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CRUZAN INTERNATIONAL, INC.
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10-K
Jan 11, 5:14 PM ET
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CRUZAN INTERNATIONAL, INC. 10-K
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Contents
88
Introductory Note
PART I
Item 1. Business
General Overview
Dominant Supplier of Bulk Alcohol Products
2005 Developments
Business Segments
Dependence on Major Customers
Production
Fluctuations In Operating Results; Seasonality
Marketing and Distribution
Trademarks and Distribution Agreements
Competition
Regulation and Taxation
Employees
Information about Foreign and Domestic Operations and Export Sales
Item 1A. Risk Factors
Risks That May Affect Future Results
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Submission of Matters to a Vote of Security Holders
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Table 1 – High and Low Quotations of the Company’s Common Stock
Item 6. Selected Financial Data
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Introduction
Table 3 – Statement of Operations as a Percent of Net Sales
Table 4 – Net Sales, Gross Profit (Loss) and Operating Income (Loss) by Operating Segment
Table 5 – Unit Sales Volume Data
Results of Operations
Fiscal 2005 Compared to Fiscal 2004
Fiscal 2004 Compared to Fiscal 2003
Financial Liquidity and Capital Resources
General
Operating Activities
Investing and Financing Activities
Critical Accounting Policies
Off Balance Sheet Arrangements
Contractual Obligations and Commitments
Effects of Inflation and Changing Prices
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A. Disclosure Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Changes in Internal Control Over Financial Reporting
Item 9B. Other Information
PART III
Item 10. Directors and Executive Officers of the Registrant
BOARD OF DIRECTORS, COMMITTEES AND EXECUTIVE OFFICERS
Class I Directors (term expires – 2008 Annual Meeting)
Class II Directors (term expires – 2006 Annual Meeting)
Class III Directors (term expires – 2007 Annual Meeting)
Executive Officers
Committees
Audit Committee
Compensation and Stock Option Committee
Shareholder Nominations to Board of Directors
Section 16(a) Beneficial Ownership Reporting Compliance
Code of Ethics
Item 11. Executive Compensation
Summary Compensation Table
Supplemental Executive Retirement Program
Employment Agreements
Stock Options
Option Grants In Last Fiscal Year
Aggregate Option Exercises In Last Fiscal Year And Fiscal Year-End Option Values
Board of Directors Compensation
COMPENSATION AND STOCK OPTION COMMITTEE REPORT
Compensation Philosophy
Base Salaries
Bonus Arrangement
Compensation of Chief Executive Officer
Employee Stock Option Plans
Supplemental Executive Retirement Program
Pension Plan
PERFORMANCE GRAPH
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
EQUITY COMPENSATION PLAN INFORMATION
PRINCIPAL STOCKHOLDERS AND BENEFICIAL OWNERSHIP OF MANAGEMENT
Change in Control
Item 13. Certain Relationships and Related Transactions
Item 14. Principal Accountant Fees and Services
Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services of Independent Auditor
Item 15. Exhibits and Financial Statement Schedules
SIGNATURES
Contents
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