x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 84-1303469 | |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) | |
520 Zang Street, Suite D | 80021 | |
Broomfield, CO | ||
(Address of Principal Executive Offices) | (Zip Code) |
Title of each class | Name of each exchange on which registered | |
Common stock, par value $0.01 per share | NASDAQ (Global Select Market) |
¨ Large accelerated filer | x Accelerated filer | ¨ Non-accelerated filer (do not check if a smaller reporting company) | ¨ Smaller reporting company |
Page | ||
PART I | ||
ITEM 1. | ||
ITEM 1A. | ||
ITEM 1B. | ||
ITEM 2. | ||
ITEM 3. | ||
ITEM 4. | ||
PART II | ||
ITEM 5. | ||
ITEM 6. | ||
ITEM 7. | ||
ITEM 7A. | ||
ITEM 8. | ||
ITEM 9. | ||
ITEM 9A. | ||
ITEM 9B. | ||
PART III | ||
ITEM 10. | ||
ITEM 11. | ||
ITEM 12. | ||
ITEM 13. | ||
ITEM 14. | ||
PART IV | ||
ITEM 15. | ||
SIGNATURES | ||
EXHIBITS |
• | Local Relationship Marketing. We differentiate our business through an innovative, community-based approach to building brand awareness and customer loyalty. We use a wide range of local marketing initiatives to increase the frequency of and occasions for visits, and to encourage people to get to know us better, try our food and bring their friends. We empower our local restaurant managers to selectively organize events to bring new customers into our restaurants. For example, we offer fundraising nights to build our partnerships with our community organizations and schools, and we hold "Appreciation Days" for our customers to showcase our menu offerings. |
• | Outdoor, Radio, and Digital Advertising. In select markets where we have economies of scale, we utilize traditional advertising methods such as outdoor billboards and transit stations, as well as radio placement. Additionally, we use targeted digital advertising in many of our markets. We believe these efforts help to increase top of mind awareness with potential customers and drive both frequency and trial. In addition, digital advertising provides us with the opportunity to promote specific product platforms and offerings such as online ordering. |
• | Our Menu Offerings. We focus some of our marketing efforts on new menu offerings to broaden our appeal to our customers. We promote these items through a variety of formats including market-wide public relations events, social media marketing, radio promotions, tastings and email blasts to our e-club. In addition to increasing brand awareness, these promotions also encourage prompt consumer action, resulting in more immediate increases in our customer traffic. |
• | Online, Social and Other Media Tools. We rely on our website, www.noodles.com, to promote our business and increase brand awareness. The information on or available through our website is not, and should not be considered, a part of this report. Our customers are encouraged to sign up to receive email communication or Noodlegrams, updating them on new menu offerings and promotional opportunities. As of December 29, 2015, more than 1,300,000 of our customers have signed up to receive Noodlegrams. We also communicate with our customers using social media, such as our Facebook and Instagram pages, our YouTube channel and our Twitter feed. Our media tools also include editorial placements in local, regional and national print/online media. |
• | Creating New Meal Occasions. We also focus on ways Noodles & Company can serve customers at different times and in new places. For example, with our core demographic target being the career-minded millennial parent, we introduced a new Kids Meal menu in fall of 2015. Created for the future foodies of the world, children aged ten and under are invited to design their own meal made fresh-to-order, with quality ingredients, by choosing their entrée, two sides and a drink for just $5. Customers who want to feed a large group can enjoy our three catering options: NoodlesBar, serving buffet style meals for 20 or more people comprised of main entrées, sides and desserts; A La Carte individual pans that serve up to 10 people each and are great for adding variety to larger spreads or feeding a small get together; and Square Bowls, which are family-style take-out offerings of our noodles, pastas and salads that generally feed up to four people. We market these offerings in a variety of ways, including through in-restaurant posters, email Noodlegrams, Facebook posts and other communications outside of our restaurants. |
• | Making Noodles & Company Easier to Use. Some of our marketing efforts focus on making our restaurants easier to use. We seek to deliver superior customer service at every opportunity, generating consumer awareness of menu offerings with in-restaurant communications by providing displays of our menu offerings and beer and wine selection that are visible upon entry, chalkboards featuring new menu offerings and fresh ingredients and table top cards that highlight healthy food offerings. By providing multiple points of access to our wide variety of menu offerings, we seek to optimize our customers’ in-restaurant experience to increase the frequency of our customers’ visits. Our efforts also utilize tools like online ordering. |
Name | Age(1) | Position | ||
Kevin Reddy | 58 | Chairman and Chief Executive Officer | ||
Dave Boennighausen | 38 | Chief Financial Officer | ||
Mark Mears | 54 | Executive Vice President and Chief Marketing Officer | ||
Phil Petrilli | 46 | Executive Vice President of Operations | ||
Paul Strasen | 59 | Executive Vice President, General Counsel and Secretary | ||
Kathy Lockhart | 51 | Vice President and Controller |
(1) | As of March 1, 2016 |
• | site selection; |
• | negotiating leases with acceptable terms; |
• | identifying, hiring and training qualified employees in each local market; |
• | the state of the labor market in each local market and the presence of heightened minimum wage or enhanced healthcare regulations; |
• | timely delivery of leased premises to use from our landlords and punctual commencement of our build-out construction activities; |
• | managing construction and development costs of new restaurants, particularly in competitive markets; |
• | avoiding the impact of inclement weather, natural disasters and other calamities; |
• | obtaining construction materials and labor at acceptable costs, particularly in urban markets; |
• | securing required governmental approvals, permits and licenses (including construction and other permits) in a timely manner and responding effectively to any changes in local, state or federal laws and regulations that could adversely affect our costs or ability to open new restaurants; and |
• | accessing sufficient capital, which is expected to come from cash flow from operations and third party funding. |
• | identification and availability of locations with the appropriate size, traffic patterns, local retail and business attractions and infrastructure that will drive high levels of customer traffic and sales per unit; |
• | demographics of the populations surrounding the restaurant sites; |
• | competition in new markets, including competition for restaurant sites; |
• | financial conditions affecting developers and potential landlords, such as the effects of macro-economic conditions and the credit market, which could lead to these parties delaying or canceling development projects (or renovations of existing projects), in turn reducing the number of appropriate locations available; |
• | developers and potential landlords obtaining licenses or permits for development projects on a timely basis; |
• | proximity of potential development sites to an existing location; |
• | anticipated commercial, residential and infrastructure development near our new restaurants; and |
• | availability of acceptable lease arrangements. |
• | consumer awareness, understanding and support of our brand; |
• | general economic conditions, which can affect restaurant traffic, local labor costs and prices we pay for the food products and other supplies we use; |
• | changes in consumer preferences, including the types of food that are popular and concerns about healthy eating, and discretionary spending; |
• | competition, either from our competitors in the restaurant industry or our own restaurants; |
• | temporary and permanent site characteristics of new restaurants; and |
• | changes in government regulation. |
• | overtime rules; |
• | mandatory health benefits; |
• | vacation accruals; |
• | paid leaves of absence, including paid sick leave; and |
• | tax reporting. |
• | the difficulty of integrating operations and personnel; |
• | the potential disruption to our ongoing business; |
• | the potential distraction of management, the inability to maintain uniform standards, controls procedures and policies; and |
• | the impairment of relations with team members and customers as a result of changes in ownership and management. |
State | Company- owned | Franchised | Total | ||||||
Arizona | 2 | — | 2 | ||||||
California | 22 | — | 22 | ||||||
Colorado | 60 | — | 60 | ||||||
Connecticut | — | 3 | 3 | ||||||
Delaware | 3 | — | 3 | ||||||
District of Columbia | 1 | — | 1 | ||||||
Florida | 5 | — | 5 | ||||||
Idaho | 5 | — | 5 | ||||||
Illinois | 53 | 5 | 58 | ||||||
Indiana | 21 | — | 21 | ||||||
Iowa | 10 | 1 | 11 | ||||||
Kansas | 9 | — | 9 | ||||||
Kentucky | 2 | 4 | 6 | ||||||
Maryland | 27 | — | 27 | ||||||
Massachusetts | — | 6 | 6 | ||||||
Michigan | — | 19 | 19 | ||||||
Minnesota | 44 | 1 | 45 | ||||||
Missouri | 4 | 8 | 12 | ||||||
Montana | — | 2 | 2 | ||||||
Nebraska | — | 6 | 6 | ||||||
New Hampshire | — | 2 | 2 | ||||||
New Jersey | 4 | — | 4 | ||||||
New York | 1 | 5 | 6 | ||||||
North Carolina | 16 | — | 16 | ||||||
North Dakota | — | 3 | 3 | ||||||
Ohio | 19 | — | 19 | ||||||
Oklahoma | 2 | — | 2 | ||||||
Oregon | 8 | — | 8 | ||||||
Pennsylvania | 12 | — | 12 | ||||||
South Dakota | — | 2 | 2 | ||||||
Tennessee | 5 | — | 5 | ||||||
Texas | 3 | — | 3 | ||||||
Utah | 14 | — | 14 | ||||||
Virginia | 32 | — | 32 | ||||||
Washington | 1 | — | 1 | ||||||
Wisconsin | 36 | 3 | 39 | ||||||
Canada | 1 | — | 1 | ||||||
422 | 70 | 492 |
ITEM 5. | Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
High | Low | |||||||
Fiscal Year 2015 | ||||||||
First quarter (December 31, 2014 - March 31, 2015) | $ | 28.02 | $ | 17.18 | ||||
Second quarter (April 1, 2015 - June 30, 2015) | $ | 21.41 | $ | 14.28 | ||||
Third quarter (July 1, 2015 - September 29, 2015) | $ | 15.88 | $ | 11.20 | ||||
Fourth quarter (September 30, 2015 - December 29, 2015) | $ | 14.95 | $ | 10.02 | ||||
Fiscal Year 2014 | ||||||||
First quarter (January 1, 2014 - April 1, 2014) | $ | 41.54 | $ | 33.40 | ||||
Second quarter (April 2, 2014 - July 1, 2014) | $ | 39.30 | $ | 30.28 | ||||
Third quarter (July 2, 2014 - September 30, 2014) | $ | 34.32 | $ | 17.15 | ||||
Fourth quarter (October 1, 2014 - December 30, 2014) | $ | 27.00 | $ | 18.58 |
Fiscal Year Ended | ||||||||||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | January 1, 2013 | January 3, 2012 | ||||||||||||||||
(dollars in thousands) | ||||||||||||||||||||
Statements of Income Data: | ||||||||||||||||||||
Revenue: | ||||||||||||||||||||
Restaurant revenue | $ | 450,482 | $ | 398,993 | $ | 347,140 | $ | 297,264 | $ | 253,467 | ||||||||||
Franchising royalties and fees | 4,969 | 4,748 | 3,784 | 3,146 | 2,599 | |||||||||||||||
Total revenue | 455,451 | 403,741 | 350,924 | 300,410 | 256,066 | |||||||||||||||
Costs and Expenses: | ||||||||||||||||||||
Restaurant operating costs (exclusive of depreciation and amortization, shown separately below): | ||||||||||||||||||||
Cost of sales | 120,455 | 107,217 | 91,892 | 78,997 | 66,419 | |||||||||||||||
Labor | 143,145 | 120,492 | 104,040 | 89,435 | 75,472 | |||||||||||||||
Occupancy | 50,300 | 42,540 | 35,173 | 29,323 | 25,208 | |||||||||||||||
Other restaurant operating costs | 63,549 | 52,580 | 44,078 | 36,380 | 32,031 | |||||||||||||||
General and administrative(1) | 37,244 | 31,394 | 35,893 | 29,081 | 26,463 | |||||||||||||||
Depreciation and amortization | 27,802 | 24,787 | 20,623 | 16,719 | 14,501 | |||||||||||||||
Pre-opening | 4,407 | 4,425 | 3,809 | 3,145 | 2,327 | |||||||||||||||
Restaurant impairments, closure costs and asset disposals | 29,616 | 1,391 | 1,164 | 1,278 | 1,629 | |||||||||||||||
Total costs and expenses | 476,518 | 384,826 | 336,672 | 284,358 | 244,050 | |||||||||||||||
(Loss) income from operations | (21,067 | ) | 18,915 | 14,252 | 16,052 | 12,016 | ||||||||||||||
Debt extinguishment expense | — | — | 624 | 2,646 | 275 | |||||||||||||||
Interest expense | 1,432 | 365 | 2,196 | 5,028 | 6,132 | |||||||||||||||
(Loss) income before income taxes | (22,499 | ) | 18,550 | 11,432 | 8,378 | 5,609 | ||||||||||||||
(Benefit) provision for income taxes | (8,734 | ) | 7,122 | 4,767 | 3,215 | 1,780 | ||||||||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | $ | 5,163 | $ | 3,829 |
(1) | 2013 included $0.5 million, and 2012 and 2011 each included $1.0 million of management fee expense, respectively, in accordance with our management services agreement and through the Class C common stock dividend paid to the holder of the one outstanding share of our Class C common stock. In connection with our IPO, the management services agreement expired, and the one share of Class C common stock was redeemed. In the second quarter of 2013, we incurred $5.7 million of IPO-related expenses: $2.0 million of stock-based compensation related to accelerated vesting of outstanding stock options, $1.2 million of stock-based compensation related to stock options granted to our Chief Executive Officer and then-President and Chief Operating Officer of which 50% were vested at grant, $1.7 million of transaction bonuses and related payroll taxes and $0.8 million in transaction payments to our Equity Sponsors. Additionally, we incurred $0.7 million of expenses related to our follow-on offering which closed in December of 2013. |
Fiscal Year Ended | ||||||||||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | January 1, 2013 | January 3, 2012 | ||||||||||||||||
(in thousands, except share and per share data and restaurants) | ||||||||||||||||||||
(Loss) earnings per Class A and Class B common share, combined: | ||||||||||||||||||||
Basic | $ | (0.48 | ) | $ | 0.38 | $ | 0.25 | $ | 0.22 | $ | 0.16 | |||||||||
Diluted | $ | (0.48 | ) | $ | 0.37 | $ | 0.24 | $ | 0.22 | $ | 0.16 | |||||||||
Weighted average Class A and Class B common shares outstanding, combined: | ||||||||||||||||||||
Basic | 28,938,901 | 29,717,304 | 26,406,904 | 23,238,984 | 23,237,698 | |||||||||||||||
Diluted | 28,938,901 | 31,001,099 | 27,688,629 | 23,265,542 | 23,237,698 | |||||||||||||||
Selected Operating Data: | ||||||||||||||||||||
Company-owned restaurants at end of period | 422 | 386 | 318 | 276 | 239 | |||||||||||||||
Franchise-owned restaurants at end of period | 70 | 53 | 62 | 51 | 45 | |||||||||||||||
Company-owned: | ||||||||||||||||||||
Average unit volumes(1) | $ | 1,103 | $ | 1,147 | $ | 1,179 | $ | 1,178 | $ | 1,147 | ||||||||||
Comparable restaurant sales(2) | (0.2 | )% | 0.3 | % | 3.4 | % | 5.2 | % | 4.2 | % | ||||||||||
Restaurant contribution(3) | $ | 73,032 | $ | 76,165 | $ | 71,957 | $ | 63,129 | $ | 54,337 | ||||||||||
as a percentage of restaurant revenue | 16.2 | % | 19.1 | % | 20.7 | % | 21.2 | % | 21.4 | % |
As of | ||||||||||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | January 1, 2013 | January 3, 2012 | ||||||||||||||||
(in thousands) | ||||||||||||||||||||
Balance Sheet Data: | ||||||||||||||||||||
Total current assets | $ | 25,401 | $ | 22,776 | $ | 18,333 | $ | 16,154 | $ | 12,879 | ||||||||||
Total assets(4) | 239,961 | 238,539 | 187,350 | 155,957 | 122,814 | |||||||||||||||
Total current liabilities | 32,914 | 25,831 | 24,165 | 23,760 | 20,557 | |||||||||||||||
Total long-term debt(4) | 67,732 | 27,136 | 5,860 | 92,693 | 74,012 | |||||||||||||||
Total liabilities(4) | 146,189 | 98,424 | 62,877 | 141,949 | 115,291 | |||||||||||||||
Temporary equity | — | — | — | 3,601 | 2,572 | |||||||||||||||
Total stockholders' equity | 93,772 | 140,115 | 124,473 | 10,407 | 4,951 |
(1) | AUVs consist of average annualized sales of all company-owned restaurants over the trailing 12 periods in a typical operating year. |
(2) | Comparable restaurant sales represent year-over-year sales for restaurants open for at least 18 full periods. |
(3) | Restaurant contribution represents restaurant revenue less restaurant operating costs which are cost of sales, labor, occupancy and other restaurant operating costs. |
(4) | As of December 29, 2015, the Company early adopted Accounting Standards Update ("ASU") 2015-03 "Interest-Imputation of Interest (Subtopic 835-30)." The adoption was retrospective to all prior periods presented. Total assets, long-term debt and total liabilities have been reduced by $0.4 million, $0.5 million, $1.0 million and $3.5 million as of December 30, 2014, December 31, 2013, January 1, 2013 and January 3, 2012, respectively. |
