10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_____________________________________________________________

FORM 10-Q/A

(Amendment No. 1)

_____________________________________________________________

(Mark One)

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2015

or

oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to            

Commission File Number: 001-35987

___________________________________________________________

NOODLES & COMPANY

(Exact name of registrant as specified in its charter)

____________________________________________________________

Delaware	84-1303469
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

520 Zang Street, Suite D
Broomfield, CO	80021
(Address of principal executive offices)	(Zip Code)

(720) 214-1900

(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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  x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer x
Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  o  No  x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class	Outstanding at May 4, 2015
Class A Common Stock, $0.01 par value per share	28,472,204 shares
Class B Common Stock, $0.01 par value per share	1,522,098 shares

TABLE OF CONTENTS

			Page
EXPLANATORY NOTE			3
	Item 6.	Exhibits	4
SIGNATURES			5

EXPLANATORY NOTE

Noodles & Company (the "Company") is filing this amendment (the "Form 10-Q/A") to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (the "Form 10-Q"), filed with the U.S. Securities and Exchange Commission on May 7, 2015, solely to correct an error on the cover page and in an exhibit. The cover page of the Form 10-Q incorrectly stated that the number of the Company’s Class A Common Stock outstanding as of May 4, 2015 was 29,994,302. This incorrect number included both the number of shares of Class A Common Stock outstanding and an additional 1,522,098 shares of Class B Common Stock. The cover page of this Form 10-Q/A correctly states that the number of shares of outstanding Class A Common Stock of the Company on May 4, 2015 was 28,472,204.

The incorrect number of shares outstanding at May 4, 2015 was also included in Exhibit 101 to the Form 10-Q containing the Company’s Extensible Business Reporting Language ("XBRL") materials for the quarter ended March 31, 2015. This Form 10-Q/A also amends Item 6, “Exhibits,” specifically by including Exhibit 101 containing the Company’s XBRL materials for the quarter ended March 31, 2015 with the corrected number of shares outstanding at May 4, 2015.

This Form 10-Q/A should be read in conjunction with the original Form 10-Q, which continues to speak as of the date of the Form 10-Q. Except as specifically noted above, this Form 10-Q/A does not modify or update the financial results or disclosures in the original Form 10-Q. Accordingly, this Form 10-Q/A does not reflect events occurring after the filing of the

Form 10-Q or modify or update any related or other disclosures.

3

PART II

Item 6. Exhibit Index

Exhibit Number		Description of Exhibit
10.1	*	Letter agreement dated March 9, 2015 between Noodles & Company and Dan Fogarty.
31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	*	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	**	XBRL Instance Document
101.SCH	**	XBRL Taxonomy Extension Schema Document
101.CAL	**	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	**	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	**	XBRL Taxonomy Extension Presentation Linkbase Document
*	Previously filed with the Registrant's Quarterly Report on Form 10-Q filed with the SEC on May 7, 2015.
**	Exhibit 101 is being filed solely to correct the number of shares outstanding at May 4, 2015 as described in the Explanatory Note to this Form 10-Q/A.

4

SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NOODLES & COMPANY
By:	/s/ DAVE BOENNIGHAUSEN
	Dave Boennighausen Chief Financial Officer
Date	June 4, 2015

5

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Kevin Reddy, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A of Noodles and Company; and

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

Date: June 4, 2015

/s/     KEVIN REDDY

Kevin Reddy

Chairman and Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2                    

CERTIFICATION

I, Dave Boennighausen, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A of Noodles and Company; and

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

Date: June 4, 2015

/s/     DAVE BOENNIGHAUSEN

Dave Boennighausen

Chief Financial Officer

(Principal Financial Officer)

XML

Supplemental Disclosures to Consolidated Statements of Cash Flows (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Supplemental Cash Flow Elements [Abstract]
Interest paid (net of amounts capitalized)	$ 0	$ 73
Income taxes paid	0	81
Changes in purchases of property and equipment accrued in accounts payable, net	$ 0	$ 1,020

XML

Supplemental Financial Information (Property and Equipment) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 30, 2014
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 335,377	$ 334,900
Accumulated depreciation and amortization	(133,492)	(129,327)
Property and equipment, net	201,885	205,573
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	210,555	208,678
Furniture, Fixtures, and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	115,783	114,148
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 9,039	$ 12,074

XML

Borrowings

3 Months Ended

Mar. 31, 2015

Debt Disclosure [Abstract]

Borrowings

Borrowings

The Company has a credit facility with a borrowing capacity of $45.0 million in the form of a revolving line of credit, expiring in November 2018. As of March 31, 2015, the Company had $22.5 million outstanding and $19.6 million available for borrowing under the credit facility. Outstanding letters of credit aggregating $2.9 million reduce the amount available to borrow. The credit facility bore interest at 3.50% during the first quarter of 2015. The Company was in compliance with all of its debt covenants as of March 31, 2015.

