
    $
    1.10
    
    
    $
    0.28Diluted (loss) earnings per common
share
    
    $
    (0.18
    )
    
    $
    (0.23
    )
    
    $
    1.09
    
    
    $
    0.28
 The accompanying notes are an integral part of these consolidated financial statements.
 3




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JOHN B. SANFILIPPO & SON, INC.


CONSOLIDATED BALANCE SHEETS
 March 25,
    
    
    June 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2009ASSETSCURRENT ASSETS:Cash
    
    $
    754
    
    
    $
    863
    
    
    $
    1,091Accounts receivable, less allowances of
$3,078, $2,765 and $2,525
    
    
    38,580
    
    
    
    34,760
    
    
    
    36,548Inventories
    
    
    124,574
    
    
    
    106,289
    
    
    
    125,702Deferred income taxes
    
    
    4,905
    
    
    
    4,108
    
    
    
    2,990Prepaid expenses and other current assets
    
    
    528
    
    
    
    1,784
    
    
    
    2,287TOTAL CURRENT ASSETS
    
    
    169,341
    
    
    
    147,804
    
    
    
    168,618PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    9,463
    
    
    
    9,463
    
    
    
    9,463Buildings
    
    
    101,135
    
    
    
    100,482
    
    
    
    100,078Machinery and equipment
    
    
    150,378
    
    
    
    150,266
    
    
    
    148,867Furniture and leasehold improvements
    
    
    3,893
    
    
    
    6,231
    
    
    
    6,227Vehicles
    
    
    603
    
    
    
    676
    
    
    
    676Construction in progress
    
    
    1,530
    
    
    
    1,734
    
    
    
    1,426267,002
    
    
    
    268,852
    
    
    
    266,737Less: Accumulated depreciation
    
    
    136,345
    
    
    
    134,648
    
    
    
    131,281130,657
    
    
    
    134,204
    
    
    
    135,456Rental investment property, less
accumulated depreciation of $4,234,
$3,559 and $3,334
    
    
    31,466
    
    
    
    32,141
    
    
    
    32,365TOTAL PROPERTY, PLANT AND EQUIPMENT
    
    
    162,123
    
    
    
    166,345
    
    
    
    167,821Cash surrender value of officers life
insurance and other assets
    
    
    7,917
    
    
    
    7,981
    
    
    
    8,317Brand name, less accumulated amortization
of $7,671, $7,351 and $7,245
    
    
    249
    
    
    
    569
    
    
    
    675TOTAL ASSETS
    
    $
    339,630
    
    
    $
    322,699
    
    
    $
    345,431
 The accompanying notes are an integral part of these consolidated financial statements.
 4




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JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED BALANCE SHEETS
 March 25,
    
    
    June 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2009LIABILITIES & STOCKHOLDERS EQUITYCURRENT LIABILITIES:Revolving credit facility borrowings
    
    $
    24,368
    
    
    $
    33,232
    
    
    $
    56,603Current maturities of long-term debt,
including related party debt of $248, $234
and $229
    
    
    11,297
    
    
    
    11,690
    
    
    
    11,797Accounts payable, including related party
payables of $184, $687 and $762
    
    
    30,326
    
    
    
    23,479
    
    
    
    24,957Book overdraft
    
    
    6,284
    
    
    
    5,632
    
    
    
    4,525Accrued payroll and related benefits
    
    
    11,496
    
    
    
    8,713
    
    
    
    8,196Accrued workers compensation
    
    
    5,542
    
    
    
    5,159
    
    
    
    4,857Accrued recall
    
    
    936
    
    
    
    435
    
    
    
    3,154Other accrued expenses
    
    
    7,550
    
    
    
    6,714
    
    
    
    6,963Income taxes payable
    
    
    1,817
    
    
    
    49
    
    
    
    351TOTAL CURRENT LIABILITIES
    
    
    99,616
    
    
    
    95,103
    
    
    