• | consumer recognition of our brand and our ability to respond to changing consumer preferences; |
• | overall economic trends, particularly those related to consumer spending; |
• | our ability to operate restaurants effectively and efficiently to meet consumer expectations; |
• | pricing; |
• | per person spend and average check amount; |
• | marketing and promotional efforts; |
• | local competition; |
• | trade area dynamics; |
• | introduction of new and seasonal menu items and limited time offerings; and |
• | opening of new restaurants in the vicinity of existing locations. |
Fiscal Year Ended | ||||||||||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | January 1, 2013 | January 3, 2012 | ||||||||||||||||
(in thousands) | ||||||||||||||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | $ | 5,163 | $ | 3,829 | |||||||||
Depreciation and amortization | 27,802 | 24,787 | 20,623 | 16,719 | 14,501 | |||||||||||||||
Interest expense | 1,432 | 365 | 2,196 | 5,028 | 6,132 | |||||||||||||||
(Benefit) provision for income taxes | (8,734 | ) | 7,122 | 4,767 | 3,215 | 1,780 | ||||||||||||||
EBITDA | $ | 6,735 | $ | 43,702 | $ | 34,251 | $ | 30,125 | $ | 26,242 | ||||||||||
Debt extinguishment expense | — | — | 624 | 2,646 | 275 | |||||||||||||||
Restaurant impairments, closure costs and asset disposals | 29,616 | 1,391 | 1,164 | 1,278 | 1,629 | |||||||||||||||
Management fees(a) | — | — | 500 | 1,000 | 1,014 | |||||||||||||||
Stock-based compensation expense | 1,469 | 1,330 | 1,127 | 1,234 | 1,328 | |||||||||||||||
IPO-related expenses(b) | — | — | 5,667 | — | — | |||||||||||||||
Follow-on offering expenses(c) | — | — | 696 | — | — | |||||||||||||||
Transaction costs(d) | — | 100 | — | — | — | |||||||||||||||
Litigation reserves | 200 | — | — | — | — | |||||||||||||||
Adjusted EBITDA | $ | 38,020 | $ | 46,523 | $ | 44,029 | $ | 36,283 | $ | 30,488 |
(a) | Fiscal year 2013 included $0.5 million in management fee expense, and fiscal years 2012 and 2011 each included $1.0 million of management fee expense, in accordance with our management services agreement and through the Class C common stock dividend paid to the holder of the one outstanding share of our Class C common stock. In connection with our IPO, the management services agreement expired and the one share of Class C common stock was redeemed. |
(b) | Reflects certain expenses incurred in conjunction with the closing of our IPO. This amount includes $2.0 million of stock-based compensation related to accelerated vesting of outstanding stock options, $1.2 million of stock-based compensation related to stock options granted to our Chief Executive Officer and then-President and Chief Operating Officer of which 50% were vested at grant, $1.7 million of transaction bonuses and related payroll tax and $0.8 million in transaction payments to our Equity Sponsors. |
(c) | Reflects $0.7 million of offering expenses related to our follow-on offering completed in December of 2013. |
(d) | Expenses related to the purchase of 19 franchise restaurants. See Note 2-Business Combinations in the consolidated financial statements. |
Fiscal Year Ended | |||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | |||||||
Company-Owned Restaurant Activity | |||||||||
Beginning of period | 386 | 318 | 276 | ||||||
Openings | 51 | 49 | 43 | ||||||
Acquisitions(1) | 1 | 19 | — | ||||||
Closures and relocations(2) | (16 | ) | — | (1 | ) | ||||
Restaurants at end of period | 422 | 386 | 318 | ||||||
Franchise Restaurant Activity | |||||||||
Beginning of period | 53 | 62 | 51 | ||||||
Openings | 19 | 10 | 11 | ||||||
Divestitures(1) | (1 | ) | (19 | ) | — | ||||
Closures and relocations(2) | (1 | ) | — | — | |||||
Restaurants at end of period | 70 | 53 | 62 | ||||||
Total restaurants | 492 | 439 | 380 |
(1) | Represents franchise restaurants acquired by the Company. |
(2) | We account for relocated restaurants under both restaurant openings and closures and relocations. |
Fiscal Year Ended | |||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | |||||||
Revenue: | |||||||||
Restaurant revenue | 98.9 | % | 98.8 | % | 98.9 | % | |||
Franching royalties and fees | 1.1 | 1.2 | 1.1 | ||||||
Total revenue | 100.0 | 100.0 | 100.0 | ||||||
Costs and expenses: | |||||||||
Restaurant operating costs (exclusive of depreciation and amortization, shown separately below):(1) | |||||||||
Cost of sales | 26.7 | 26.9 | 26.5 | ||||||
Labor | 31.8 | 30.2 | 30.0 | ||||||
Occupancy | 11.2 | 10.7 | 10.1 | ||||||
Other restaurant operating costs | 14.1 | 13.2 | 12.7 | ||||||
General and administrative(2) | 8.2 | 7.8 | 10.2 | ||||||
Depreciation and amortization | 6.1 | 6.1 | 5.9 | ||||||
Pre-opening | 1.0 | 1.1 | 1.1 | ||||||
Restaurant impairments, closure costs and asset disposals | 6.5 | 0.3 | 0.3 | ||||||
Total costs and expenses | 104.6 | 95.3 | 95.9 | ||||||
(Loss) income from operations | (4.6 | ) | 4.7 | 4.1 | |||||
Debt extinguishment expense | — | — | 0.2 | ||||||
Interest expense | 0.3 | 0.1 | 0.6 | ||||||
(Loss) income before income taxes | (4.9 | ) | 4.6 | 3.3 | |||||
(Benefit) provision for income taxes | (1.9 | ) | 1.8 | 1.4 | |||||
Net (loss) income | (3.0 | )% | 2.8 | % | 1.9 | % |
(1) | As a percentage of restaurant revenue. |
(2) | Fiscal year 2013 included $500,000 of management fee expense, in accordance with our management services agreement and through the Class C common stock dividend paid to the holder of the one outstanding share of our Class C common stock. In connection with our IPO, the management services agreement expired, and the one share of Class C common stock was redeemed. Additionally, we incurred $0.7 million of expenses related to our follow-on offering which closed in December of 2013. |
Fiscal Year Ended | Increase / (Decrease) | ||||||||||||||
December 29, 2015 | December 30, 2014 | $ | % | ||||||||||||
(dollars in thousands) | |||||||||||||||
Statements of Income Data: | |||||||||||||||
Revenue: | |||||||||||||||
Restaurant revenue | $ | 450,482 | $ | 398,993 | $ | 51,489 | 12.9 | % | |||||||
Franchising royalties and fees | 4,969 | 4,748 | 221 | 4.7 | |||||||||||
Total revenue | 455,451 | 403,741 | 51,710 | 12.8 | |||||||||||
Costs and Expenses: | |||||||||||||||
Restaurant operating costs (exclusive of depreciation and amortization, shown separately below): | |||||||||||||||
Cost of sales | 120,455 | 107,217 | 13,238 | 12.3 | |||||||||||
Labor | 143,145 | 120,492 | 22,653 | 18.8 | |||||||||||
Occupancy | 50,300 | 42,540 | 7,760 | 18.2 | |||||||||||
Other restaurant operating costs | 63,549 | 52,580 | 10,969 | 20.9 | |||||||||||
General and administrative | 37,244 | 31,394 | 5,850 | 18.6 | |||||||||||
Depreciation and amortization | 27,802 | 24,787 | 3,015 | 12.2 | |||||||||||
Pre-opening | 4,407 | 4,425 | (18 | ) | (0.4 | ) | |||||||||
Restaurant impairments, closure costs and asset disposals | 29,616 | 1,391 | 28,225 | * | |||||||||||
Total costs and expenses | 476,518 | 384,826 | 91,692 | 23.8 | |||||||||||
(Loss) income from operations | (21,067 | ) | 18,915 | (39,982 | ) | * | |||||||||
Interest expense | 1,432 | 365 | 1,067 | * | |||||||||||
(Loss) income before income taxes | (22,499 | ) | 18,550 | (41,049 | ) | * | |||||||||
(Benefit) provision for income taxes | (8,734 | ) | 7,122 | (15,856 | ) | * | |||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | (25,193 | ) | * |
* | Not meaningful. |
Fiscal Year Ended | Increase / (Decrease) | ||||||||||||||
December 30, 2014 | December 31, 2013 | $ | % | ||||||||||||
(dollars in thousands) | |||||||||||||||
Statements of Income Data: | |||||||||||||||
Revenue: | |||||||||||||||
Restaurant revenue | $ | 398,993 | $ | 347,140 | $ | 51,853 | 14.9 | % | |||||||
Franchising royalties and fees | 4,748 | 3,784 | 964 | 25.5 | |||||||||||
Total revenue | 403,741 | 350,924 | 52,817 | 15.1 | |||||||||||
Costs and Expenses: | |||||||||||||||
Restaurant operating costs (exclusive of depreciation and amortization, shown separately below): | |||||||||||||||
Cost of sales | 107,217 | 91,892 | 15,325 | 16.7 | |||||||||||
Labor | 120,492 | 104,040 | 16,452 | 15.8 | |||||||||||
Occupancy | 42,540 | 35,173 | 7,367 | 20.9 | |||||||||||
Other restaurant operating costs | 52,580 | 44,078 | 8,502 | 19.3 | |||||||||||
General and administrative(1) | 31,394 | 35,893 | (4,499 | ) | (12.5 | ) | |||||||||
Depreciation and amortization | 24,787 | 20,623 | 4,164 | 20.2 | |||||||||||
Pre-opening | 4,425 | 3,809 | 616 | 16.2 | |||||||||||
Restaurant impairments, closure costs and asset disposals | 1,391 | 1,164 | 227 | 19.5 | |||||||||||
Total costs and expenses | 384,826 | 336,672 | 48,154 | 14.3 | |||||||||||
Income from operations | 18,915 | 14,252 | 4,663 | 32.7 | |||||||||||
Debt extinguishment expense | — | 624 | (624 | ) | * | ||||||||||
Interest expense | 365 | 2,196 | (1,831 | ) | (83.4 | ) | |||||||||
Income before income taxes | 18,550 | 11,432 | 7,118 | 62.3 | |||||||||||
Provision for income taxes | 7,122 | 4,767 | 2,355 | 49.4 | |||||||||||
Net income | $ | 11,428 | $ | 6,665 | $ | 4,763 | 71.5 | % |
* | Not meaningful. |
(1) | Fiscal year 2013 included $500,000 of management fee expense, in accordance with our management services agreement and through the Class C common stock dividend paid to the holder of the one outstanding share of our Class C common stock. In connection with our IPO, the management services agreement expired and the one share of Class C common stock was redeemed. Additionally, we incurred $0.7 million of expenses related to our follow-on offering which closed in December of 2013. |
Quarter Ended | |||||||||||||||||||||||
December 29, 2015 | September 29, 2015 | June 30, 2015 | March 31, 2015 | December 30, 2014 | September 30, 2014 | July 1, 2014 | April 1, 2014 | ||||||||||||||||
(dollars in thousands, unaudited) | |||||||||||||||||||||||
Total revenue | $117,128 | $117,328 | $115,233 | $105,761 | $108,546 | $106,216 | $99,459 | $89,519 | |||||||||||||||
Net (loss) income | (4,254 | ) | (9,821 | ) | 3,062 | (2,752 | ) | 3,535 | 2,943 | 3,527 | 1,424 | ||||||||||||
Selected Operating Data: | |||||||||||||||||||||||
Company-owned restaurants at end of period | 422 | 424 | 411 | 399 | 386 | 370 | 343 | 331 | |||||||||||||||
Franchise-owned restaurants at end of period | 70 | 64 | 61 | 56 | 53 | 55 | 67 | 63 | |||||||||||||||
Company-owned: | |||||||||||||||||||||||
Average unit volumes | 1,103 | 1,111 | 1,123 | 1,136 | 1,147 | 1,152 | 1,156 | 1,163 | |||||||||||||||
Comparable restaurant sales | (0.9 | )% | (0.7 | )% | 0.1 | % | 0.8 | % | 1.3 | % | 1.6 | % | (0.6 | )% | (1.4 | )% | |||||||
Restaurant contribution as a percentage of restaurant revenue(1) | 14.9 | % | 15.2 | % | 18.6 | % | 16.2 | % | 20.0 | % | 18.6 | % | 20.4 | % | 17.3 | % |
(1) | Restaurant contribution represents restaurant revenue less restaurant operating costs which are cost of sales, labor, occupancy and other restaurant operating costs. |
Fiscal Year Ended | ||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | ||||||||||
(in thousands) | ||||||||||||
Net cash provided by operating activities | $ | 44,506 | $ | 49,027 | $ | 43,634 | ||||||
Net cash used in investing activities | (50,721 | ) | (72,060 | ) | (54,429 | ) | ||||||
Net cash provided by financing activities | 6,355 | 23,971 | 11,182 | |||||||||
Effect of exchange rate changes on cash | (134 | ) | — | — | ||||||||
Net increase in cash and cash equivalents | $ | 6 | $ | 938 | $ | 387 |
Payments Due by Period | ||||||||||||||||||||
Total | 1 Year | 2 - 3 Years | 4 - 5 Years | After 5 Years | ||||||||||||||||
(in thousands) | ||||||||||||||||||||
Lease obligations(1) | $ | 512,019 | $ | 49,555 | $ | 91,766 | $ | 84,382 | $ | 286,316 | ||||||||||
Purchase obligations(2) | 41,148 | 24,856 | 8,544 | 7,748 | — | |||||||||||||||
Long-term debt(3) | 68,246 | — | — | 68,246 | — | |||||||||||||||
Other liabilities(4) | 1,600 | 458 | 223 | 419 | 500 | |||||||||||||||
Total contractual obligations | $ | 623,013 | $ | 74,869 | $ | 100,533 | $ | 160,795 | $ | 286,816 |
(1) | We are obligated under non-cancelable leases for our restaurants, administrative offices and equipment. Some restaurant leases provide for contingent rental payments based on sales thresholds, which are excluded from this table. We also include capital leases for computer equipment of approximately $400,000. |
(2) | We enter into various purchase obligations in the ordinary course of business. Our binding purchase obligations relate to volume commitments for beverage and food products, as well as binding commitments for the construction of new restaurants. |
(3) | Reflects full payment of our long-term debt at maturity of our credit facility in 2020. Amounts related to interest expense on our revolving credit facility are not included in the table above because the interest rate is variable. See "Liquidity and Capital Resources” for a discussion of the terms of the revolving credit facility. |
(4) | Reflects the expected payments associated with our commitment under our non-qualified deferred compensation plan. |
ITEM 8. | Financial Statements and Supplementary Data |
Consolidated Financial Statements | |
December 29, 2015 | December 30, 2014 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 1,912 | $ | 1,906 | ||||
Accounts receivable | 4,990 | 4,557 | ||||||
Inventories | 10,494 | 9,415 | ||||||
Prepaid expenses and other assets | 7,185 | 6,271 | ||||||
Income tax receivable | 820 | 627 | ||||||
Total current assets | 25,401 | 22,776 | ||||||
Property and equipment, net | 203,713 | 205,573 | ||||||
Deferred tax assets, net | 664 | — | ||||||
Goodwill | 6,400 | 6,400 | ||||||
Intangibles, net | 1,809 | 1,927 | ||||||
Other assets, net | 1,974 | 1,863 | ||||||
Total long-term assets | 214,560 | 215,763 | ||||||
Total assets | $ | 239,961 | $ | 238,539 | ||||
Liabilities and Stockholders' Equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 15,073 | $ | 10,865 | ||||
Accrued payroll and benefits | 5,417 | 4,704 | ||||||
Accrued expenses and other current liabilities | 12,424 | 8,560 | ||||||
Deferred tax liabilities, net | — | 1,702 | ||||||
Total current liabilities | 32,914 | 25,831 | ||||||
Long-term debt | 67,732 | 27,136 | ||||||
Deferred rent | 39,597 | 35,498 | ||||||
Deferred tax liabilities, net | — | 6,512 | ||||||
Other long-term liabilities | 5,946 | 3,447 | ||||||
Total liabilities | 146,189 | 98,424 | ||||||
Commitments and contingencies | ||||||||
Stockholders' equity: | ||||||||
Preferred stock—$0.01 par value, authorized 1,000,000 shares as of December 29, 2015 and December 30, 2014; no shares issued or outstanding | — | — | ||||||
Common stock—$0.01 par value, authorized 180,000,000 shares as of December 29, 2015 and December 30, 2014; 30,138,672 issued and 27,714,801 outstanding as of December 29, 2015 and 29,820,340 issued and outstanding as of December 30, 2014 | 301 | 298 | ||||||
Treasury stock, at cost, 2,423,871 and 67,586 shares as of December 29, 2015 and December 30, 2014, respectively | (35,000 | ) | (2,848 | ) | ||||
Additional paid-in capital | 120,634 | 120,929 | ||||||
Accumulated other comprehensive loss | (134 | ) | — | |||||
Retained earnings | 7,971 | 21,736 | ||||||
Total stockholders' equity | 93,772 | 140,115 | ||||||
Total liabilities and stockholders' equity | $ | 239,961 | $ | 238,539 |
Fiscal Year Ended | ||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | ||||||||||
Revenue: | ||||||||||||
Restaurant revenue | $ | 450,482 | $ | 398,993 | $ | 347,140 | ||||||
Franchising royalties and fees | 4,969 | 4,748 | 3,784 | |||||||||
Total revenue | 455,451 | 403,741 | 350,924 | |||||||||
Costs and expenses: | ||||||||||||
Restaurant operating costs (exclusive of depreciation and amortization shown separately below): | ||||||||||||
Cost of sales | 120,455 | 107,217 | 91,892 | |||||||||
Labor | 143,145 | 120,492 | 104,040 | |||||||||
Occupancy | 50,300 | 42,540 | 35,173 | |||||||||
Other restaurant operating costs | 63,549 | 52,580 | 44,078 | |||||||||
General and administrative | 37,244 | 31,394 | 35,893 | |||||||||
Depreciation and amortization | 27,802 | 24,787 | 20,623 | |||||||||
Pre-opening | 4,407 | 4,425 | 3,809 | |||||||||
Restaurant impairments, closure costs and asset disposals | 29,616 | 1,391 | 1,164 | |||||||||
Total costs and expenses | 476,518 | 384,826 | 336,672 | |||||||||
(Loss) income from operations | (21,067 | ) | 18,915 | 14,252 | ||||||||
Debt extinguishment expense | — | — | 624 | |||||||||
Interest expense | 1,432 | 365 | 2,196 | |||||||||
(Loss) income before income taxes | (22,499 | ) | 18,550 | 11,432 | ||||||||
(Benefit) provision for income taxes | (8,734 | ) | 7,122 | 4,767 | ||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | |||||
(Loss) earnings per Class A and Class B common stock, combined | ||||||||||||
Basic | $ | (0.48 | ) | $ | 0.38 | $ | 0.25 | |||||
Diluted | $ | (0.48 | ) | $ | 0.37 | $ | 0.24 | |||||
Weighted average Class A and Class B common stock outstanding, combined | ||||||||||||