XML

Stock-Based Compensation (Stock Incentive Plan) (Details) (Stock Option [Member], USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Stock Option [Member]
Options, Outstanding [Roll Forward]
Outstanding, beginning of period	3,245,264	3,309,872
Granted	176,016	0
Exercised	122,887	142,249
Forfeited	73,315	9,709
Outstanding, end of period	3,225,078	3,157,914
Weighted average fair market value on option grant date	$ 6.23
Stock based compensation expense	$ 161	$ 140
Capitalized stock based compensation expense	$ 41	$ 18

XML

Stock-Based Compensation (Narrative) (Details) (IPO [Member])	May 31, 2013
IPO [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Maximum shares reserved for issuance	3,750,500

XML

Asset Disposals, Closure Costs and Restaurant Impairments (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015 restaurant	Apr. 01, 2014
Property, Plant and Equipment Impairment or Disposal [Abstract]
Restaurant impairments	$ 5,913
Loss on disposal of assets	134	134
Closure costs and other	39	80
Total	$ 6,086	$ 214
Number of restaurants	8

XML

Earnings Per Share (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net (loss) income	$ (2,752)	$ 1,424
Shares:
Basic weighted average shares outstanding (in shares)	29,843,204	29,606,321
Dilutive stock options and warrants (in shares)	0	1,453,003
Diluted weighted average number of shares outstanding (in shares)	29,843,204	31,059,324
Earnings per share:
Basic EPS (USD per share)	$ (0.09)	$ 0.05
Diluted EPS (USD per share)	$ (0.09)	$ 0.05
Antidilutive securities excluded from computation of earnings per share	3,225,078	17,000
Warrant [Member]
Earnings per share:
Antidilutive securities excluded from computation of earnings per share	18,000

XML

Supplemental Financial Information

3 Months Ended

Mar. 31, 2015

Supplemental Financial Information [Abstract]

Supplemental Financial Information

Supplemental Financial Information

Property and equipment, net, consist of the following (in thousands):

	March 31, 2015			December 30, 2014
Leasehold improvements	$	210,555		$	208,678
Furniture, fixtures and equipment	115,783			114,148
Construction in progress	9,039			12,074
	335,377			334,900
Accumulated depreciation and amortization	(133,492		)	(129,327		)
	$	201,885		$	205,573

XML

Acquisition of Franchised Restaurants (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 30, 2014
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract]
Goodwill	$ 6,400	$ 6,400

XML

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 30, 2014
Current assets:
Cash and cash equivalents	$ 1,638	$ 1,906
Accounts receivable	3,849	4,557
Inventories	9,692	9,415
Income tax receivable	1,090	627
Prepaid expenses and other assets	6,648	6,271
Total current assets	22,917	22,776
Property and equipment, net	201,885	205,573
Intangibles	1,960	1,927
Goodwill	6,400	6,400
Other assets, net	2,167	2,227
Total long-term assets	212,412	216,127
Total assets	235,329	238,903
Current liabilities:
Accounts payable	10,828	10,865
Accrued payroll and benefits	8,082	4,704
Accrued expenses and other current liabilities	7,777	8,560
Current deferred tax liabilities, net	1,702	1,702
Total current liabilities	28,389	25,831
Long-term debt	22,460	27,500
Deferred rent	37,144	35,498
Deferred tax liabilities, net	4,968	6,512
Other long-term liabilities	3,583	3,447
Total liabilities	96,544	98,788
Stockholders' equity:
Preferred stock—$0.01 par value, authorized 1,000,000 shares as of March 31, 2015 and December 30, 2014; no shares issued or outstanding	0	0
Common stock—$0.01 par value, authorized 180,000,000 shares as of March 31, 2015 and December 30, 2014; 29,948,078 and 29,820,340 issued and outstanding as of March 31, 2015 and December 30, 2014, respectively	299	298
Treasury stock, at cost, 67,586 shares as of March 31, 2015 and December 30, 2014	(2,848)	(2,848)
Additional paid-in capital	122,361	120,929
Accumulated other comprehensive loss	(11)	0
Retained earnings	18,984	21,736
Total stockholders' equity	138,785	140,115
Total liabilities and stockholders' equity	$ 235,329	$ 238,903