    121,403LONG-TERM LIABILITIES:Long-term debt, less current maturities,
including related party debt of $13,222,
$13,410 and $13,470
    
    
    46,917
    
    
    
    49,016
    
    
    
    50,184Retirement plan
    
    
    8,150
    
    
    
    8,095
    
    
    
    8,211Deferred income taxes
    
    
    5,694
    
    
    
    3,634
    
    
    
    2,990Other
    
    
    1,261
    
    
    
    1,352
    
    
    
    1,382TOTAL LONG-TERM LIABILITIES
    
    
    62,022
    
    
    
    62,097
    
    
    
    62,767COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITY:Class A Common Stock, convertible to
Common Stock on a per share basis,
cumulative voting rights of ten votes per
share, $.01 par value; 10,000,000 shares
authorized, 2,597,426 shares issued and
outstanding
    
    
    26
    
    
    
    26
    
    
    
    26Common Stock, non-cumulative voting rights
of one vote per share, $.01 par value;
17,000,000 shares authorized, 8,166,849,
8,140,599 and 8,140,599 shares issued and
outstanding
    
    
    82
    
    
    
    81
    
    
    
    81Capital in excess of par value
    
    
    101,620
    
    
    
    101,119
    
    
    
    101,017Retained earnings
    
    
    79,863
    
    
    
    68,177
    
    
    
    64,226Accumulated other comprehensive loss
    
    
    (2,395
    )
    
    
    (2,700
    )
    
    
    (2,885
    )Treasury stock, at cost; 117,900 shares of
Common Stock
    
    
    (1,204
    )
    
    
    (1,204
    )
    
    
    (1,204
    )TOTAL STOCKHOLDERS EQUITY
    
    
    177,992
    
    
    
    165,499
    
    
    
    161,261TOTAL LIABILITIES & STOCKHOLDERS EQUITY
    
    $
    339,630
    
    
    $
    322,699
    
    
    $
    345,431
 The accompanying notes are an integral part of these consolidated financial statements.
 5




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JOHN B. SANFILIPPO & SON, INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
   For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,2010
    
    
    2009CASH FLOWS FROM OPERATING ACTIVITIES:Net income
    
    $
    11,686
    
    
    $
    2,966Depreciation and amortization
    
    
    11,708
    
    
    
    11,728(Gain) loss on disposition of properties
    
    
    (80
    )
    
    
    138Deferred income tax expense
    
    
    1,263
    
    
    
    Stock-based compensation expense
    
    
    324
    
    
    
    171Change in current assets and current liabilities:Accounts receivable, net
    
    
    (3,820
    )
    
    
    (2,124
    )Inventories
    
    
    (18,285
    )
    
    
    1,330Prepaid expenses and other current assets
    
    
    1,256
    
    
    
    (695
    )Accounts payable
    
    
    6,847
    
    
    
    (398
    )Accrued expenses
    
    
    4,503
    
    
    
    3,735Income taxes payable
    
    
    1,768
    
    
    
    573Other operating assets
    
    
    (516
    )
    
    
    531Net cash provided by operating activities
    
    
    16,654
    
    
    
    17,955CASH FLOWS FROM INVESTING ACTIVITIES:Purchases of property, plant and equipment
    
    
    (6,098
    )
    
    
    (3,766
    )Proceeds from disposition of properties
    
    
    141
    
    
    
    97Cash surrender value of officers life insurance
    
    
    (134
    )
    
    
    (203
    )Net cash used in investing activities
    
    
    (6,091
    )
    
    
    (3,872
    )CASH FLOWS FROM FINANCING ACTIVITIESBorrowings under revolving credit facility
    
    
    154,768
    
    
    
    134,991Repayments of revolving credit borrowings
    
    
    (163,632
    )
    
    
    (146,336
    )Principal payments on long-term debt
    
    
    (2,638
    )
    
    
    (2,626
    )Increase in book overdraft
    
    
    652
    
    
    