Basic | 28,938,901 | 29,717,304 | 26,406,904 | |||||||||
Diluted | 28,938,901 | 31,001,099 | 27,688,629 |
Fiscal Year Ended | ||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | ||||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | |||||
Other comprehensive loss: | ||||||||||||
Foreign currency translation adjustments | (134 | ) | — | — | ||||||||
Other comprehensive loss | (134 | ) | — | — | ||||||||
Comprehensive (loss) income | $ | (13,899 | ) | $ | 11,428 | $ | 6,665 |
Common Stock(1) | Treasury | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings (Accumulated Deficit) | Total Stockholders' Equity | Temporary Equity | ||||||||||||||||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||
Balance—January 1, 2013 | 23,238,984 | $ | 232 | (2) | — | $ | — | $ | 7,585 | $ | (24 | ) | $ | 2,614 | $ | 10,407 | $ | 3,601 | ||||||||||||||||
Issuance of common stock in connection with IPO, net of transaction expenses | 6,160,714 | 62 | — | — | 100,007 | — | — | 100,069 | — | |||||||||||||||||||||||||
Elimination of temporary equity at IPO | — | — | — | — | 2,572 | — | 1,029 | 3,601 | (3,601 | ) | ||||||||||||||||||||||||
Proceeds from exercise of stock options, warrants and employee stock purchase plan | 144,907 | 1 | — | — | 1,981 | — | — | 1,982 | — | |||||||||||||||||||||||||
Treasury shares acquired | — | — | 65,478 | (2,777 | ) | — | — | — | (2,777 | ) | — | |||||||||||||||||||||||
Tax benefit on exercise of stock options | — | — | — | — | 201 | — | — | 201 | — | |||||||||||||||||||||||||
Stock-based compensation expense | — | — | — | 1,098 | — | — | 1,098 | — | ||||||||||||||||||||||||||
Stock-based compensation expense related to acceleration of vesting | — | — | — | — | 3,203 | — | — | 3,203 | — | |||||||||||||||||||||||||
Other | (48 | ) | — | — | — | — | 24 | — | 24 | — | ||||||||||||||||||||||||
Net Income | — | — | — | — | — | — | 6,665 | 6,665 | — | |||||||||||||||||||||||||
Balance—December 31, 2013 | 29,544,557 | 295 | (2) | 65,478 | (2,777 | ) | 116,647 | — | 10,308 | 124,473 | — | |||||||||||||||||||||||
Proceeds from exercise of stock options, warrants and employee stock purchase plan | 275,783 | 3 | — | — | 2,673 | — | — | 2,676 | — | |||||||||||||||||||||||||
Treasury shares acquired | — | — | 2,108 | (71 | ) | — | — | — | (71 | ) | — | |||||||||||||||||||||||
Tax benefit on exercise of stock options | — | — | — | — | 253 | — | — | 253 | — | |||||||||||||||||||||||||
Stock-based compensation expense | — | — | — | — | 1,418 | — | — | 1,418 | — | |||||||||||||||||||||||||
Other | — | — | — | — | (62 | ) | — | — | (62 | ) | — | |||||||||||||||||||||||
Net Income | — | — | — | — | — | — | 11,428 | 11,428 | — | |||||||||||||||||||||||||
Balance—December 30, 2014 | 29,820,340 | 298 | (2) | 67,586 | (2,848 | ) | 120,929 | — | 21,736 | 140,115 | — | |||||||||||||||||||||||
Proceeds from exercise of stock options, warrants and employee stock purchase plan | 318,332 | 3 | — | — | 949 | — | — | 952 | — | |||||||||||||||||||||||||
Treasury shares acquired, net | — | — | 2,356,285 | (32,152 | ) | (2,848 | ) | — | — | (35,000 | ) | — | ||||||||||||||||||||||
Stock-based compensation expense | — | — | — | — | 1,698 | — | — | 1,698 | — | |||||||||||||||||||||||||
Other | — | — | — | — | (94 | ) | — | — | (94 | ) | — | |||||||||||||||||||||||
Net loss | — | — | — | — | — | — | (13,765 | ) | (13,765 | ) | — | |||||||||||||||||||||||
Other comprehensive loss | — | — | — | — | — | (134 | ) | — | (134 | ) | — | |||||||||||||||||||||||
Balance—December 29, 2015 | 30,138,672 | $ | 301 | (2) | 2,423,871 | $ | (35,000 | ) | $ | 120,634 | $ | (134 | ) | $ | 7,971 | $ | 93,772 | $ | — |
(1) | Unless otherwise noted, activity relates to Class A common stock |
(2) | Includes 1,522,098 shares of Class B common stock as of December 29, 2015 and December 30, 2014 and 6,292,640 shares of Class B common stock as of December 31, 2013. |
Fiscal Year Ended | ||||||||||||
December 29, 2015 | December 30, 2014 | December 31, 2013 | ||||||||||
Operating activities | ||||||||||||
Net (loss) income | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | |||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
Depreciation and amortization | 27,802 | 24,787 | 20,623 | |||||||||
(Benefit) provision for income taxes | (8,878 | ) | 6,330 | 4,206 | ||||||||
Excess tax benefit on stock-based compensation | — | (253 | ) | (201 | ) | |||||||
Restaurant impairments, closure costs and asset disposals | 28,927 | 1,391 | 1,164 | |||||||||
Amortization of debt issuance costs and debt | ||||||||||||
extinguishment expense | 98 | 101 | 710 | |||||||||
Stock-based compensation | 1,469 | 1,330 | 4,230 | |||||||||
Other noncash | — | — | (248 | ) | ||||||||
Changes in operating assets and liabilities: | ||||||||||||
Accounts receivable | (437 | ) | (75 | ) | 538 | |||||||
Inventories | (1,058 | ) | (1,840 | ) | (1,181 | ) | ||||||
Prepaid expenses and other assets | (1,025 | ) | (1,768 | ) | (1,518 | ) | ||||||
Accounts payable | 2,794 | 2,661 | (230 | ) | ||||||||
Deferred rent | 7,143 | 6,390 | 5,833 | |||||||||
Income taxes | (193 | ) | (24 | ) | 392 | |||||||
Accrued expenses and other liabilities | 1,629 | (1,431 | ) | 2,651 | ||||||||
Net cash provided by operating activities | 44,506 | 49,027 | 43,634 | |||||||||
Investing activities | ||||||||||||
Purchases of property and equipment | (50,093 | ) | (56,352 | ) | (54,429 | ) | ||||||
Acquisition of franchise restaurants | (628 | ) | (15,708 | ) | — | |||||||
Net cash used in investing activities | (50,721 | ) | (72,060 | ) | (54,429 | ) | ||||||
Financing activities | ||||||||||||
Proceeds from issuances of long-term debt | 425,517 | 310,479 | 136,357 | |||||||||
Payments on long-term debt | (384,771 | ) | (289,292 | ) | (224,526 | ) | ||||||
Debt issuance costs | (249 | ) | — | (124 | ) | |||||||
Acquisition of treasury stock | (35,000 | ) | (71 | ) | (2,777 | ) | ||||||
Issuance of common stock, net of transaction expenses | — | — | 100,069 | |||||||||
Proceeds from exercise of stock options, warrants and employee stock purchase plan | 952 | 2,676 | 1,982 | |||||||||
Excess tax benefit on stock-based compensation | — | 253 | 201 | |||||||||
Other financing activities | (94 | ) | (74 | ) | — | |||||||
Net cash provided by financing activities | 6,355 | 23,971 | 11,182 | |||||||||
Effect of exchange rate changes on cash | (134 | ) | — | — | ||||||||
Net increase in cash and cash equivalents | 6 | 938 | 387 | |||||||||
Cash and cash equivalents | ||||||||||||
Beginning of year | 1,906 | 968 | 581 | |||||||||
End of year | $ | 1,912 | $ | 1,906 | $ | 968 |
Property and Equipment | Estimated Useful Lives | |
Leasehold improvements | Shorter of lease term or estimated useful life, not to exceed 20 years | |
Furniture and fixtures | 3 to 15 years | |
Equipment | 3 to 7 years |
Fair Value at December 30, 2014 | ||||
Inventories | $ | 352 | ||
Prepaid expenses and other assets | 33 | |||
Deferred tax asset | 142 | |||
Property and equipment | 7,564 | |||
Intangibles | 1,567 | |||
Goodwill | 6,400 | |||
Deferred rent and other liabilities | (319 | ) | ||
Total purchase price | $ | 15,739 |
2015 | 2014 | |||||||
Tenant improvement receivables | $ | 2,705 | $ | 2,588 | ||||
Vendor rebate receivables | 840 | 983 | ||||||
Franchise and other receivables | 1,445 | 986 | ||||||
$ | 4,990 | $ | 4,557 |
2015 | 2014 | |||||||
Prepaid occupancy related costs | $ | 4,947 | $ | 4,135 | ||||
Other prepaid expenses | 2,019 | 1,997 | ||||||
Other current assets | 219 | 139 | ||||||
$ | 7,185 | $ | 6,271 |
2015 | 2014 | |||||||
Leasehold improvements | $ | 216,474 | $ | 208,678 | ||||
Furniture, fixtures and equipment | 120,132 | 114,148 | ||||||
Construction in progress | 11,485 | 12,074 | ||||||
348,091 | 334,900 | |||||||
Accumulated depreciation and amortization | (144,378 | ) | (129,327 | ) | ||||
$ | 203,713 | $ | 205,573 |
2015 | 2014 | |||||||
Accrued payroll and related liabilities | $ | 3,211 | $ | 3,022 | ||||
Accrued bonus | 774 | 803 | ||||||
Insurance liabilities | 1,432 | 879 | ||||||
$ | 5,417 | $ | 4,704 |
2015 | 2014 | |||||||
Gift card liability | $ | 3,348 | $ | 2,701 | ||||
Occupancy related | 3,446 | 1,477 | ||||||
Utilities | 1,462 | 1,523 | ||||||
Other accrued expenses | 4,168 | 2,859 | ||||||
$ | 12,424 | $ | 8,560 |
2015 | 2014 | |||||||
Balance at beginning of year | $ | 6,400 | $ | — | ||||
Acquisitions | — | 6,400 | ||||||
Balance at end of year | $ | 6,400 | $ | 6,400 |
2015 | 2014 | |||||||
Amortized intangible assets: | ||||||||
Reacquired franchise rights | $ | 1,306 | $ | 1,376 | ||||
Favorable leases | 185 | 190 | ||||||
Less accumulated amortization | (164 | ) | (45 | ) | ||||
1,327 | 1,521 | |||||||
Non-amortized intangible assets: | ||||||||
Trademark rights and transferable liquor licenses | 482 | 406 | ||||||
$ | 1,809 | $ | 1,927 |
2016 | $ | 113 | ||
2017 | 111 | |||
2018 | 111 | |||
2019 | 110 | |||
2020 | 108 | |||
Thereafter | 774 | |||
$ | 1,327 |
2015 | 2014 | 2013 | |||||||||
Restaurant impairments(1) | $ | 25,436 | $ | 57 | $ | 54 | |||||
Closure costs(1) | 3,076 | 91 | 129 | ||||||||
Loss on disposal of assets and other | 1,104 | 1,243 | 981 | ||||||||
$ | 29,616 | $ | 1,391 | $ | 1,164 |
(1) | Restaurant impairments and closure costs can include expenditures related to restaurants previously impaired or closed. |
2015 | 2014 | |||||||
Closed restaurant reserves, beginning of period | $ | 444 | $ | 583 | ||||
Additions—store closing costs recognized and accretion | 4,518 | 77 | ||||||
Decreases—payments | (216 | ) | (216 | ) | ||||
Closed restaurant reserves, end of period | $ | 4,746 | $ | 444 |
2015 | 2014 | 2013 | ||||||||||
Domestic(loss) income | $ | (21,674 | ) | $ | 18,586 | $ | 11,531 | |||||
Foreign (loss) income | (825 | ) | (36 | ) | (99 | ) | ||||||
$ | (22,499 | ) | $ | 18,550 | $ | 11,432 |
2015 | 2014 | 2013 | ||||||||||
Current tax provision: | ||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||
State | 144 | 792 | 561 | |||||||||
Foreign | — | — | — | |||||||||
144 | 792 | 561 | ||||||||||
Deferred tax (benefit) provision: | ||||||||||||
Federal | (7,169 | ) | 5,662 | 3,923 | ||||||||
State | (1,495 | ) | 668 | 283 | ||||||||
Foreign | (214 | ) | — | — | ||||||||
(8,878 | ) | 6,330 | 4,206 | |||||||||
Total (benefit) provision for income taxes | $ | (8,734 | ) | $ | 7,122 | $ | 4,767 |
2015 | 2014 | 2013 | ||||||||||
Federal income tax (benefit) expense at federal rate | $ | (7,650 | ) | $ | 6,299 | $ | 3,887 | |||||
State income tax (benefit) expense, net of federal tax | (960 | ) | 972 | 653 | ||||||||
Other permanent differences | 378 | 170 | 374 | |||||||||
Foreign rate differential | 66 | 6 | 26 | |||||||||
Tax credits | (423 | ) | (241 | ) | (149 | ) | ||||||
Other items, net | (145 | ) | (84 | ) | (24 | ) | ||||||
(Benefit) provision for income taxes | $ | (8,734 | ) | $ | 7,122 | $ | 4,767 | |||||
Effective income tax rate | 38.8 | % | 38.4 | % | 41.7 | % |
2015 | 2014 | |||||
Deferred tax assets | 30,748 | 23,001 | ||||
Deferred tax liabilities | (30,084 | ) | (31,216 | ) | ||
Total deferred tax assets (liabilities), net | 664 | (8,215 | ) |
2015 | 2014 | |||||||
Noncurrent deferred tax assets (liabilities): | ||||||||
Loss carry forwards | $ | 4,234 | $ | 743 | ||||
Deferred rent and franchise revenue | 15,802 | 14,454 | ||||||
Property, equipment and intangible assets | (24,950 | ) | (26,514 | ) | ||||
Stock-based compensation | 2,833 | 2,847 | ||||||
Tax credit carry forwards | 1,609 | 897 | ||||||
Inventory smallwares | (2,589 | ) | — | |||||
Other accrued expenses | 2,124 | 440 | ||||||
Other | 1,601 | 621 | ||||||
Total noncurrent net deferred tax assets (liabilities) | 664 | (6,512 | ) | |||||
Current deferred tax assets (liabilities): | ||||||||
Inventory smallwares | — | (2,405 | ) | |||||
Other | — | 702 | ||||||
Total current deferred tax assets (liabilities) | — | (1,703 | ) | |||||
Net deferred tax assets (liability) | $ | 664 | $ | (8,215 | ) |
2015 | 2014 | 2013 | ||||||||||
Risk-free interest | 1.6 | % | 1.7 | % | 1.1 | % | ||||||
Expected life (years) | 5.0 | 5.0 | 4.3 | |||||||||
Expected dividend yield | — | — | — | |||||||||
Volatility | 36.8 | % | 36.5 | % | 39.7 | % | ||||||
Weighted-average Black-Scholes fair value per share at date of grant | $ | 5.04 | $ | 10.52 | $ | 6.04 |
Shares | Weighted- Average Exercise Price | ||||||
Outstanding—December 30, 2014 | 3,245,264 | $ | 12.17 | ||||
Granted | 921,825 | $ | 14.55 | ||||
Forfeited | (307,318 | ) | $ | 18.76 | |||
Exercised | (792,363 | ) | $ | 8.86 | |||
Outstanding—December 29, 2015 | 3,067,408 | $ | 13.08 |
Shares | Weighted- Average Exercise Price | Weighted- Average Remaining Years of Contractual Life | Aggregate Intrinsic Value(1) (in thousands) | ||||||||||
Outstanding as of December 29, 2015 | 3,067,408 | $ | 13.08 | 7.00 | $ | 2,587 | |||||||
Vested and expected to vest | 2,978,704 | 12.96 | 6.93 | 2,587 | |||||||||
Exercisable as of December 29, 2015 | 1,940,770 | 10.93 | 5.72 | 2,586 |
(1) | Aggregate intrinsic value represents the amount by which fair value of the Company's stock exceeds the exercise price of the option as of December 29, 2015. |
2015 | 2014 | 2013 | ||||||||||
Net (loss) income (in thousands) | $ | (13,765 | ) | $ | 11,428 | $ | 6,665 | |||||
Shares: | ||||||||||||
Basic weighted average shares outstanding | 28,938,901 | 29,717,304 | 26,406,904 | |||||||||
Dilutive stock options and warrants | — | 1,283,795 | 1,281,725 | |||||||||
Diluted weighted average number of shares outstanding | 28,938,901 | 31,001,099 | 27,688,629 | |||||||||
(Loss) earnings per share: | ||||||||||||
Basic (loss) earnings per share | $ | (0.48 | ) | $ | 0.38 | $ | 0.25 | |||||
Diluted (loss) earnings per share | $ | (0.48 | ) | $ | 0.37 | $ | 0.24 |
2016 | $ | 49,555 | |
2017 | 47,678 | ||
2018 | 44,088 | ||
2019 | 42,149 | ||
2020 | 42,233 | ||
Thereafter | 286,316 | ||
$ | 512,019 |
2015 | 2014 | 2013 | ||||||||||
Interest paid (net of amounts capitalized) | $ | 839 | $ | — | $ | 2,506 | ||||||
Income taxes paid (net of refunds) | 354 | 811 | 137 | |||||||||
Purchases of property and equipment accrued in accounts payable | 1,414 | 37 | 996 |
2015 | |||||||||||||||
December 29, | September 29, | June 30, | March 31, | ||||||||||||
Revenue | $ | 117,128 | $ | 117,328 | $ | 115,233 | $ | 105,761 | |||||||
Operating (loss) income | (6,464 | ) | (15,302 | ) | 5,016 | (4,318 | ) | ||||||||
Net (loss) income | (4,254 | ) | (9,821 | ) | 3,062 | (2,752 | ) | ||||||||
Basic (loss) earnings per share | $ | (0.15 | ) | $ | (0.35 | ) | $ | 0.10 | $ | (0.09 | ) | ||||
Diluted (loss) earnings per share | $ | (0.15 | ) | $ | (0.35 | ) | $ | 0.10 | $ | (0.09 | ) | ||||
2014 | |||||||||||||||
December 30, | September 30, | July 1, | April 1, | ||||||||||||
Revenue | $ | 108,546 | $ | 106,216 | $ | 99,459 | $ | 89,519 | |||||||
Operating income | 5,474 | 5,045 | 5,941 | 2,456 | |||||||||||
Net income | 3,535 | 2,943 | 3,527 | 1,424 | |||||||||||
Basic earnings per share | $ | 0.12 | $ | 0.10 | $ | 0.12 | $ | 0.05 | |||||||
Diluted earnings per share | $ | 0.11 | $ | 0.10 | $ | 0.11 | $ | 0.05 |
/s/ Ernst & Young LLP |
ITEM 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
Plan Category | Number of securities to be issued upon exercise of outstanding options and warrants (a) | Weighted-average exercise price of outstanding options and warrants (b) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) | |||||||
Equity compensation plans approved by security holders(1) | 3,125,108 | $ | 13.08 | 3,055,860 | ||||||
Equity compensation plans not approved by security holders | — | — | — | |||||||
Total | 3,125,108 | $ | 13.08 | 3,055,860 |
(1) | Includes in column (a) 3,067,408 shares of Class A common stock issuable upon exercise of options outstanding under the Company’s Stock Incentive Plan and 57,700 shares of Class B common stock issuable upon exercise of a warrant granted to a consultant. Includes in column (c) 2,360,084 shares of Class A common stock available for issuance upon exercise of future grants under the Company’s Stock Incentive Plan and 695,776 shares of Class A common stock available for future issuance under the Company’s Employee Stock Purchase Plan. Material features of the Company's Stock Incentive Plan and Employee Stock Purchase Plan are set forth in Note 10-Stock-Based Compensation and Note 12-Employee Benefit Plans. |
ITEM 14. | Principal Accounting Fees and Services |
ITEM 15. | Exhibits, Financial Statement Schedules |
1. | Our Consolidated Financial Statements and Notes thereto are included in Item 8, "Financial Statements and supplementary Data," of this Annual Report on Form 10-K. |
2. | All financial schedules have been omitted either because they are not applicable or because the required information is provided in our Consolidated Financial Statements and Notes thereto, included in Item 8 of this Annual Report on Form 10-K. |
3. | The Index to Exhibits, which appears immediately following the signature page and is incorporated herein by reference, is filed as part of this 10-K. |