XML

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Operating activities
Net (loss) income	$ (2,752)	$ 1,424
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization	6,919	5,610
Deferred income taxes	(1,544)	0
Restaurant impairment, asset disposals and closure costs	6,080	214
Amortization of debt issuance costs	25	25
Stock-based compensation	161	140
Other noncash	(11)	0
Changes in operating assets and liabilities:
Accounts receivable	708	244
Inventories	(277)	(400)
Prepaid expenses and other assets	(342)	(573)
Accounts payable	459	1,441
Deferred rent	1,646	1,396
Income taxes	(463)	930
Accrued expenses and other liabilities	2,717	(194)
Net cash provided by operating activities	13,326	10,257
Investing activities
Purchases of property and equipment	(9,783)	(11,510)
Net cash used in investing activities	(9,783)	(11,510)
Financing activities
Proceeds from issuance of long-term debt	82,257	41,909
Payments on long-term debt	(87,298)	(41,621)
Acquisition of treasury stock	0	(71)
Proceeds from exercise of stock options, warrants and employee stock purchase plan	1,230	736
Net cash (used in) provided by financing activities	(3,811)	953
Net decrease in cash and cash equivalents	(268)	(300)
Cash and cash equivalents
Beginning of period	1,906	968
End of period	$ 1,638	$ 668

XML

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Schedule of Earnings Per Share

The following table sets forth the computations of basic and diluted earnings per share:

	Fiscal Quarter Ended
	March 31, 2015			April 1, 2014
Net (loss) income (in thousands):	$	(2,752	)	$	1,424
Shares:
Basic weighted average shares outstanding	29,843,204			29,606,321
Dilutive stock options and warrants	—			1,453,003
Diluted weighted average number of shares outstanding	29,843,204			31,059,324
Earnings per share:
Basic EPS	$	(0.09	)	$	0.05
Diluted EPS	$	(0.09	)	$	0.05

XML

Business and Summary and Basis of Presentation (Details) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2015 segment state	Dec. 30, 2014
Franchisor Disclosure [Line Items]
Number of states in which Noodles & Company operates	33
Number of operating segments	1
Number of reportable segments	1
Common stock, par value (USD per share)	$ 0.01	$ 0.01
Number of weeks in fiscal year	364 days	364 days
Company-Owned [Member]
Franchisor Disclosure [Line Items]
Number of restaurants	399
Franchise [Member]
Franchisor Disclosure [Line Items]
Number of restaurants	56

XML

Business and Summary and Basis of Presentation

3 Months Ended

Mar. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business and Summary and Basis of Presentation

Business and Summary and Basis of Presentation

Business

Noodles & Company, (the "Company" or "Noodles & Company"), a Delaware corporation, develops and operates fast casual restaurants that serve globally inspired noodle and pasta dishes, soups, salads and sandwiches. As of March 31, 2015, there were 399 company-owned restaurants and 56 franchise restaurants in 33 states and the District of Columbia. The Company operates its business as one operating and reportable segment.

The accompanying interim unaudited consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States ("U.S. GAAP") for complete financial statements. In the opinion of the Company, all adjustments considered necessary for the fair presentation of the Company's results of operations, financial position and cash flows for the periods presented have been included and are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the audited financial statements and the related notes included in the Company'sAnnual Report on Form 10-K for the fiscal year ended December 30, 2014.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All material intercompany balances and transactions are eliminated in consolidation.

Fiscal Year

The Company operates on a 52- or 53-week fiscal year ending on the Tuesday closest to December 31. Fiscal year 2015, which ends on December 29, 2015, and fiscal year 2014, which ended on December 30, 2014, each contain 52 weeks. Fiscal quarters each contain thirteen weeks, with the exception of the fourth quarter of a 53-week fiscal year, which contains fourteen weeks.