    227Issuance of Common Stock under option plans
    
    
    157
    
    
    
    36Tax benefit of stock options exercised
    
    
    21
    
    
    
    Net cash used in financing activities
    
    
    (10,672
    )
    
    
    (13,708
    )NET (DECREASE) INCREASE IN CASH
    
    
    (109
    )
    
    
    375Cash, beginning of period
    
    
    863
    
    
    
    716Cash, end of period
    
    $
    754
    
    
    $
    1,091SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:Capital lease obligations incurred
    
    
    146
    
    
    
    
 The accompanying notes are an integral part of these consolidated financial statements.
 6




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JOHN B. SANFILIPPO & SON, INC.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
   Note 1  Basis of Presentation
    Note 2  Accounts Receivable
  Note 3  Inventories
  March 25,
    
    
    June 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2009Raw material and supplies
    
    $
    76,297
    
    
    $
    50,525
    
    
    $
    72,555Work-in-process and finished goods
    
    
    48,277
    
    
    
    55,764
    
    
    
    53,147Inventories
    
    $
    124,574
    
    
    $
    106,289
    
    
    $
    125,702
 Note 4  Income Taxes
   7




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Note 5  Earnings Per Common Share
  For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2010
    
    
    2009Weighted average shares outstanding 
basic
    
    
    10,642,304
    
    
    
    10,618,587
    
    
    
    10,633,655
    
    
    
    10,617,612Effect of dilutive securities:Stock options and restricted stock units
    
    
    
    
    
    
    
    
    
    
    80,731
    
    
    
    19,059Weighted average shares outstanding 
diluted
    
    
    10,642,304
    
    
    
    10,618,587
    
    
    
    10,714,386
    
    
    
    10,636,671
  Note 6  Stock-Based Compensation
   8




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Weighted AverageWeighted Average
    
    
    Remaining
    
    
    Aggregate IntrinsicOptions
    
    Shares
    
    
    Exercise Price
    
    
    Contractual Term
    
    
    ValueOutstanding, at June 25, 2009
    
    
    381,940
    
    
    $
    11.97Activity:Granted
    
    
    1,500
    
    
    
    15.30Exercised
    
    
    (26,250
    )
    
    
    6.22Forfeited
    
    
    (30,500
    )
    
    
    16.00Outstanding at March 25, 2010
    
    
    326,690
    
    
    $
    12.07
    
    
    
    4.78
    
    
    $
    1,425Exercisable at March 25, 2010
    
    
    269,815
    
    
    $
    12.77
    
    
    
    4.28
    
    
    $
    1,042
    Thirty-nine Weeks EndedMarch 25,2010Weighted average expected stock-price volatility
    
    
    53.27
    %Average risk-free rate
    
    
    3.04
    %Average dividend yield
    
    
    0.00
    %Weighted average expected option life (in years)
    
    
    6.25Forfeiture percentage
    
    
    5.00
    %
 Note 7  Retirement Plan
  For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,2010
    
    
    2009
    
    
    2010
    
    
    2009Service cost
    
    $
    36
    
    
    $
    34
    
    
    $
    108
    
    
    $
    103Interest cost
    
    
    146
    
    
    
    140
    
    
    
    438
    
    
    
    421Amortization of prior service cost
    
    
    239
    
    
    
    239
    
    
    
    717
    
    
    
    718Amortization of gain
    
    
    (83
    )
    
    
    (80
    )
    
    
    (249
    )
    
    
    (242
    )Net periodic benefit cost
    
    $
    338
    
    
    $
    333
    
    
    $
    1,014
    
    
    $
    1,000
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Note 8  Distribution Channel and Product Type Sales Mix
   For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,Distribution Channel
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Consumer
    
    $
    62,074
    
    
    $
    65,282
    
    
    $
    253,682
    
    
    $
    244,417Industrial
    
    
    17,079
    
    
    
    17,184
    
    
    