NOODLES & COMPANY | |
By: /s/ Dave Boennighausen | |
Dave Boennighausen | |
Chief Financial Officer |
Signature | Title | Date |
/s/ KEVIN REDDY | ||
Kevin Reddy | Chairman and Chief Executive Officer (principal executive officer) | March 1, 2016 |
/s/ DAVE BOENNIGHAUSEN | ||
Dave Boennighausen | Chief Financial Officer and Director (principal financial officer) | March 1, 2016 |
/s/ KATHY LOCKHART | ||
Kathy Lockhart | Vice President and Controller (principal accounting officer) | March 1, 2016 |
/s/ SCOTT DAHNKE | ||
Scott A. Dahnke | Director | March 1, 2016 |
/s/ JEFFREY JONES | ||
Jeffrey Jones | Director | March 1, 2016 |
/s/ JAMES RAND | ||
James Rand | Director | March 1, 2016 |
/s/ ANDREW TAUB | ||
Andrew Taub | Director | March 1, 2016 |
/s/ JOHANNA MURPHY | ||
Johanna Murphy | Director | March 1, 2016 |
Description of Exhibit Incorporated Herein by Reference | ||||||||||||
Exhibit Number | Exhibit Description | Form | File No. | Filing Date | Exhibit Number | Filed Herewith | ||||||
3.1 | Amended and Restated Certificate of Incorporation | S-1 | 333-192402 | November 19, 2013 | 3.1 | |||||||
3.2 | Second Amended and Restated Bylaws | 8-K | 001-35987 | August 24, 2015 | 3.1 | |||||||
4.1 | Specimen Stock Certificate | S-1/A | 333-188783 | June 17, 2013 | 4.1 | |||||||
10.1 | Noodles & Company Amended and Restated 2010 Stock Incentive Plan | S-1/A | 333-188783 | June 17, 2013 | 10.1 | |||||||
10.2 | Noodles & Company 2013 Employee Stock Purchase Plan | S-1/A | 333-188783 | June 17, 2013 | 10.2 | |||||||
10.3 | Registration Rights Agreement, dated December 27, 2010, by and among Noodles & Company and certain of its stockholders | S-1/A | 333-188783 | June 17, 2013 | 10.3 | |||||||
10.4 | Amendment No. 1 to Registration Rights Agreement, dated as of July 8, 2014, among Noodles & Company and certain of its stockholders | 10-Q | 001-35987 | November 6, 2014 | 10.1 | |||||||
10.5 | Amended and Restated Credit Agreement, dated as of November 22, 2013, among Noodles & Company, the other Loan Parties thereto, Bank of America, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender and the other lenders party thereto | 8-K | 001-35987 | November 26, 2013 | 10.1 | |||||||
10.6 | Amendment No.1 to the Amended and Restated Credit Agreement, dated as of June 4, 2015, among Noodles & Company, the other Loan Parties party thereto, the lenders thereto and Bank of America, N.A., as Administrative Agent, L/C Issuer and Swingline Lender | 8-K | 001-35987 | June 5, 2015 | 10.10 | |||||||
10.7 | Amendment No.2 to the Amended and Restated Credit Agreement, dated as of November 24, 2015, by and among Noodles & Company, each of the Guarantors signatory thereto, Bank of America, N.A., as administrative agent and the lenders signatory thereto | 8-K | 001-35987 | November 24, 2015 | 10.10 |
10.8 | Security Agreement, dated February 28, 2011, by and between Noodles & Company and Bank of America, N.A., as administrative agent | S-1 | 333-188783 | May 23, 2013 | 10.13 | |||||||
10.9 | Pledge Agreement, dated February 28, 2011, by and between Noodles & Company and Bank of America, N.A., as administrative agent | S-1 | 333-188783 | May 23, 2013 | 10.14 | |||||||
10.10 | Form of Indemnification Agreement by and between Noodles & Company and each of its directors and executive officers | S-1/A | 333-188783 | June 17, 2013 | 10.15 | |||||||
10.11 | Form of Area Development Agreement | 10-K | 001-35987 | February 24, 2015 | 10.9 | |||||||
10.12 | Form of Franchise Agreement | 10-K | 001-35987 | February 24, 2015 | 10.10 | |||||||
10.13 | Severance Agreement with Dave Boennighausen, dated December 19, 2012 | 10-K | 001-35987 | March 7, 2014 | 10.1 | |||||||
10.14 | Employment Agreement, dated June 7, 2013, by and between Noodles & Company and Kevin Reddy | S-1/A | 333-188783 | June 17, 2013 | 10.20 | |||||||
10.15 | Employment Agreement, dated June 7, 2013, by and between Noodles & Company and Keith Kinsey | S-1/A | 333-188783 | June 17, 2013 | 10.21 | |||||||
10.16 | Noodles & Company Compensation Plan For Non-Employee Directors | S-1 | 333-192402 | November 19, 2013 | 10.16 | |||||||
10.17 | The Executive Nonqualified "Excess" Plan Adoption Agreement, adopted by Noodles & Company on May 16, 2013 | S-1/A | 333-188783 | June 17, 2013 | 10.22 | |||||||
10.18 | Amended and Restated Stockholders Agreement, dated as of July 2, 2013, among Noodles & Company, L Catterton-Noodles, LLC and Argentia Private Investments Inc. | S-1 | 333-192402 | November 19, 2013 | 10.18 | |||||||
10.19 | Letter agreement dated March 9, 2015 between Noodles & Company and Dan Fogarty | 10-Q | 001-35987 | May 7, 2015 | 10.10 | |||||||
10.20 | Severance Agreement with Paul Strasen, dated January 24, 2011 | X |
21.1 | List of Subsidiaries of Noodles & Company | X | ||||||||||
23.1 | Consent of Ernst & Young LLP | X | ||||||||||
24.1 | Power of Attorney (included on signature page of this report) | X | ||||||||||
31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
32.1 | Certification of Chief Executive Officer and Chief Financial Officer Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||||||||
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | X | ||||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | X | ||||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | X |
Subsidiaries of the Registrant | Jurisdiction of Incorporation |
Noodles & Company Canada, Inc. | Canada |
Noodles & Company China Holdings, LTD | Cayman Islands |
Noodles & Company International Holdings, LTD | Cayman Islands |
Noodles & Company Finance Corp. | Colorado, United States |
Noodles & Company Services Corp. | Colorado, United States |
The Noodle Shop, Co. - Colorado, Inc. | Colorado, United States |
TNSC, Inc. | Colorado, United States |
The Noodle Shop, Co. - Delaware, Inc. | Delaware, United States |
Noodles & Company Hong Kong, Limited | Hong Kong |
The Noodle Shop, Co. - Illinois, Inc. | Illinois, United States |
The Noodle Shop, Co. - Kansas, LLC | Kansas, United States |
The Noodle Shop, Co. - Annapolis, LLC | Maryland, United States |
The Noodle Shop, Co. - Baltimore County, LLC | Maryland, United States |
The Noodle Shop, Co. - Charles County, Inc. | Maryland, United States |
The Noodle Shop, Co. - College Park, LLC | Maryland, United States |
The Noodle Shop, Co. - Frederick County, LLC | Maryland, United States |
The Noodle Shop, Co. - Howard County, Inc. | Maryland, United States |
The Noodle Shop, Co. - Maryland, Inc. | Maryland, United States |
The Noodle Shop, Co. - Montgomery County, Maryland | Maryland, United States |
The Noodle Shop, Co. - St. Mary’s County, LLC | Maryland, United States |
The Noodle Shop, Co. - Washington County, LLC | Maryland, United States |
The Noodle Shop, Co. - Harford County, LLC | Maryland, United States |
The Noodle Shop, Co. - Carroll County, LLC | Maryland, United States |
The Noodle Shop, Co. - Minnesota, Inc. | Minnesota, United States |
The Noodle Shop, Co. - Virginia, Inc. | Virginia, United States |
The Noodle Shop, Co. - Wisconsin, Inc. | Wisconsin, United States |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
/s/ KEVIN REDDY | ||
Kevin Reddy | ||
Chairman and Chief Executive Officer (Principal Executive Officer) |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
/s/ DAVE BOENNIGHAUSEN | ||
Dave Boennighausen | ||
Chief Financial Officer (Principal Financial Officer) |
By: | /s/ KEVIN REDDY | ||
Name: | Kevin Reddy | ||
Title: | Chief Executive Officer |
By: | /s/ DAVE BOENNIGHAUSEN | ||
Name: | Dave Boennighausen | ||
Title: | Chief Financial Officer |
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Document and Entity Information - USD ($) $ in Millions |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Feb. 25, 2016 |
Jun. 30, 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-K | ||
Document Period End Date | Dec. 29, 2015 | ||
Document Fiscal Year Focus | 2015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 210.1 | ||
Class A Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 26,202,466 | ||
Class B Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 1,522,098 |
Consolidated Balance Sheets (Parenthetical) - $ / shares |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Common stock subject to put options | 0 | 296,828 |
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 | 34,043,001 |
Common stock, shares, issued | 29,544,557 | 23,238,984 |
Common stock, shares, outstanding | 29,544,557 | 23,238,984 |
Consolidated Statements of Comprehensive Income $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015
USD ($)
|
Dec. 30, 2014
USD ($)
|
Dec. 31, 2013
USD ($)
|
|
Net (loss) income | $ (13,765) | $ 11,428 | $ 6,665 |
Accumulated other comprehensive loss | (134) | 0 | |
Other comprehensive loss: | |||
Other comprehensive loss | (134) | 0 | 0 |
Comprehensive (loss) income | $ (13,899) | $ 11,428 | $ 6,665 |
Consolidated Statements of Cash Flows - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Operating activities | |||
Net (loss) income | $ (13,765) | $ 11,428 | $ 6,665 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 27,802 | 24,787 | 20,623 |
(Benefit) provision for income taxes | (8,878) | 6,330 | 4,206 |
Excess tax benefit on stock-based compensation | 0 | (253) | (201) |
Restaurant impairments, closure costs and asset disposals | 28,927 | 1,391 | 1,164 |
extinguishment expense | 98 | 101 | 710 |
Stock-based compensation | 1,469 | 1,330 | 4,230 |
Other noncash | 0 | 0 | (248) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (437) | (75) | 538 |
Inventories | (1,058) | (1,840) | (1,181) |
Prepaid expenses and other assets | (1,025) | (1,768) | (1,518) |
Accounts payable | 2,794 | 2,661 | (230) |
Deferred rent | 7,143 | 6,390 | 5,833 |
Income taxes | (193) | (24) | 392 |
Accrued expenses and other liabilities | 1,629 | (1,431) | 2,651 |
Net cash provided by operating activities | 44,506 | 49,027 | 43,634 |
Investing activities | |||
Purchases of property and equipment | (50,093) | (56,352) | (54,429) |
Acquisition of franchise restaurants | (628) | (15,708) | 0 |
Net cash used in investing activities | (50,721) | (72,060) | (54,429) |
Financing activities | |||
Proceeds from issuances of long-term debt | 425,517 | 310,479 | 136,357 |
Payments on long-term debt | (384,771) | (289,292) | (224,526) |
Debt issuance costs | (249) | 0 | (124) |
Acquisition of treasury stock | (35,000) | (71) | (2,777) |
Issuance of common stock, net of transaction expenses | 0 | 0 | 100,069 |
Proceeds from exercise of stock options, warrants and employee stock purchase plan | 952 | 2,676 | 1,982 |
Excess tax benefit on stock-based compensation | 0 | 253 | 201 |
Other financing activities | (94) | (74) | 0 |
Net cash provided by financing activities | 6,355 | 23,971 | 11,182 |
Effect of exchange rate changes on cash | (134) | 0 | 0 |
Net increase in cash and cash equivalents | 6 | 938 | 387 |
Cash and cash equivalents | |||
Beginning of year | 1,906 | 968 | 581 |
End of year | $ 1,912 | $ 1,906 | $ 968 |
Business and Summary of Significant Accounting Policies |
12 Months Ended | ||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 29, 2015 | |||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||
Business and Summary and Basis of Presentation | Business and Summary of Significant Accounting Policies 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 December 29, 2015, we had 422 company-owned restaurants and 70 franchise restaurants in 35 states, the District of Columbia and one Canadian province. The Company operates its business as one operating and reportable segment. On July 2, 2013, the Company completed an initial public offering ("IPO") of shares of Class A common stock at $18.00 per share. The Company issued 6,160,714 shares of Class A common stock, $0.01 par value, including 803,571 shares sold to the underwriters in the IPO pursuant to their over-allotment option. After underwriter discounts and commissions and estimated offering expenses, the Company received net proceeds from the offering of approximately $100.2 million. These proceeds were used to repay all but $0.2 million of outstanding debt under the Company's credit facility. On December 5, 2013, the Company completed a follow-on offering of 4,500,000 shares of Class A common stock at a price of $39.50 per share. All of the shares in the offering were offered by selling stockholders, except for 108,267 shares offered by the Company, the proceeds of which were used to repurchase the same number of shares from certain officers at the same net price per share. The Company did not receive any net proceeds from the offering. The selling stockholders paid all of the underwriting discounts and commissions associated with the sale of the shares; however, the Company incurred approximately $696,000 in costs and expenses related to this offering. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All 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 years 2015, 2014 and 2013, which ended on December 29, 2015, December 30, 2014 and December 31, 2013, respectively, each contained 52 weeks. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. Amounts receivable from credit card processors are converted to cash shortly after the related sales transaction and are considered to be cash equivalents because they are both short-term and highly liquid in nature. Amounts receivable from credit card processors are considered cash equivalents, and as of December 29, 2015 and December 30, 2014 were $1.3 million and $1.2 million, respectively, and were offset on the consolidated balance sheets by outstanding checks. Book overdrafts, which are outstanding checks in excess of cash and cash equivalents, are recorded within accounts payable in the accompanying consolidated balance sheets and within operating activities in the accompanying statements of cash flows. 1. Business and Summary of Significant Accounting Policies (continued) Accounts Receivable Accounts receivable consist primarily of tenant improvement receivables and vendor rebates receivable, as well as amounts due from franchisees and other miscellaneous receivables. The Company believes all amounts to be collectible. Accordingly, no allowance for doubtful accounts has been recorded as of December 29, 2015 or December 30, 2014. Inventories Inventories consist of food, beverages, supplies, and smallwares, and are stated at the lower of cost (first-in, first-out method) or market. Smallwares inventory, which consist of the plates, silverware, and cooking utensils used in the restaurants, are frequently replaced and are considered current assets. Replacement costs of smallwares inventory are recorded as other restaurant operating costs and are expensed as incurred. As of December 29, 2015 and December 30, 2014, smallwares inventory of $6.7 million and $6.2 million, respectively, were included on the consolidated balance sheets. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Expenditures for major renewals and improvements are capitalized, while expenditures for minor replacements and maintenance and repairs are expensed as incurred. Upon retirement or disposal of assets, the accounts are relieved of cost and accumulated depreciation and the related gain or loss is reflected in earnings. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term, which generally includes option periods that are reasonably assured to be exercised. Depreciation and amortization expense on property and equipment, including assets under capital lease, was $27.8 million in 2015, $24.8 million in 2014 and $20.6 million in 2013. The estimated useful lives for property and equipment are:
The Company capitalizes internal payroll and payroll related costs directly related to the successful acquisition, development, design and construction of its new restaurants. Capitalized internal costs were $3.0 million, $2.9 million and $2.6 million in 2015, 2014 and 2013, respectively. Interest incurred on funds used to construct company-owned restaurants is capitalized and amortized over the estimated useful life of the related assets. Capitalized interest totaled $0.4 million in both 2015 and 2014 and $0.3 million in 2013. Goodwill Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired and is not subject to amortization. The Company evaluates goodwill annually, on the first day of the Company's fourth fiscal quarter, to determine if there have been any events or circumstances that would trigger a more-likely-than-not reduction in the fair value of a reporting unit below its carrying amount. Goodwill is evaluated for impairment annually or more frequently if indicators of impairment are present. The Company performed step one of the impairment test on the first day of the Company's fourth fiscal quarter in 2015. Step one of the impairment test is based upon a comparison of the carrying value of net assets, including goodwill balances, to the fair value of net assets. Fair value is measured using a combination of the income approach and the market approach. The income approach consists of utilizing the discounted cash flow method that incorporates the Company's estimates of future revenues and costs, discounted using a risk-adjusted discount rate. The Company's estimates used in the income approach are consistent with the plans and estimates used to manage operations. The market approach utilizes multiples of profit measures to estimate the fair value of the assets. The company evaluates all methods to ensure reasonably consistent results. Additionally, the Company evaluates the key input factors in the model used to determine whether a moderate change in any input factor or combination of factors would significantly change the results of the tests. Based on the completion of the step one test, it was determined that goodwill was not impaired as of September 30, 2015. However, an impairment charge may be triggered in the future if the value of the Company's stock declines, sales in the 1. Business and Summary of Significant Accounting Policies (continued) Company's restaurants decline significantly, or if there are significant adverse changes in the operating environment of the restaurant industry. There was no goodwill impairment recorded during fiscal years 2015 and 2014. Intangibles, net Intangible, net consist primarily of reacquired franchise rights, favorable lease agreements, trademarks and transferable liquor licenses. The Company amortizes the fair value of reacquired franchise rights over the remaining contractual terms of the reacquired franchise area development agreements at the time of acquisition, which ranged from approximately 10 years to 18 years as of December 29, 2015. The Company amortizes the fair value of favorable lease agreements over the remaining related lease terms at the time of the acquisition, which ranged from approximately four years to 13 years as of December 29, 2015. Trademark rights are considered indefinite lived intangibles, the carrying value of which is analyzed for impairment at least annually. Transferable liquor licenses are carried at the lower of fair value or cost and are reviewed annually for impairment or changes in circumstances that indicate that the carrying amount may not be recoverable. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the assets. Identifiable cash flows are measured at the lowest level for which they are largely independent of the cash flows of other groups of assets and liabilities, generally at the restaurant level. If the assets are determined to be impaired, the amount of impairment recognized is the amount by which the carrying amount of the assets exceeds their fair value. Estimates of future cash flows are based on the Company's experience and knowledge of local operations. During 2015, 2014 and 2013, the Company recorded impairment charges of certain long-lived assets which are included in restaurant impairments, closure costs and asset disposals in the consolidated statements of income. See Note 7-Impairment and Closed Restaurant Reserve. Fair value of the restaurants was determined using Level 3 inputs (as described in Note 6-Fair Value Measurements) based on a discounted cash flows method through the estimated date of closure. Long-term Debt Effective December 29, 2015, we adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs. The ASU requires debt issuance costs related to a recognized liability to be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability. The effects of this standard were applied retrospectively. Debt issuance costs include fees and costs incurred to obtain long-term financing. These costs are amortized to Interest Expense over the term of the related loan. Debt issuance costs of $0.5 million and $0.4 million, net of accumulated amortization of $0.4 million and $0.3 million, as of December 29, 2015 and December 30, 2014, respectively. In 2013, the Company amended and restated its credit facility. The Company wrote off $0.6 million of debt issuance costs, net of accumulated amortization of $0.3 million in 2013. Self-Insurance Programs The Company self-insures for health, workers' compensation, general liability and property damage. Predetermined loss limits have been arranged with insurance companies to limit the Company's per occurrence cash outlay. Estimated costs to settle reported claims and incurred but unreported claims for health and workers' compensation self-insured plans are recorded in accrued payroll and benefits and for general liability and property damage in accrued expenses and other liabilities. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company's cash balances may exceed federally insured limits. Credit card transactions at the Company's restaurants are processed by one service provider. Concentration of credit risk related to accounts receivable are limited, as the Company's receivables are primarily amounts due from landlords for the reimbursement of tenant improvements and the Company generally has the right to offset rent due for tenant improvement receivables. Revenue Recognition Revenue consists of sales from restaurant operations and franchise royalties and fees. Revenue from the operation of company-owned restaurants are recognized when sales occur. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities. 1. Business and Summary of Significant Accounting Policies (continued) The Company sells gift cards which do not have an expiration date, and it does not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards when the gift card is redeemed by the customer or the Company determines the likelihood of the gift card being redeemed by the customer is remote ("gift card breakage"). The determination of the gift card breakage rate is based upon Company-specific historical redemption patterns. The Company has determined that approximately 6% of gift cards will not be redeemed, which is recognized ratably over the estimated redemption period of the gift card, approximately 18 months. The Company recognized gift card breakage in restaurant revenue of $0.3 million in 2015 and $0.2 million in both 2014 and 2013. Royalties from franchise restaurants are based on a percentage of restaurant revenues and are recognized in the period the related franchised restaurants' sales occur. Development fees and franchise fees, portions of which are collected in advance, are nonrefundable and are recognized in income when all material services or conditions relating to the sale of the franchise have been substantially performed or satisfied by the Company. Both franchise fees and development fees will generally be recognized upon the opening of a franchise restaurant or upon termination of the agreement(s) between the Company and the franchisee. As of December 29, 2015, December 30, 2014 and December 31, 2013, there were 70, 53 and 62 franchise restaurants in operation, respectively. Franchisees opened 19, 10 and 11 restaurants in 2015, 2014 and 2013, respectively. The Company purchased from franchisees 19 restaurants in 2014 (see Note 2-Business Combinations) and one in 2015. Pre-Opening Costs Pre-opening costs, including rent, wages, benefits and travel for the training and opening teams, food, beverage and other restaurant operating costs, are expensed as incurred prior to a restaurant opening for business. Advertising and Marketing Costs Advertising and marketing costs are expensed as incurred and aggregated $8.0 million, $4.4 million and $3.9 million in 2015, 2014 and 2013, respectively. These costs are included in restaurant operating costs, general and administrative expenses and pre-opening costs based on the nature of the advertising and marketing costs incurred. Rent Rent expense for the Company's leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The lease term includes renewal options which are reasonably assured of being exercised and begins when the Company has control and possession of the leased property, which is typically before rent payments are due under the lease. The difference between the rent expense and rent paid is recorded as deferred rent in the consolidated balance sheets. Rent expense for the period prior to the restaurant opening is reported in pre-opening costs in the consolidated statements of income. Tenant incentives used to fund leasehold improvements are recorded in deferred rent and amortized as a reduction of rent expense over the term of the lease. Certain leases contain rental provisions based on the sales of the underlying restaurants; the Company has determined that the amount of these provisions is immaterial. (Benefit) Provision for Income Taxes Provision (benefit) for income taxes is accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those deferred amounts are expected to be recovered or settled. Valuation allowances are recorded for deferred tax assets that more likely than not will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company's policy is to recognize interest to be paid on an underpayment of income taxes in interest expense and any related statutory penalties in provision (benefit) for income taxes in the consolidated statement of income. Comprehensive (Loss) Income Comprehensive (loss) income consists of the net (loss) income and other gains and losses affecting stockholders' equity that, under accounting principles generally accepted in the United States, are excluded from net (loss) income. Other comprehensive (loss) income, presented in the consolidated statements of comprehensive income for 2015 consisted of the foreign currency translation adjustment. 1. Business and Summary of Significant Accounting Policies (continued) Stock Compensation Expense The Company recognizes stock-based compensation using fair value measurement guidance for all share-based payments, including stock options and warrants. For option awards, expense is recognized ratably over the vesting period in an amount equal to the fair value of the stock-based awards on the date of grant determined using the Black-Scholes option pricing model. See Note 10-Stock-Based Compensation. Foreign Currency Translation The Canadian dollar is the functional currency for our Canadian restaurant operations. Assets and liabilities denominated in Canadian dollars are translated into U.S. dollars at exchange rates in effect as of the balance sheet date. Income and expense accounts are translated using the average exchange rates prevailing throughout the period. The resulting translation adjustment is recorded as a separate component of other comprehensive income (loss). Gain or loss from foreign currency transactions is recognized in our consolidated statements of income. (Loss) Earnings Per Share Basic (loss) earnings per share ("EPS") are calculated by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during each period. Diluted (loss) earnings per share is calculated using income available to common shareholders 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 restricted stock. Diluted EPS considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. See Note 11-(Loss) Earnings Per Share. Reclassification Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported net (loss) income. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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. The pronouncement is effective for annual and interim periods beginning after December 15, 2017, which will require the Company to adopt these provisions in the first quarter of fiscal 2018. 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 FASB issued ASU No. 2014-15, "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 statements. In April 2015, the FASB issued ASU No. 2015-05, "Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement." The pronouncement was issued to provide guidance concerning accounting for fees in a cloud computing arrangement. The update is effective for reporting periods beginning after December 15, 2015. The adoption of this standard is not expected to have a material effect on the Company's consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, "Inventory (Topic 330)." The pronouncement was issued to simplify the measurement of inventory and changes the measurement from lower of cost or market to lower of cost and net realizable value. This pronouncement is effective for reporting periods beginning after December 15, 2016. The adoption of ASU 2015-11 is not expected to have a significant impact on the Company's consolidated financial statements. 1. Business and Summary of Significant Accounting Policies (continued) In February 2016, the FASB issued ASU No. 2016-06, "Leases." The pronouncement amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheet and making targeted changes to lessor accounting. The pronouncement will be effective beginning in the first quarter of 2019, with early adoption permitted. The initial application, with an option to use certain transition relief. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements. Recently Adopted Accounting Pronouncements 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 pronouncement requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The pronouncement is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted, and the Company adopted this standard effective December 29, 2015. As a result, the Company has presented debt issuance costs related to long-term debt liabilities as a direct deduction from its related liability in the consolidated balance sheets. The effects of the standard were applied retrospectively to all prior interim and annual periods within this annual report. The effect of the change in accounting principle was a reduction of other assets, net and long-term debt by approximately $0.5 million and $0.4 million for the fiscal years ended December 29, 2015 and December 30, 2014, respectively. In November 2015, The FASB issued ASU No. 2015-17, "Income Taxes." The pronouncement requires that deferred tax liabilities and assets be classified as noncurrent in a classified balance sheet. Prior to the issuance of the standard, deferred tax liabilities and assets were required to be separately classified into a current amount and a noncurrent in the balance sheet. The new accounting guidance represents a change in accounting principle and the standard is required to be adopted in annual periods beginning after December 15, 2016. Early adoption is permitted and the Company elected to early adopt this guidance as of December 29, 2015 and to apply the guidance prospectively. As such, prior year balances were not adjusted retrospectively. Because the application of this guidance affects classification only, such reclassifications did not have a material effect on the Company's consolidated financial position or results of operations. |
Business Combinations (Notes) |
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Business Combinations [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Combinations | Business Combinations During 2014, the Company acquired 19 restaurants from its franchisees, through two separate transactions. The total cash purchase price was $15.7 million and the Company incurred acquisition costs related to the transactions of $0.1 million reflected in General and Administrative expense for the year ended December 30, 2014. The consolidated statements of income include the results of operations for the restaurants from the date of acquisition. The pro forma impact of the acquisitions is not presented as the impact was not material to reported results. The acquisition of the 19 restaurants was accounted for using the purchase method as defined in ASC 805, Business Combination. The goodwill generated by the acquisitions is not amortizable for book purposes but is amortizable and deductible for tax purposes. The assets acquired and liabilities assumed were recorded based on their fair values at the time of the acquisitions, as detailed below (in thousands):
2. Business Combinations (continued) Of the $1.6 million of intangible assets, $1.4 million are related to reacquired franchise rights, which will be amortized on a straight-line basis over an average life of approximately 16 years and $0.2 million are related to favorable leases, which will be amortized on a straight-line basis over an average life of nine years. The unfavorable leases, which were included in deferred rent in the accompanying condensed consolidated balance sheets, will be amortized on a straight-line basis over an average period of 11 years. The fair value measurement of tangible and intangible assets and liabilities as of the acquisition date is based on significant inputs not observed in the market and thus represents a Level 3 measurement that is subject to change. |
Goodwill and Intangible Assets (Notes) |
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Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table presents goodwill as of December 29, 2015 and December 30, 2014, (in thousands).