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606)." The pronouncement was issued to clarify the principles for recognizing revenue and to develop a common revenue standard and disclosure requirements for U.S. GAAP and International Financial Reporting Standards ("IFRS"). The pronouncement is effective for annual and interim periods beginning after December 15, 2016, which will require the Company to adopt these provisions in the first quarter of fiscal 2017. Early adoption is not permitted. This pronouncement permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect this guidance will have on the Company's consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.

In August 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updated ("ASU"), "Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern." This update requires management of the Company to evaluate whether there is substantial doubt about the Company’s ability to continue as a going concern. This update is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. The Company does not expect this standard to have an impact on the Company’s consolidated financial position or results of operations.

In April 2015, the FASB issued ASU No. 2015-03, "Interest-Imputation of Interest (subtopic 835-50): Simplifying the Presentation of Debt Issuance Costs." This update requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this update. The update is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted. The adoption of this standard is not expected to have a material effect on the Company's consolidated financial statements.

XML

Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 31, 2015	Dec. 30, 2014
Preferred stock, par value (USD per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (USD per share)	$ 0.01	$ 0.01
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares, issued	29,785,717	29,544,557
Common stock, shares, outstanding	29,785,717	29,544,557
Treasury stock, shares	67,586	65,478

XML

Business and Summary and Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Principles of Consolidation

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All material intercompany balances and transactions are eliminated in consolidation.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

XML

Document and Entity Information Document	3 Months Ended
	Mar. 31, 2015	May 04, 2015
Document Information [Line Items]
Entity Registrant Name	NOODLES & Co
Entity Central Index Key	0001275158
Current Fiscal Year End Date	--12-29
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1
Amendment Flag	false
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		28,472,204
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1,522,098

XML

Supplemental Financial Information (Tables)

3 Months Ended

Mar. 31, 2015

Supplemental Financial Information [Abstract]

Schedule of Property and Equipment

Property and equipment, net, consist of the following (in thousands):

	March 31, 2015			December 30, 2014
Leasehold improvements	$	210,555		$	208,678
Furniture, fixtures and equipment	115,783			114,148
Construction in progress	9,039			12,074
	335,377			334,900
Accumulated depreciation and amortization	(133,492		)	(129,327		)
	$	201,885		$	205,573

XML

Consolidated Statements of Income (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Revenue:
Restaurant revenue	$ 104,782	$ 88,448
Franchising royalties and fees	979	1,071
Total revenue	105,761	89,519
Restaurant operating costs (exclusive of depreciation and amortization shown separately below):
Cost of sales	27,812	23,848
Labor	33,029	27,198
Occupancy	12,218	9,865
Other restaurant operating costs	14,717	12,206
General and administrative	8,418	7,009
Depreciation and amortization	6,919	5,610
Pre-opening	880	1,113
Restaurant impairment, asset disposals and closure costs	6,086	214
Total costs and expenses	110,079	87,063
(Loss) income from operations	(4,318)	2,456
Interest expense	229	20
(Loss) income before income taxes	(4,547)	2,436
(Benefit) provision for income taxes	(1,795)	1,012
Net (loss) income	$ (2,752)	$ 1,424
Earnings per share of Class A and Class B common stock, combined:
Basic (USD per share)	$ (0.09)	$ 0.05
Diluted (USD per share)	$ (0.09)	$ 0.05
Weighted average shares of Class A and Class B common stock outstanding, combined:
Basic (in shares)	29,843,204	29,606,321
Diluted (in shares)	29,843,204	31,059,324

XML

Stock-Based Compensation

3 Months Ended

Mar. 31, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

Stock-Based Compensation

The Company's Stock Incentive Plan, as amended and restated in May of 2013, authorizes the grant of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and incentive bonuses to employees, officers, non-employee directors and other service providers. The number of shares of common stock available for issuance pursuant to awards granted under the Stock Incentive Plan shall not exceed 3,750,500.