    55,096
    
    
    
    61,682Food Service
    
    
    13,970
    
    
    
    12,851
    
    
    
    43,256
    
    
    
    48,823Contract Packaging
    
    
    11,158
    
    
    
    12,213
    
    
    
    39,726
    
    
    
    41,986Export
    
    
    8,913
    
    
    
    6,259
    
    
    
    28,316
    
    
    
    29,460Total
    
    $
    113,194
    
    
    $
    113,789
    
    
    $
    420,076
    
    
    $
    426,368
  For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,Product Type
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Peanuts
    
    
    21.8
    %
    
    
    23.9
    %
    
    
    19.8
    %
    
    
    21.0
    %Pecans
    
    
    16.1
    
    
    
    15.4
    
    
    
    19.8
    
    
    
    20.4Cashews & Mixed Nuts
    
    
    21.4
    
    
    
    23.1
    
    
    
    21.7
    
    
    
    22.4Walnuts
    
    
    12.5
    
    
    
    12.8
    
    
    
    12.0
    
    
    
    13.8Almonds
    
    
    12.2
    
    
    
    12.2
    
    
    
    11.1
    
    
    
    10.9Other
    
    
    16.0
    
    
    
    12.6
    
    
    
    15.6
    
    
    
    11.5Total
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
  Note 9  Comprehensive Income
  Note 10 Commitments and Contingencies
  Note 11 Product Recall
   10




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Note 12  Fair Value of Financial Instruments
  Note 13 Revolving Credit Facility
   Note 14 Recent Accounting Pronouncements
   11




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12




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Overview
  Fisher, Flavor Tree, Sunshine Country Texas Pride
    QUARTERLY HIGHLIGHTS
  13




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RESULTS OF OPERATIONS
 Net Sales
    14




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For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,Distribution Channel
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Consumer
    
    $
    62,074
    
    
    $
    65,282
    
    
    $
    253,682
    
    
    $
    244,417Industrial
    
    
    17,079
    
    
    
    17,184
    
    
    
    55,096
    
    
    
    61,682Food Service
    
    
    13,970
    
    
    
    12,851
    
    
    
    43,256
    
    
    
    48,823Contract Packaging
    
    
    11,158
    
    
    
    12,213
    
    
    
    39,726
    
    
    
    41,986Export
    
    
    8,913
    
    
    
    6,259
    
    
    
    28,316
    
    
    
    29,460Total
    
    $
    113,194
    
    
    $
    113,789
    
    
    $
    420,076
    
    
    $
    426,368
  For the Quarter Ended
    
    
    For the Thirty-nine Weeks EndedMarch 25,
    
    
    March 26,
    
    
    March 25,
    
    
    March 26,Product Type
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Peanuts
    
    
    21.8
    %
    
    
    23.9
    %
    
    
    19.8
    %
    
    
    21.0
    %Pecans
    
    
    16.1
    
    
    
    15.4
    
    
    
    19.8
    
    
    
    20.4Cashews & Mixed Nuts
    
    
    21.4
    
    
    
    23.1
    
    
    
    21.7
    
    
    
    22.4Walnuts
    
    
    12.5
    
    
    
    12.8
    
    
    
    12.0
    
    
    
    13.8Almonds
    
    
    12.2
    
    
    
    12.2
    
    
    
    11.1
    
    
    
    10.9Other
    
    
    16.0
    
    
    
    12.6
    
    
    
    15.6
    
    
    
    11.5Total
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
      15




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Gross Profit
  Operating Expenses
   16




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(Loss) Income from Operations
  Interest Expense
  Rental and Miscellaneous Expense, Net
  Income Tax (Benefit) Expense
  Net (Loss) Income
  17




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LIQUIDITY AND CAPITAL RESOURCES
 General
        Real Estate Matters
   18




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Financing Arrangements
     19




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20




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Capital Expenditures
  Recent Accounting Pronouncements
      21