The Company has had no goodwill impairment losses in the periods presented in the above table. The following table presents intangible assets subject to amortization as of December 29, 2015 and December 30, 2014, (in thousands).
The estimated aggregate future amortization expense as of December 29, 2015 is as follows, (in thousands):
There was approximately $76,000 of impairments to reacquired franchise rights and favorable leases related to two restaurants impaired in fiscal year 2015 which are discussed in Note 7-Impairments and Closed Restaurant Reserve. No impairment charges were recorded related to non-amortized intangible assets in fiscal years 2015, 2014 or 2013. |
Borrowings |
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Debt Disclosure [Abstract] | |
Borrowings | Long-Term Debt Credit Facility On June 4, 2015, the Company amended its credit facility to increase borrowing capacity on the revolving line of credit from $45.0 million to $75.0 million and extended its term from November 2018 to June 2020. All other material terms and covenants remained the same. The revolving line of credit of $10.0 million remained in place. On November 24, 2015, the Company entered into a second amendment and restatement to the credit facility to extend borrowing capacity on the revolving line of credit from $75.0 million to $100.0 million and to make certain favorable changes to the covenants. As of December 29, 2015, the Company had $68.2 million outstanding and $29.0 million available for borrowing under the credit facility, which is net of outstanding letters of credit aggregating $2.8 million reduce the amount available to borrow. Borrowings under our amended and restated credit facility bear interest, at our option, at either (i) LIBOR plus 1.00 to 2.00%, based on the lease-adjusted leverage ratio or (ii) the highest of the following rates plus zero to 1.00%: (a) the federal funds rate plus 0.50%; (b) the 5. Long-Term Debt (continued) Bank of America prime rate or (c) the one month LIBOR plus 1.00%. The facility includes a commitment fee of 0.125 to 0.30%, based on the lease-adjusted leverage ratio, per year on any unused portion of the facility. The credit facility bore interest at a range of 3.50% to 4.25% during 2015. Availability of borrowings under the revolving line of credit is conditioned on compliance with specified covenants, including a maximum lease-adjusted leverage ratio and a minimum consolidated fixed charge coverage ratio. We are subject to a number of other customary covenants, including limitations on additional borrowings, acquisitions, dividend payments and lease commitments. As of December 29, 2015, the Company was in compliance with all of its debt covenants. The credit facility is secured by a pledge of stock of substantially all of the Company's subsidiaries and a lien on substantially all of the personal property assets of the Company and its subsidiaries. |
Fair Value Measurements |
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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 the line of credit and term borrowings vary with market interest rates and negotiated terms and conditions are consistent with current market rates. Asset impairment charges are recorded at fair value on a nonrecurring basis. Assets and Liabilities Measured at Fair Value The fair values are assigned a level within the fair value hierarchy, depending on the source of the inputs into the calculation. Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2—Quoted prices in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3—Prices or valuation techniques which require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). |
Closed Restaurant Reserve |
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Restructuring and Related Activities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Closed Restaurant Reserve | Closed Restaurant Reserve The following table presents restaurant impairments, closure costs and asset disposals for fiscal years 2015, 2014 and 2013 (in thousands):
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Restaurant Impairments During fiscal year 2015, the Company recognized restaurant impairment expense, primarily related to management's current assessment of the expected future cash flows of various restaurants based on recent results. During fiscal year 2015, 39 restaurants were identified as impaired. Fifteen of the 39 restaurants impaired in fiscal year 2015 were also closed in that year. Impairment expense is a Level 3 fair value measure and was determined by comparing the carrying value of restaurant assets to the estimated fair value of the restaurant assets at resale value. These expenses are included in the "Restaurant impairments, closure costs and asset disposals" line in the consolidated statements of income. 7. Impairment and Closed Restaurant Reserve (continued) Restaurant Closures During fiscal year 2015, the Company closed 16 restaurants that operated below acceptable profitability levels. The Company did not close any restaurants in fiscal year 2014. In fiscal year 2013, one restaurant was closed at the end of its lease term. The Company recorded minimal closure costs in fiscal years 2014 and 2013 related to previously closed restaurants. The Company provides for closed property operating lease liabilities using a discount rate of 4.45% to calculate the present value of the remaining non-cancelable lease payments after the closing date, net of estimated subtenant income. The following table contains a summary of the changes in the liability for closed properties as of December 29, 2015 and December 30, 2014 (in thousands):
The current portion of the liability, $2.4 million and $0.2 million as of December 29, 2015 and December 30, 2014, respectively, is recorded in accrued expenses and other liabilities, and the long-term portion is reported in other noncurrent liabilities in the Company's consolidated balance sheets. |
Income Taxes |
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Income Tax Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Taxes | The components of the (benefit) provision for income taxes are as follows for 2015, 2014 and 2013 (in thousands):
8. Income Taxes (continued) The reconciliation of income tax provision (benefit) that would result from applying the federal statutory rate to pre-tax income as shown in the accompanying consolidated statements of income is as follows for 2015, 2014 and 2013 (in thousands):
In 2015, 2014 and 2013 the Company recognized tax benefits on option exercises at fair value in excess of those utilized to record stock-based compensation for book purposes, totaling $0, $253,000 and $201,000, respectively, as a credit to additional paid-in capital. The company's total deferred tax assets and liabilities are as follows (in thousands):
Deferred income taxes arise because of the differences in the book and tax bases of certain assets and liabilities. Deferred income tax liabilities and assets consist of the following (in thousands):
8. Income Taxes (continued) At December 29, 2015 and December 30, 2014, net operating loss carry forwards for federal income tax purposes of approximately $34.4 million and $22.5 million, respectively, were available to offset future taxable income through the year 2035 and 2034, respectively. The net operating loss carry forwards are primarily composed of excess tax deductions for equity compensation. Although Internal Revenue Code Section 382 generally limits the utilization of net operating losses when there is an ownership change, the net operating losses as of December 29, 2015 related to prior ownership changes are generally no longer subject to limitation because the cumulative annual loss limitation plus annual realized built-in-gain now exceeds the original net operating loss that was subject to limitation. However, before any net operating losses are used in the future, a Section 382 study will be completed to ensure that no other ownership changes have occurred that cause any limitations in addition to the limitations that we are aware of as of December 29, 2015. As a result of certain realization requirements of ASC 718, the deferred tax assets shown above include only realized tax deductions related to equity compensation equal to the equity compensation recognized for financial reporting during the years ended December 29, 2015 and December 30, 2014. Equity will be increased by up to $7.9 million if and when the net operating loss is ultimately realized. Uncertain tax positions are recognized if it is more likely than not that the Company will be able to sustain the tax position taken, and the measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon resolution of the benefit. The Company has analyzed filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. There were no uncertain tax positions for the years ended December 29, 2015 or December 30, 2014. The only periods subject to examination for the Company's federal and state returns are 2011 through 2014. |
Stockholder's Equity |
12 Months Ended |
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Dec. 29, 2015 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholders' Equity On June 4, 2015, the Company announced a share repurchase program of up to $35.0 million of the Company's Class A common stock. Under this program, the Company purchased shares of the Company's Class A common stock in the open market (including in pre-arranged stock trading plans in accordance with the guidelines specified in Rule 10b5-1 under the Securities Exchange Act of 1934, as amended ) or in privately negotiated transactions. During fiscal year 2015, the Company repurchased 2,423,871 shares of its common stock for approximately $35.0 million in open market transactions, thereby completing the repurchase program. Repurchased shares are included as treasury stock in the Condensed consolidated balance sheets. The Company has 181,000,000 shares of stock authorized, consisting of 150,000,000 shares of Class A common stock, par value $0.01 per share; 30,000,000 shares of Class B common stock, par value $0.01 and 1,000,000 shares of preferred stock, par value $0.01 per share. Preferred stock rights will be determined by the Company's Board of Directors in the event that preferred shares are issued. The following summarizes the rights of common stock: Voting—Shares of Class A common stock and Class B common stock are entitled to one vote per share in all voting matters, with the exception that Class B common stock does not vote on the election or removal of directors. Conversion—Each share of Class A common stock held by either one of L Catterton Partners or Argentia Private Investments Inc. or their affiliates the (“Equity Sponsors”) is convertible, at the option of the holder, into one share of Class B common stock. Each share of Class B common stock is convertible, at the option of the holder, into one share of Class A common stock. Dividends—A Class C dividend agreement was entered in connection with the Merger Agreement between one of the Equity Sponsors and the Company, which provided that the new investor would receive, in the form of a dividend, an amount equal to the compensation payable to the other new investor under a management services agreement. In connection with the IPO, the management services agreement expired, and the one share of Class C common stock was redeemed. See additional information in Note 16-Related-Party Transactions. Class A common stock and Class B common stock share equally if a dividend is declared or paid to either class, but they do not have rights to any special dividend. Liquidation, Dissolution or Winding Up—Class A common stock and Class B common stock share equally in distributions in liquidation, dissolution or winding up of the corporation. Registration Rights—The Equity Sponsors have the right to demand registration of 10% or more of the shares of the Company's common stock held by them. A few shareholders who are also Executive Officers of the Company or members of the Company's Board of Directors have piggyback registration rights, but they are not required to exercise these rights. |
Stock-Based Compensation |
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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 ("SARs"), restricted stock, restricted stock units ("RSUs") and incentive bonuses to employees, officers, nonemployee directors and other service providers. The number of shares of common stock available for issuance pursuant to awards granted under the Stock Incentive Plan on or after the IPO shall not exceed 3,750,500 shares. The Plan is administered by the Compensation Committee of the Company's board of directors (the "Board") or another committee designated by the Board, or in the absence of any such committee, the Board itself (the "administrator"). Stock options are granted at a price determined by the administrator at an exercise price that is not less than the fair market value of the underlying stock on the date of option is grant. The administrator may also grant SARs and RSUs with terms determined by the administrator in accordance with the Plan. The fair market value of shares prior to the IPO was determined by the Compensation Committee of the Board, or the Board using historical or current transactions, comparable public company valuations, historical transactions, third-party valuations and other factors. Stock options generally have a 10-year term and vest equally over four years from the date of grant. Stock-based compensation expense is generally recognized on a straight-line basis over the service period of the options. In 2015, 2014 and 2013, non-cash stock-based compensation expense of $1.7 million, $1.4 million and $4.3 million, respectively, was included in general and administrative expense. Stock-based compensation of approximately $229,000, $88,000 and $71,000 was included in capitalized internal costs in 2015, 2014 and 2013, respectively. Stock-based compensation expense also includes $45,803 related to the Employee Stock Purchase Plan, see Note 12-Employee Benefit Plans. At December 29, 2015, options available for future share grants totaled 2,360,084. The intrinsic value associated with options exercised was $4.2 million and $6.0 million for the fiscal years ended December 29, 2015 and December 30, 2014, respectively. The estimated fair value of each option granted is calculated using the Black-Scholes option-pricing model. Expected volatilities are based on the historical Company volatility, as well as volatilities from publicly traded companies operating in the Company's industry. The Company uses historical data to estimate expected employee forfeiture of stock options. The expected life of options granted is management's best estimate using recent and expected transactions. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The weighted-average assumptions used in the model were as follows:
The tables below summarize the option activity under the Plan:
10. Stock-Based Compensation (continued)
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As of December 29, 2015, there was $5.0 million of unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the Stock Incentive Plan, which is expected to be recognized over 2.95 years. |
Earnings Per Share |
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Earnings Per Share | Earnings Per Share EPS is calculated by dividing (loss) income available to common shareholders by the weighted-average number of shares of common stock outstanding during each period. Diluted (loss) earnings per share ("diluted EPS") is calculated using (loss) income available to common shareholders 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 restricted common stock. Diluted EPS considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. The following table sets forth the computations of basic and dilutive (loss) earnings per share:
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. The Company excluded 3,184,949; 247,427 and 17,000 outstanding options from the diluted (loss) earnings per share calculation for 2015, 2014 and 2013, respectively, as the options were anti-dilutive. |
Employee Benefit Plans |
12 Months Ended |
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Dec. 29, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Defined Contribution Plan In October 2003, the Company adopted a defined contribution plan, The Noodles & Company 401(k) Plan (the "401(k) Plan"). Company employees with six months of service, aged 21 or older, are eligible to participate in the 401(k) Plan. Under the provisions of the plan, the Company may, at its discretion, make contributions to the 401(k) Plan. Participants are 100% vested in their own contributions. The Company made no contributions during 2015, 2014 and 2013. Deferred Compensation Plan The Company's deferred compensation plan, under which compensation deferrals began in 2013, is a non-qualified deferred compensation plan which allows highly compensated employees to defer a portion of their base salary and variable compensation 12. Employee Benefit Plans (continued) each plan year. To offset its obligation, the Company purchases Company-owned whole-life insurance contracts on certain team members. As of December 29, 2015, $1.5 million was included in other assets, net, which represents the cash surrender value of the associated life insurance policy, and $1.6 million was included in other long-term liabilities, which represents the carrying value of the liability for deferred compensation. Employee Stock Purchase Plan In 2013, the Company adopted an Employee Stock Purchase Plan under which eligible team members may voluntarily contribute up to 15% of their salaries, subject to limitations, to purchase common stock at a price equal to 85% of the fair market value of a share of the Company's common stock on the first day of each offering period or 85% of the fair market value of a share of the Company's common stock on the last day of each offering period, whichever amount is less. In general, all of the Company's officers and team members who have been employed by the Company for at least thirty days prior to the offering period and who are regularly scheduled to work more than 20 hours per week and for more than five months in any calendar year, are eligible to participate in this plan which operates in-line with the Company's fiscal quarters. A total of 750,000 shares of common stock are available for issuance under this plan. The Company has issued a total of 54,224 shares under this plan, of which 18,464 shares were issued during 2015. A total of 695,776 shares remain available for future issuance. For 2015, in accordance with the guidance for accounting for stock compensation, the Company estimated the fair value of the stock purchase plan using the Black-Scholes multiple-option pricing model. The average assumptions used in the model included a 0.080% risk-free interest rate; .25 month expected life; expected volatility of 17.7%; and a zero percent dividend yield. The weighted average fair value per share at grant date was $2.17. In 2015, the Company recognized $45,803 of compensation expense related to this plan. |
Leases (Notes) |
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Leases [Abstract] | |||||||||||||||||||||||||||||||||||||
Leases | Leases The Company leases restaurant facilities, office space and certain equipment under operating leases that expire on various dates through September 2035. Lease terms for traditional shopping centers generally include a base term of 10 years, with options to extend these leases for additional periods of five to 15 years. Typically, the lease includes rent escalations, which are expensed on a straight-line basis over the expected lease term. The difference between rent expense and cash paid for rent is recognized as deferred rent. Rent expense for 2015, 2014 and 2013 was approximately $41.8 million, $35.7 million and $29.5 million, respectively. Future minimum lease payments required under existing leases as of December 29, 2015 are as follows (in thousands):
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Supplemental Disclosures to Consolidated Statements of Cash Flows |
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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 (in thousands) for fiscal years 2015, 2014 and 2013:
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Commitments and Contingencies |