6. Stock-Based Compensation (continued)

The following table presents information related to the Stock Incentive Plan (in thousands, except share and per share amounts):

	Fiscal Quarter Ended
	March 31, 2015		April 1, 2014
Outstanding, beginning of period	3,245,264		3,309,872
Granted	176,016		—
Exercised	122,887		142,249
Forfeited	73,315		9,709
Outstanding, end of period	3,225,078		3,157,914
Weighted average fair market value on option grant date	$	6.23	N/A
Stock based compensation expense	$	161	$	140
Capitalized stock based compensation expense	$	41	$	18

XML

Income Taxes

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The following table presents the Company's (benefit) provision for income taxes for the first quarter ended March 31, 2015 and April 1, 2014 (dollars in thousands):

	Fiscal Quarter Ended
	March 31, 2015			April 1, 2014
(Benefit) provision for income taxes	$	(1,795	)	$	1,012
Effective tax rate	39.5		%	41.5		%

The 2015 estimated annual effective tax rate is expected to be between 39% and 40% compared to 38.4% for 2014. The effective tax rate for the first quarter of 2015 reflects a projected federal tax rate of 34%, compared to 35% for the first quarter of 2014.

XML

Supplemental Disclosures to Consolidated Statements of Cash Flows (Tables)

3 Months Ended

Mar. 31, 2015

Supplemental Cash Flow Elements [Abstract]

Schedule of Cash Flow, Supplemental Disclosures

The following table presents the supplemental disclosures to the consolidated statements of cash flows for the first quarters ended March 31, 2015 and April 1, 2014 (in thousands):

	March 31, 2015		April 1, 2014
Interest paid (net of amounts capitalized)	$	—	$	73
Income taxes paid	—		81
Changes in purchases of property and equipment accrued in accounts payable, net	—		1,020

XML

Income Taxes (Tables)

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Schedule of Provision for Income Taxes

The following table presents the Company's (benefit) provision for income taxes for the first quarter ended March 31, 2015 and April 1, 2014 (dollars in thousands):

	Fiscal Quarter Ended
	March 31, 2015			April 1, 2014
(Benefit) provision for income taxes	$	(1,795	)	$	1,012
Effective tax rate	39.5		%	41.5		%

XML

Supplemental Disclosures to Consolidated Statements of Cash Flows

3 Months Ended

Mar. 31, 2015

Supplemental Cash Flow Elements [Abstract]

Supplemental Disclosures to Consolidated Statements of Cash Flows

Supplemental Disclosures to Consolidated Statements of Cash Flows

The following table presents the supplemental disclosures to the consolidated statements of cash flows for the first quarters ended March 31, 2015 and April 1, 2014 (in thousands):

	March 31, 2015		April 1, 2014
Interest paid (net of amounts capitalized)	$	—	$	73
Income taxes paid	—		81
Changes in purchases of property and equipment accrued in accounts payable, net	—		1,020

XML

Asset Disposals, Closure Costs and Restaurant Impairments (Notes)

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment Impairment or Disposal [Abstract]

Restaurant Impairments, Asset Disposals and Closure Costs

Restaurant Impairments, Asset Disposals and Closure Costs

The following table presents restaurant impairments, asset disposals and closure costs for the first quarter ended March 31, 2015 and April 1, 2014 (in thousands):

	Fiscal Quarter Ended
	March 31, 2015		April 1, 2014
Restaurant impairments	$	5,913	$	—
Loss on disposal of assets	134		134
Closure costs and other	39		80
	$	6,086	$	214

During the quarter ended March 31, 2015, the Company recognized restaurant impairment expense of $5.9 million, primarily related to management's current assessment of the expected future cash flows at eight restaurants, based on recent results. Impairment expense is a Level 3 fair value measure and was determined by comparing the carrying value of restaurant assets to the estimated fair market value, which is based on projected cash flows. Fair value is generally determined based on appraisals or sales prices of comparable assets and estimates of future cash flows. These expenses are included in the "Restaurant impairment, asset disposals and closure costs" line in the Consolidated Statements of Income.

XML

Earnings Per Share

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

Earnings per share ("EPS") is calculated by dividing income available to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted earnings per share ("diluted EPS") is calculated using income available to common stockholders divided by diluted weighted-average shares of common stock outstanding during each period. Potentially dilutive securities include shares of common stock underlying stock options and warrants.