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FORWARD LOOKING STATEMENTS
  22




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Item 3. Quantitative and Qualitative Disclosures About Market Risk
  
 Item 4. Controls and Procedures
   23




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PART IIOTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 6. Exhibits
  24




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SIGNATURE
  JOHN B. SANFILIPPO & SON, INC.By:
    /s/ Michael J. ValentineMichael J. ValentineChief Financial Officer and Group President 25




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EXHIBIT INDEX
 ExhibitNumber
    
    Description1-2
    
    
    Not applicable3.1
    
    
    Restated Certificate of Incorporation of Registrant(14)3.2
    
    
    Amended and Restated Bylaws of Registrant(13)4.1
    
    
    Specimen Common Stock Certificate(3)4.2
    
    
    Specimen Class A Common Stock Certificate(3)5-9
    
    
    Not applicable10.1
    
    
    Certain documents relating to $8.0 million Decatur County-Bainbridge Industrial
Development Authority Industrial Development Revenue Bonds (John B. Sanfilippo & Son, Inc.
Project) Series 1987, dated as of June 1, 1987(1)10.2
    
    
    Tax Indemnification Agreement between Registrant and certain Stockholders of Registrant
prior to its initial public offering(2)10.3
    
    
    Indemnification Agreement between Registrant and certain Stockholders of Registrant prior
to its initial public offering(2)10.4
    
    
    The Registrants 1998 Equity Incentive Plan(4)10.5
    
    
    First Amendment to the Registrants 1998 Equity Incentive Plan(5)10.6
    
    
    Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
Number One among John E. Sanfilippo, as trustee of the Jasper and Marian Sanfilippo
Irrevocable Trust, dated September 23, 1990, Jasper B. Sanfilippo, Marian R. Sanfilippo
and Registrant, dated December 31, 2003(6)10.7
    
    
    Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
Number Two among Michael J. Valentine, as trustee of the Valentine Life Insurance Trust,
Mathias Valentine, Mary Valentine and Registrant, dated December 31, 2003(6)10.8
    
    
    Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc.
Split-Dollar Insurance Agreement Number One among John E. Sanfilippo, as trustee of the
Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990, Jasper B.
Sanfilippo, Marian R. Sanfilippo and Registrant, dated December 31, 2003(7)10.9
    
    
    Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc.
Split-Dollar Insurance Agreement Number Two among Michael J. Valentine, as trustee of the
Valentine Life Insurance Trust, Mathias Valentine, Mary Valentine and Registrant, dated
December 31, 2003(7)10.10
    
    
    Development Agreement, dated as of May 26, 2004, by and between the City of Elgin, an
Illinois municipal corporation, the Registrant, Arthur/Busse Limited Partnership, an
Illinois limited partnership, and 300 East Touhy Avenue Limited Partnership, an Illinois
limited partnership(8)10.11
    
    
    Agreement For Sale of Real Property, dated as of June 18, 2004, by and between the State
of Illinois, acting by and through its Department of Central Management Services, and the
City of Elgin(8)10.12
    
    
    The Registrants Restated Supplemental Retirement Plan(10)10.13
    
    
    Form of Option Grant Agreement under 1998 Equity Incentive Plan(9)10.14
    
    
    Sanfilippo Value Added Plan, dated October 24, 2007(11)10.15
    
    
    Credit Agreement, dated as of February 7, 2008, by and among the Company, the financial
institutions named therein as lenders, Wells Fargo Foothill, LLC (WFF), as the arranger
and administrative agent for the lenders, and Wachovia Capital Finance Corporation
(Central), in its capacity as documentation agent(12)10.16
    
    
    Security Agreement, dated as of February 7, 2008, by the Company in favor of WFF, as
administrative agent for the lenders(12)10.17
    
    
    Loan Agreement, dated as of February 7, 2008, by and between the Company and Transamerica
Financial Life Insurance Company (TFLIC)(12)
 26