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Dec. 29, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies As previously disclosed in prior reports filed with the SEC, the Company is named as a defendant in an action filed in the Superior Court of Delaware in New Castle County (the “Court”), entitled The State of Delaware, William French v. Card Compliant, LLC, et. al. The case was filed under seal in June 2013 and was unsealed on March 26, 2014. The complaint in this case alleges that a number of large retailers and restaurant companies, including the Company, knowingly refused to fulfill obligations under Delaware's Abandoned Property Law by failing to report and deliver "unclaimed gift card funds" to the State of Delaware, and knowingly made, used or caused to be made or used, false statements and records to conceal, avoid or decrease an obligation to pay or transmit money to Delaware in violation of the Delaware False Claims and Reporting Act. The complaint seeks an order that the Company cease and desist from violating the Delaware Abandoned Property Law, monetary damages (including treble damages under the False Claims and Reporting Act), penalties, and attorneys' fees and costs. On November 23, 2015, the Court ruled on a motion to dismiss the complaint that the defendants—including the Company—had filed. While the Court granted the motion to dismiss with respect to a claim alleging that the defendants intended to defraud the government or willfully concealed property owed to the government and for which a certificate or receipt was provided, it did not dismiss the other claims alleging that the defendants knowingly made false statements to avoid transmitting money to the government. The trial date with respect to this matter is set for January 8, 2018. The Company has recorded a loss contingency accrual based on a reasonable estimate of the probable losses that might arise from this matter; this loss contingency accrual did not have a material effect on our results of operation. The Company intends to continue to vigorously defend this action. On February 10, 2016, Tammie Carter, a former employee of the Company, filed a purported collective and class action lawsuit against the Company alleging violations of the Fair Labor Standards Act and the Colorado Wage Order (the “Labor Laws”) in the United States District Court for the District of Colorado. The plaintiff filed the case on her behalf and on behalf of all assistant general managers employed by the Company during the past three years whom the Company classified as exempt employees, and she alleges that the Company violated the Labor Laws by not paying overtime compensation to its assistant general managers. The plaintiff is seeking, on behalf of herself and members of the putative class, unpaid overtime compensation, damages (including liquidated and/or punitive damages), a declaratory judgment, an injunction, and attorneys’ fees and costs. This case is at an early stage, and the Company is therefore unable to make a reasonable estimate of the probable loss or range of losses, if any, that might arise from this matter. The Company intends to vigorously defend this action. In the normal course of business, the Company is subject to other proceedings, lawsuits and claims. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Consequently, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of December 29, 2015. These matters could affect the operating results of any one financial reporting period when resolved in future periods. The Company believes that an unfavorable outcome with respect to these matters is remote or a potential range of loss is not material to its consolidated financial statements. Significant increases in the number of these claims, or one or more successful claims that result in greater liabilities than they currently anticipate, could materially and adversely affect our business, financial condition, results of operations or cash flows. The Company entered into an employment agreement with its Chief Executive Officer in connection with the IPO superseding the previous employment agreement with this executive. The agreement has an initial term of three years and automatically renews annually unless canceled by either party within 90 days of the end of the initial term or anniversaries thereof. Under the Employment Agreement, if the executive’s employment is terminated by the Company without "cause" or by the executive with "good reason," (as such terms are defined in the applicable employment agreement) the executive is entitled to receive compensation equal to 18 months of the executive’s then-current base salary, payable in equal installments over 18 months, a pro rata bonus for the year of termination and reimbursement of "COBRA" premiums for up to 18 months for the executive and his dependents. The severance payments are conditioned upon the executive entering into a mutual release of claims with the Company. |
Related-Party Transactions |
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Dec. 29, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions During 2013, the Company paid $375,000 to the Equity Sponsors for management service fees and Class C Dividends pursuant to a management services agreement and an agreement to pay dividends on its Class C common stock. In connection with the IPO, the management services agreement expired and one share of Class C common stock was redeemed. Management service fees and Class C dividends paid in each fiscal year vary due to the timing of payments. No such payments were made during fiscal years 2014 and 2015. 16. Related-Party Transactions (continued) In connection with the IPO during the second quarter of 2013, the Company paid $1.7 million of transaction bonuses and related payroll taxes to employees of the Company, and $0.8 million in transaction payments to the Equity Sponsors. In connection with the follow-on offering in the fourth quarter of 2013, the Company purchased 108,267 shares of common stock from certain of its officers at the net offering price per share in such follow-on offering. The Company did not receive any of the proceeds from the offering. Stockholders Agreement. In connection with the IPO, the Company entered into a new stockholders agreement with the Equity Sponsors (the "2013 Stockholders Agreement"). The 2013 Stockholders Agreement contains restrictions on sale, issuance or transfer of shares for each Equity Sponsor without the consent of the the other Equity Sponsor except in a tag along sale under the Registration Rights Agreement or the earlier of the second anniversary of the offering and time at which such Sponsor holds less than 25% of the Company's outstanding stock and Class B stock. The 2013 Stockholders Agreement also grants the Equity Sponsors the right to nominate representatives to the Company's board of directors and committees of the board. L Catterton and Argentia each have the right to designate two members to the Company's board of directors and the Equity Sponsors will agree to vote to elect such director designees. If at any time an Equity Sponsor owns more than 10% and less than 20% of outstanding Class A and Class B common stock, such Equity Sponsor has the right to designate one nominee for election to the Company's board of directors. If an Equity Sponsor’s ownership level falls below 10% of outstanding Class A and Class B common stock, such Equity Sponsor will no longer have a right to designate a nominee. In addition, for so long as L Catterton and Argentia hold at least 35% of the voting power of outstanding common stock, certain actions may not be taken without the approval of L Catterton and Argentia. |
Selected Quarterly Financial Data (Notes) |
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Selected Quarterly Financial Data | Selected Quarterly Financial Data (unaudited) The following table presents selected unaudited quarterly financial data for the periods indicated. Each fiscal quarter contained 13 weeks (in thousands, except per share data):
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Supplemental Financial Information |
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Supplemental Financial Information | Supplemental Financial Information Accounts receivable consist of the following (in thousands):
Prepaid expenses and other assets consist of the following (in thousands):
Property and equipment, net, consist of the following (in thousands):
Accrued payroll and benefits consist of the following (in thousands):
Accrued expense and other current liabilities consist of the following (in thousands):
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Business and Summary of Significant Accounting Policies (Policies) |
12 Months Ended |
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Dec. 29, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All intercompany balances and transactions are eliminated in consolidation. |
Fiscal Year | Fiscal Year The Company operates on a 52- or 53-week fiscal year ending on the Tuesday closest to December 31. Fiscal years 2015, 2014 and 2013, which ended on December 29, 2015, December 30, 2014 and December 31, 2013, respectively, each contained 52 weeks. |
Estimates | Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. Amounts receivable from credit card processors are converted to cash shortly after the related sales transaction and are considered to be cash equivalents because they are both short-term and highly liquid in nature. Amounts receivable from credit card processors are considered cash equivalents, and as of December 29, 2015 and December 30, 2014 were $1.3 million and $1.2 million, respectively, and were offset on the consolidated balance sheets by outstanding checks. Book overdrafts, which are outstanding checks in excess of cash and cash equivalents, are recorded within accounts payable in the accompanying consolidated balance sheets and within operating activities in the accompanying statements of cash flows. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of tenant improvement receivables and vendor rebates receivable, as well as amounts due from franchisees and other miscellaneous receivables. |
Inventories | Inventories Inventories consist of food, beverages, supplies, and smallwares, and are stated at the lower of cost (first-in, first-out method) or market. Smallwares inventory, which consist of the plates, silverware, and cooking utensils used in the restaurants, are frequently replaced and are considered current assets. Replacement costs of smallwares inventory are recorded as other restaurant operating costs and are expensed as incurred. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Expenditures for major renewals and improvements are capitalized, while expenditures for minor replacements and maintenance and repairs are expensed as incurred. Upon retirement or disposal of assets, the accounts are relieved of cost and accumulated depreciation and the related gain or loss is reflected in earnings. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term, which generally includes option periods that are reasonably assured to be exercised. |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired and is not subject to amortization. The Company evaluates goodwill annually, on the first day of the Company's fourth fiscal quarter, to determine if there have been any events or circumstances that would trigger a more-likely-than-not reduction in the fair value of a reporting unit below its carrying amount. |
Intangibles, net | Intangibles, net Intangible, net consist primarily of reacquired franchise rights, favorable lease agreements, trademarks and transferable liquor licenses. The Company amortizes the fair value of reacquired franchise rights over the remaining contractual terms of the reacquired franchise area development agreements at the time of acquisition, which ranged from approximately 10 years to 18 years as of December 29, 2015. The Company amortizes the fair value of favorable lease agreements over the remaining related lease terms at the time of the acquisition, which ranged from approximately four years to 13 years as of December 29, 2015. Trademark rights are considered indefinite lived intangibles, the carrying value of which is analyzed for impairment at least annually. Transferable liquor licenses are carried at the lower of fair value or cost and are reviewed annually for impairment or changes in circumstances that indicate that the carrying amount may not be recoverable. |
Other Assets | . |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the assets. Identifiable cash flows are measured at the lowest level for which they are largely independent of the cash flows of other groups of assets and liabilities, generally at the restaurant level. If the assets are determined to be impaired, the amount of impairment recognized is the amount by which the carrying amount of the assets exceeds their fair value. Estimates of future cash flows are based on the Company's experience and knowledge of local operations. During 2015, 2014 and 2013, the Company recorded impairment charges of certain long-lived assets which are included in restaurant impairments, closure costs and asset disposals in the consolidated statements of income. See Note 7-Impairment and Closed Restaurant Reserve. Fair value of the restaurants was determined using Level 3 inputs (as described in Note 6-Fair Value Measurements) based on a discounted cash flows method through the estimated date of closure. |
Long-Term Debt | Long-term Debt Effective December 29, 2015, we adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs. The ASU requires debt issuance costs related to a recognized liability to be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability. The effects of this standard were applied retrospectively. Debt issuance costs include fees and costs incurred to obtain long-term financing. These costs are amortized to Interest Expense over the term of the related loan |
Self Insurance Programs | Self-Insurance Programs The Company self-insures for health, workers' compensation, general liability and property damage. Predetermined loss limits have been arranged with insurance companies to limit the Company's per occurrence cash outlay. Estimated costs to settle reported claims and incurred but unreported claims for health and workers' compensation self-insured plans are recorded in accrued payroll and benefits and for general liability and property damage in accrued expenses and other liabilities. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company's cash balances may exceed federally insured limits. Credit card transactions at the Company's restaurants are processed by one service provider. Concentration of credit risk related to accounts receivable are limited, as the Company's receivables are primarily amounts due from landlords for the reimbursement of tenant improvements and the Company generally has the right to offset rent due for tenant improvement receivables. |
Revenue Recognition | Revenue Recognition Revenue consists of sales from restaurant operations and franchise royalties and fees. Revenue from the operation of company-owned restaurants are recognized when sales occur. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities. 1. Business and Summary of Significant Accounting Policies (continued) The Company sells gift cards which do not have an expiration date, and it does not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards when the gift card is redeemed by the customer or the Company determines the likelihood of the gift card being redeemed by the customer is remote ("gift card breakage"). The determination of the gift card breakage rate is based upon Company-specific historical redemption patterns. The Company has determined that approximately 6% of gift cards will not be redeemed, which is recognized ratably over the estimated redemption period of the gift card, approximately 18 months. The Company recognized gift card breakage in restaurant revenue of $0.3 million in 2015 and $0.2 million in both 2014 and 2013. Royalties from franchise restaurants are based on a percentage of restaurant revenues and are recognized in the period the related franchised restaurants' sales occur. Development fees and franchise fees, portions of which are collected in advance, are nonrefundable and are recognized in income when all material services or conditions relating to the sale of the franchise have been substantially performed or satisfied by the Company. Both franchise fees and development fees will generally be recognized upon the opening of a franchise restaurant or upon termination of the agreement(s) between the Company and the franchisee. |
Pre-Opening Costs | Pre-Opening Costs Pre-opening costs, including rent, wages, benefits and travel for the training and opening teams, food, beverage and other restaurant operating costs, are expensed as incurred prior to a restaurant opening for business. |
Advertising and Marketing Costs | Advertising and Marketing Costs Advertising and marketing costs are expensed as incurred and aggregated $8.0 million, $4.4 million and $3.9 million in 2015, 2014 and 2013, respectively. These costs are included in restaurant operating costs, general and administrative expenses and pre-opening costs based on the nature of the advertising and marketing costs incurred. |
Rent | Rent Rent expense for the Company's leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The lease term includes renewal options which are reasonably assured of being exercised and begins when the Company has control and possession of the leased property, which is typically before rent payments are due under the lease. The difference between the rent expense and rent paid is recorded as deferred rent in the consolidated balance sheets. Rent expense for the period prior to the restaurant opening is reported in pre-opening costs in the consolidated statements of income. Tenant incentives used to fund leasehold improvements are recorded in deferred rent and amortized as a reduction of rent expense over the term of the lease. Certain leases contain rental provisions based on the sales of the underlying restaurants; the Company has determined that the amount of these provisions is immaterial. |
(Benefit) Provision for Income Taxes | (Benefit) Provision for Income Taxes Provision (benefit) for income taxes is accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those deferred amounts are expected to be recovered or settled. Valuation allowances are recorded for deferred tax assets that more likely than not will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company's policy is to recognize interest to be paid on an underpayment of income taxes in interest expense and any related statutory penalties in provision (benefit) for income taxes in the consolidated statement of income. |
Comprehensive Income (Loss) | Comprehensive (Loss) Income Comprehensive (loss) income consists of the net (loss) income and other gains and losses affecting stockholders' equity that, under accounting principles generally accepted in the United States, are excluded from net (loss) income. Other comprehensive (loss) income, presented in the consolidated statements of comprehensive income for 2015 consisted of the foreign currency translation adjustment. |
Stock Compensation Expense | Stock Compensation Expense The Company recognizes stock-based compensation using fair value measurement guidance for all share-based payments, including stock options and warrants. For option awards, expense is recognized ratably over the vesting period in an amount equal to the fair value of the stock-based awards on the date of grant determined using the Black-Scholes option pricing model. See Note 10-Stock-Based Compensation. |
Foreign Currency Translation | Foreign Currency Translation The Canadian dollar is the functional currency for our Canadian restaurant operations. Assets and liabilities denominated in Canadian dollars are translated into U.S. dollars at exchange rates in effect as of the balance sheet date. Income and expense accounts are translated using the average exchange rates prevailing throughout the period. The resulting translation adjustment is recorded as a separate component of other comprehensive income (loss). Gain or loss from foreign currency transactions is recognized in our consolidated statements of income. |
(Loss) Earnings Per Share | (Loss) Earnings Per Share Basic (loss) earnings per share ("EPS") are calculated by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during each period. Diluted (loss) earnings per share is calculated using income available to common shareholders 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 restricted stock. Diluted EPS considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. See Note 11-(Loss) Earnings Per Share. |
Recent Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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. The pronouncement is effective for annual and interim periods beginning after December 15, 2017, which will require the Company to adopt these provisions in the first quarter of fiscal 2018. 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 FASB issued ASU No. 2014-15, "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 statements. In April 2015, the FASB issued ASU No. 2015-05, "Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement." The pronouncement was issued to provide guidance concerning accounting for fees in a cloud computing arrangement. The update is effective for reporting periods beginning after December 15, 2015. The adoption of this standard is not expected to have a material effect on the Company's consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, "Inventory (Topic 330)." The pronouncement was issued to simplify the measurement of inventory and changes the measurement from lower of cost or market to lower of cost and net realizable value. This pronouncement is effective for reporting periods beginning after December 15, 2016. The adoption of ASU 2015-11 is not expected to have a significant impact on the Company's consolidated financial statements. 1. Business and Summary of Significant Accounting Policies (continued) In February 2016, the FASB issued ASU No. 2016-06, "Leases." The pronouncement amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheet and making targeted changes to lessor accounting. The pronouncement will be effective beginning in the first quarter of 2019, with early adoption permitted. The initial application, with an option to use certain transition relief. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements. Recently Adopted Accounting Pronouncements 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 pronouncement requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying value of that debt liability, consistent with debt discounts. The pronouncement is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted, and the Company adopted this standard effective December 29, 2015. As a result, the Company has presented debt issuance costs related to long-term debt liabilities as a direct deduction from its related liability in the consolidated balance sheets. The effects of the standard were applied retrospectively to all prior interim and annual periods within this annual report. The effect of the change in accounting principle was a reduction of other assets, net and long-term debt by approximately $0.5 million and $0.4 million for the fiscal years ended December 29, 2015 and December 30, 2014, respectively. In November 2015, The FASB issued ASU No. 2015-17, "Income Taxes." The pronouncement requires that deferred tax liabilities and assets be classified as noncurrent in a classified balance sheet. Prior to the issuance of the standard, deferred tax liabilities and assets were required to be separately classified into a current amount and a noncurrent in the balance sheet. The new accounting guidance represents a change in accounting principle and the standard is required to be adopted in annual periods beginning after December 15, 2016. Early adoption is permitted and the Company elected to early adopt this guidance as of December 29, 2015 and to apply the guidance prospectively. As such, prior year balances were not adjusted retrospectively. |
Business and Summary of Significant Accounting Policies (Tables) |
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Accounting Policies [Abstract] | |||||||||||||||||||
Schedule of Property Plant and Equipment, Useful Life | The estimated useful lives for property and equipment are:
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Business Combinations (Tables) |
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Business Combinations [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The assets acquired and liabilities assumed were recorded based on their fair values at the time of the acquisitions, as detailed below (in thousands):
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Goodwill and Intangible Assets (Tables) |
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Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Goodwill | The following table presents goodwill as of December 29, 2015 and December 30, 2014, (in thousands).