8. Earnings Per Share (continued)

The following table sets forth the computations of basic and diluted earnings per share:

	Fiscal Quarter Ended
	March 31, 2015			April 1, 2014
Net (loss) income (in thousands):	$	(2,752	)	$	1,424
Shares:
Basic weighted average shares outstanding	29,843,204			29,606,321
Dilutive stock options and warrants	—			1,453,003
Diluted weighted average number of shares outstanding	29,843,204			31,059,324
Earnings per share:
Basic EPS	$	(0.09	)	$	0.05
Diluted EPS	$	(0.09	)	$	0.05

Potential common shares are excluded from the computation of diluted (loss) earnings per share when the effect would be anti-dilutive. All potential common shares are anti-dilutive in periods of net loss. In the first quarters of 2015 and 2014, there were 3,225,078 and 17,000 outstanding options, respectively, excluded from the diluted earnings per share calculation because they were anti-dilutive. Additionally, 18,000 outstanding warrants were anti-dilutive and were excluded in the calculation of diluted earnings per share for the first quarter of 2015.

XML

Commitments and Contingencies

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

In the normal course of business, the Company is subject to other proceedings, lawsuits and claims, including those matters that the Company has previously disclosed and for which there is no material update. Consequently, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of March 31, 2015. These matters could affect the operating results of any one financial reporting period when resolved in future periods. Management believes that an unfavorable outcome with respect to these matters is remote or a potential range of loss is not material to the Company's consolidated financial statements. Significant increases in the number of these claims, or one or more successful claims that result in greater liabilities than the Company currently anticipates, could materially and adversely affect the Company's business, financial condition, results of operations or cash flows.

XML

Asset Disposals, Closure Costs and Restaurant Impairments (Tables)

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment Impairment or Disposal [Abstract]

Impaired Assets to be Disposed of by Method Other than Sale

The following table presents restaurant impairments, asset disposals and closure costs for the first quarter ended March 31, 2015 and April 1, 2014 (in thousands):

	Fiscal Quarter Ended
	March 31, 2015		April 1, 2014
Restaurant impairments	$	5,913	$	—
Loss on disposal of assets	134		134
Closure costs and other	39		80
	$	6,086	$	214

XML

Borrowings (Details) (USD $)	3 Months Ended
	Mar. 31, 2015
Line of Credit Facility [Line Items]
Amount outstanding	22,500,000
Remaining borrowing capacity	19,600,000
Letters of credit outstanding	2,900,000
Revolving Line of Credit [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	45,000,000
Minimum [Member]
Line of Credit Facility [Line Items]
Interest rate	3.50%

XML

Consolidated Statements of Comprehensive Income Statement (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Apr. 01, 2014
Net (loss) income	$ (2,752)	$ 1,424
Cash flow hedges:
Foreign currency translation adjustments	(11)	0
Other comprehensive loss	(11)	0
Comprehensive (loss) income	$ (2,763)	$ 1,424

XML

Fair Value Measurements

3 Months Ended

Mar. 31, 2015

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and all other current liabilities approximate fair values due to the short maturities of these instruments. The carrying amounts of borrowings approximate fair value as interest rates on the the line of credit borrowings vary with market interest rates and negotiated terms and conditions are consistent with current market rates. The fair value of our line of credit borrowings is measured using Level 2 inputs.

Adjustments to the fair value of non-financial assets measured at fair value on a non-recurring basis as of March 31, 2015 are discussed in Note 7-Restaurant Impairments, Asset Disposals and Closure Costs. There were no adjustments to the fair values of non-financial assets measured at fair value on a non-recurring basis as of April 1, 2014.

XML

Income Taxes (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		12 Months Ended
	Mar. 31, 2015	Apr. 01, 2014	Dec. 30, 2014
Income Tax Contingency [Line Items]
(Benefit) provision for income taxes	$ (1,795)	$ 1,012
Effective tax rate	39.50%	41.50%	38.40%
Income tax rate	34.00%	35.00%
Minimum [Member]
Income Tax Contingency [Line Items]
Estimated effective tax rate	39.00%
Maximum [Member]
Income Tax Contingency [Line Items]
Estimated effective tax rate	40.00%

XML

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-based Compensation, Stock Options, Activity

The following table presents information related to the Stock Incentive Plan (in thousands, except share and per share amounts):

	Fiscal Quarter Ended
	March 31, 2015		April 1, 2014
Outstanding, beginning of period	3,245,264		3,309,872
Granted	176,016		—
Exercised	122,887		142,249
Forfeited	73,315		9,709
Outstanding, end of period	3,225,078		3,157,914
Weighted average fair market value on option grant date	$	6.23	N/A
Stock based compensation expense	$	161	$	140
Capitalized stock based compensation expense	$	41	$	18