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ExhibitNumber
    
    Description10.18
    
    
    Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing, dated as
of February 7, 2008, made by the Company related to its Elgin, Illinois property for the
benefit of TFLIC(12)10.19
    
    
    Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing, dated as
of February 7, 2008, made by JBSS Properties, LLC related to its Elgin, Illinois property
for the benefit of TFLIC(12)10.20
    
    
    Deed of Trust, Security Agreement, Assignment of Leases and Rents and Fixture Filing,
dated as of February 7, 2008, made by the Company related to its Gustine, California
property for the benefit of TFLIC(12)10.21
    
    
    Deed of Trust, Security Agreement, Assignment of Leases and Rents and Fixture Filing,
dated as of February 7, 2008, made by the Company related to its Garysburg, North Carolina
property for the benefit of TFLIC(12)10.22
    
    
    Promissory Note (Tranche A), dated February 7, 2008, in the principal amount of $36.0
million executed by the Company in favor of TFLIC(12)10.23
    
    
    Promissory Note (Tranche B) dated February 7, 2008, in the principal amount of $9.0
million executed by the Company in favor of TFLIC(12)10.24
    
    
    First Amendment to the Registrants 2008 Equity Incentive Plan(15)10.25
    
    
    The Registrants 2008 Equity Incentive Plan, as amended(15)10.26
    
    
    The Registrants Employee Restricted Stock Unit Award Agreement(16)10.27
    
    
    The Registrants Non-Employee Director Restricted Stock Unit Award Agreement(16)10.28
    
    
    Form of Indemnification Agreement(17)10.29
    
    
    First Amendment to Credit Agreement dated as of March 8, 2010, by and among the Company,
Wells Fargo Capital Finance, LLC (f/k/a Wells Fargo Foothill, LLC), as a lender and
administrative agent and Burdale Financial Limited, as a lender(18)11-30
    
    
    Not applicable31.1
    
    
    Certification of Jeffrey T. Sanfilippo pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002, as amended, filed herewith31.2
    
    
    Certification of Michael J. Valentine pursuant to Section 302 of the Sarbanes-Oxley Act of
2002, as amended, filed herewith32.1
    
    
    Certification of Jeffrey T. Sanfilippo pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith32.2
    
    
    Certification of Michael J. Valentine pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith33-100
    
    
    Not applicable
 
 (1)
    
    Incorporated by reference to the Registrants Registration Statement on Form S-1,
Registration No. 33-43353, as filed with the Commission on October 15, 1991 (Commission File
No. 0-19681).(2)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the
fiscal year ended December 31, 1991 (Commission File No. 0-19681).(3)
    
    Incorporated by reference to the Registrants Registration Statement on Form S-1
(Amendment No. 3), Registration No. 33-43353, as filed with the Commission on November 25,
1991 (Commission File No. 0-19681).(4)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
first quarter ended September 24, 1998 (Commission File No. 0-19681).(5)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 28, 2000 (Commission File No. 0-19681).(6)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 25, 2003 (Commission File No. 0-19681). 27




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(7)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
third quarter ended March 25, 2004 (Commission File No. 0-19681).(8)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the fiscal
year ended June 24, 2004 (Commission File No. 0-19681).(9)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the
fiscal year ended June 30, 2005 (Commission File No. 0-19681).(10)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the year ended
June 28, 2007 (Commission File No. 0-19681).(11)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated October
24, 2007 (Commission File No. 0-19681).(12)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated
February 7, 2008 (Commission File No. 0-19681).(13)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
first quarter ended September 27, 2007 (Commission File No. 0-19681).(14)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
third quarter ended March 24, 2005 (Commission File No. 0-19681).(15)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 25, 2008 (Commission File No. 0-19681).(16)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated
November 13, 2008 (Commission File No. 0-19681).(17)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated April
29, 2009 (Commission File No. 0-19681).(18)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated March
8, 2010 (Commission File No. 0-19681). 28