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Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table presents intangible assets subject to amortization as of December 29, 2015 and December 30, 2014, (in thousands).
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Schedule of Acquired Indefinite-lived Intangible Assets by Major Class | The estimated aggregate future amortization expense as of December 29, 2015 is as follows, (in thousands):
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Closed Restaurant Reserve (Tables) |
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Restructuring and Related Activities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Changes in Liabilities for Closed Properties | Restaurant Closures During fiscal year 2015, the Company closed 16 restaurants that operated below acceptable profitability levels. The Company did not close any restaurants in fiscal year 2014. In fiscal year 2013, one restaurant was closed at the end of its lease term. The Company recorded minimal closure costs in fiscal years 2014 and 2013 related to previously closed restaurants. The Company provides for closed property operating lease liabilities using a discount rate of 4.45% to calculate the present value of the remaining non-cancelable lease payments after the closing date, net of estimated subtenant income. The following table contains a summary of the changes in the liability for closed properties as of December 29, 2015 and December 30, 2014 (in thousands):
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Income Taxes (Tables) |
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Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Provision for Income Taxes | The components of the (benefit) provision for income taxes are as follows for 2015, 2014 and 2013 (in thousands):
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Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of income tax provision (benefit) that would result from applying the federal statutory rate to pre-tax income as shown in the accompanying consolidated statements of income is as follows for 2015, 2014 and 2013 (in thousands):
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Schedule of Deferred Tax Assets and Liabilities | eferred income taxes arise because of the differences in the book and tax bases of certain assets and liabilities. Deferred income tax liabilities and assets consist of the following (in thousands):
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Stock-Based Compensation (Tables) |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Valuation Assumptions | The weighted-average assumpt |
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Schedule of Share-based Compensation, Stock Options, Activity | The tables below summarize the option activity under the Plan:
10. Stock-Based Compensation (continued)
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Earnings Per Share (Tables) |
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Earnings Per Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share | The following table sets forth the computations of basic and dilutive (loss) earnings per share:
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Leases (Tables) |
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Leases [Abstract] | |||||||||||||||||||||||||||||||||||||
Schedule of Future Minimum Lease Payments Required under Existing Leases | Future minimum lease payments required under existing leases as of December 29, 2015 are as follows (in thousands):
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Supplemental Disclosures to Consolidated Statements of Cash Flows (Tables) |
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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 (in thousands) for fiscal years 2015, 2014 and 2013:
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Selected Quarterly Financial Data (Tables) |
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Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Quarterly Financial Information | The following table presents selected unaudited quarterly financial data for the periods indicated. Each fiscal quarter contained 13 weeks (in thousands, except per share data):
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Supplemental Financial Information (Tables) |
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Dec. 29, 2015 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental Financial Information [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Accounts Receivable | Accounts receivable consist of the following (in thousands):
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Schedule of Prepaid Expenses and Other Assets | Prepaid expenses and other assets consist of the following (in thousands):
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Schedule of Property and Equipment | Property and equipment, net, consist of the following (in thousands):
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Schedule of Accrued Liabilities and Other Liabilities | Accrued payroll and benefits consist of the following (in thousands):
Accrued expense and other current liabilities consist of the following (in thousands):
|
Business and Summary of Significant Accounting Policies (Business and Fiscal Year) (Details) $ / shares in Units, $ in Thousands |
3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
---|---|---|---|---|---|---|---|
Dec. 05, 2013
USD ($)
$ / shares
shares
|
Dec. 30, 2014
restaurant
$ / shares
shares
|
Oct. 01, 2013
$ / shares
shares
|
Oct. 01, 2013
USD ($)
$ / shares
shares
|
Dec. 29, 2015
segment
restaurant
state
$ / shares
|
Dec. 30, 2014
restaurant
$ / shares
|
Dec. 31, 2013
restaurant
|
|
Organization [Line Items] | |||||||
Number of states in which Noodles & Company operates | state | 35 | ||||||
Number of operating segments | segment | 1 | ||||||
Number of reportable segments | segment | 1 | ||||||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Repayments of long term debt | $ | $ 200 | ||||||
Number of weeks in fiscal year | 364 days | 364 days | 71 days | ||||
Minimum [Member] | |||||||
Organization [Line Items] | |||||||
Number of weeks in fiscal year | 364 days | ||||||
Maximum [Member] | |||||||
Organization [Line Items] | |||||||
Number of weeks in fiscal year | 371 days | ||||||
Company-Owned [Member] | |||||||
Organization [Line Items] | |||||||
Number of restaurants | restaurant | 422 | ||||||
Franchise [Member] | |||||||
Organization [Line Items] | |||||||
Number of restaurants | restaurant | 53 | 70 | 53 | 62 | |||
IPO [Member] | |||||||
Organization [Line Items] | |||||||
Issuance of common stock, net of transaction expenses | $ | $ 100,200 | ||||||
Over-Allotment Option [Member] | |||||||
Organization [Line Items] | |||||||
Issuance of common stock, net of transaction expenses, shares | shares | 803,571 | ||||||
Follow On [Member] | |||||||
Organization [Line Items] | |||||||
Issuance of common stock, net of transaction expenses, shares | shares | 108,267 | 108,267 | |||||
Payments for initial public offering | $ | $ 696 | ||||||
Class A Common Stock [Member] | |||||||
Organization [Line Items] | |||||||
Common stock, par value (USD per share) | $ 0.01 | ||||||
Class A Common Stock [Member] | IPO [Member] | |||||||
Organization [Line Items] | |||||||
Share price (USD per share) | $ 18.00 | $ 18.00 | |||||
Issuance of common stock, net of transaction expenses, shares | shares | 6,160,714 | ||||||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | |||||
Class A Common Stock [Member] | Follow On [Member] | |||||||
Organization [Line Items] | |||||||
Share price (USD per share) | $ 39.50 | ||||||
Issuance of common stock, net of transaction expenses, shares | shares | 4,500,000 |
Business and Summary of Significant Accounting Policies (Cash and Cash Equivalents) (Details) - USD ($) $ in Millions |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Credit Card Receivable [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Cash equivalents | $ 1.3 | $ 1.2 |
Business and Summary of Significant Accounting Policies (Inventories) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Inventory [Line Items] | ||
Inventories | $ 10,494 | $ 9,415 |
Smallwares Inventory [Member] | ||
Inventory [Line Items] | ||
Inventories | $ 6,700 | $ 6,200 |
Business and Summary of Significant Accounting Policies (Property & Equipment) (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization | $ 27,802 | $ 24,787 | $ 20,623 |
Internal payroll costs capitalized | $ 3,000 | 2,900 | 2,600 |
Interest costs capitalized | $ 400 | $ 300 | |
Leasehold Improvements [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 20 years | ||
Furniture and Fixtures [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 15 years | ||
Furniture and Fixtures [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 3 years | ||
Equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 7 years | ||
Equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 3 years |
Business and Summary of Significant Accounting Policies (Intangibles, net) (Details) |
12 Months Ended |
---|---|
Dec. 29, 2015 | |
Minimum [Member] | Franchise Rights [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years |
Minimum [Member] | Off-Market Favorable Lease [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years |
Maximum [Member] | Franchise Rights [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years |
Maximum [Member] | Off-Market Favorable Lease [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 13 years |
Business and Summary of Significant Accounting Policies (Other Assets) (Details) - USD ($) $ in Millions |
12 Months Ended | |
---|---|---|
Dec. 30, 2014 |
Dec. 29, 2015 |
|
Finite-Lived Intangible Assets [Line Items] | ||
Debt issuance costs | $ 0.4 | $ 0.5 |
Accumulated amortization of debt issuance costs | 0.3 | $ 0.4 |
August 2012 Credit Facility Amendment [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Write off of deferred debt issuance cost | 0.6 | |
Accumulated amortization of debt issuance costs | $ 0.3 |
Business and Summary of Significant Accounting Policies (Revenue Recognition) (Details) $ in Millions |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015
USD ($)
restaurant
|
Dec. 30, 2014
restaurant
|
Dec. 31, 2013
restaurant
|
|
Franchisor Disclosure [Line Items] | |||
Percent of gift cards expected to be unredeemed (percent) | 6.00% | ||
Gift card estimated redemption period | 18 months | ||
Gift cards breakage | $ | $ 0.3 | ||
Franchise [Member] | |||
Franchisor Disclosure [Line Items] | |||
Number of restaurants | 70 | 53 | 62 |
Number of restaurants opened during period | 19 | 10 | 11 |
Business and Summary of Significant Accounting Policies (Advertising and Marketing Costs) (Details) - USD ($) $ in Millions |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Accounting Policies [Abstract] | |||
Advertising and marketing costs | $ 8.0 | $ 4.4 | $ 3.9 |
Business Combinations (Details) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015
USD ($)
restaurant
|
Dec. 30, 2014
USD ($)
|
Dec. 31, 2013
USD ($)
|
|
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Payments to Acquire Businesses, Gross | $ 628 | $ 15,708 | $ 0 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Goodwill | 6,400 | 6,400 | $ 0 |
Franchise Rights [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Intangibles | 1,306 | 1,376 | |
Off-Market Favorable Lease [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Intangibles | $ 185 | $ 190 | |
Franchise Restaurants [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Number of restaurants acquired | restaurant | 19 | ||
Payments to Acquire Businesses, Gross | $ 15,739 | ||
Acquisition related costs | 100 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Inventories | 352 | ||
Prepaid expenses and other assets | 33 | ||
Deferred tax asset | 142 | ||
Property and equipment | 7,564 | ||
Intangibles | 1,567 | ||
Goodwill | 6,400 | ||
Deferred rent and other liabilities | (319) | ||
Total purchase price | $ 15,739 | ||
Below Market Leases, Amortization Period | 11 years | ||
Franchise Restaurants [Member] | Franchise Rights [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Intangibles | $ 1,441 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 16 years | ||
Franchise Restaurants [Member] | Off-Market Favorable Lease [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years |
Goodwill and Intangible Assets Goodwill Roll-forward (Details) - USD ($) $ in Thousands |
12 Months Ended | |
---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
|
Goodwill [Roll Forward] | ||
Goodwill | $ 6,400 | $ 0 |
Goodwill, Acquired During Period | 0 | 6,400 |
Goodwill | $ 6,400 | $ 6,400 |
Goodwill and Intangible Assets Schedule of Acquired Intangible Assets (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Less accumulated amortization | $ (164) | $ 45 |
Amortized intangible assets net | 1,327 | 1,521 |
Intangibles, net | 1,809 | 1,927 |
Franchise Rights [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangibles | 1,306 | 1,376 |
Off-Market Favorable Lease [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangibles | 185 | 190 |
Trademark Rights And Transferable Liquor Licenses [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangibles | $ 482 | $ 406 |
Goodwill and Intangible Assets Schedule of Intangible Amortization Expense (Details) $ in Thousands |
12 Months Ended | |||
---|---|---|---|---|
Dec. 29, 2015
USD ($)
restaurant
|
Sep. 29, 2015
restaurant
|
Dec. 30, 2014
USD ($)
restaurant
|
Dec. 31, 2013
restaurant
|
|
Finite-Lived Intangible Assets [Line Items] | ||||
2015 | $ 113 | |||
2016 | 111 | |||
2017 | 111 | |||
2018 | 110 | |||
2019 | 108 | |||
Thereafter | 774 | |||
Total | 1,327 | $ 1,521 | ||
Franchise Rights And Favorable Leases [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairments to reacquired franchise rights and favorable leases | $ 0 | |||
Franchise [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Number of restaurants | restaurant | 70 | 53 | 62 | |
Franchise [Member] | Franchise Rights And Favorable Leases [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Number of restaurants | restaurant | 2 |
Borrowings (Credit Facility) (Details) - USD ($) |
12 Months Ended | ||||
---|---|---|---|---|---|
Dec. 29, 2015 |
Nov. 24, 2015 |
Nov. 23, 2015 |
Jun. 04, 2015 |
Jun. 03, 2015 |
|
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 75,000,000 | $ 45,000,000 | |||
Amount outstanding | $ 68,200,000.0 | ||||
Letters of credit outstanding | 2,800,000 | ||||
Remaining borrowing capacity | $ 29,000,000 | ||||
Revolving Line of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 100,000,000.0 | $ 75,000,000.0 | $ 10,000,000 | ||
Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee on unused portion of facility | 12.50% | ||||
Credit facility interest range | 3.50% | ||||
Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee on unused portion of facility | 0.30% | ||||
Credit facility interest range | 4.25% | ||||
Secondary Rates [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 0.00% | ||||
Secondary Rates [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
London Interbank Offered Rate (LIBOR) [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 100.00% | ||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 2.00% | ||||
Federal Funds Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 0.50% |
Closed Restaurant Reserve (Details) - USD ($) $ in Thousands |
12 Months Ended | |||||
---|---|---|---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
||||
Restructuring and Related Activities [Abstract] | ||||||
Restaurant impairments(1) | [1] | $ 25,436 | $ 57 | $ 54 | ||
Closure costs(1) | [1] | 3,076 | 91 | 129 | ||
Loss on disposal of assets and other | 1,104 | 1,243 | 981 | |||
Gain (Loss) on Disposition of Assets | $ (29,616) | $ (1,391) | $ (1,164) | |||
|
Closed Restaurant Reserve (Details 2) - USD ($) $ in Thousands |
12 Months Ended | |
---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
|
Restructuring Reserve [Roll Forward] | ||
Closed restaurant reserves, beginning of period | $ 444 | $ 583 |
Additions—store closing costs recognized and accretion | 4,518 | 77 |
Decreases—payments | (216) | (216) |
Closed restaurant reserves, end of period | $ 4,746 | $ 444 |
Closed Restaurant Reserve (Narrative) (Details) $ in Millions |
12 Months Ended | |
---|---|---|
Dec. 29, 2015
USD ($)
restaurant
|
Dec. 30, 2014
USD ($)
|
|
Restructuring Cost and Reserve [Line Items] | ||
Closed restaurants that operated below acceptable profitability levels | 16 | |
Present value non-cancelable lease payment discount rate | 4.45% | |
Number of restaurants impaired | 39 | |
Number of restaurants closed | 15 | |
Accrued Expenses and Other Liabilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve, current portion | $ | $ 2.4 | $ 0.2 |
Income Taxes Domestic and foreign components of (loss) income before income taxes (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | $ (22,499) | $ 18,550 | $ 11,432 |
Domestic Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | (21,674) | 18,586 | 11,531 |
Foreign Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | $ (825) | $ (36) | $ (99) |
Income Taxes (Components of Provision (Benefit) for Income Taxes) (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Current tax provision: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 144 | 792 | 561 |
Foreign | 0 | 0 | 0 |
Total current tax provision | 144 | 792 | 561 |
Deferred tax (benefit) provision: | |||
Federal | (7,169) | 5,662 | 3,923 |
State | (1,495) | 668 | 283 |
Foreign | (214) | 0 | 0 |
Total deferred tax provision (benefit) | (8,878) | 6,330 | 4,206 |
Total (benefit) provision for income taxes | $ (8,734) | $ 7,122 | $ 4,767 |
Income Taxes (Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Income Tax Disclosure [Abstract] | |||
Federal income tax (benefit) expense at federal rate | $ (7,650) | $ 6,299 | $ 3,887 |
State income tax (benefit) expense, net of federal tax | (960) | 972 | 653 |
Other permanent differences | 378 | 170 | 374 |
Foreign rate differential | 66 | 6 | 26 |
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | (423) | (241) | (149) |
Other items, net | (145) | (84) | (24) |
Total (benefit) provision for income taxes | $ (8,734) | $ 7,122 | $ 4,767 |
Effective income tax rate | 38.80% | 38.40% | 41.70% |
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Operating Loss Carryforwards [Line Items] | |||
Tax benefits on options | $ 0 | $ 253 | $ 201 |
Increase in equity if realized | 7,900 | ||
Federal [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 34,400 | $ 22,500 |
Income Taxes (Deferred Income Taxes) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Noncurrent deferred tax assets (liabilities): | ||
Loss carry forwards | $ 4,234 | $ 743 |
Deferred rent and franchise revenue | 15,802 | 14,454 |
Property, equipment and intangible assets | (24,950) | (26,514) |
Stock-based compensation | 2,833 | 2,847 |
Tax credit carry forwards | 1,609 | 897 |
Inventory smallwares | (2,589) | 0 |
Other accrued expenses | 2,124 | 440 |
Other | 1,601 | 621 |
Total noncurrent net deferred tax assets (liabilities) | 664 | (6,512) |
Current deferred tax assets (liabilities): | ||
Inventory smallwares | 0 | (2,405) |
Other | 0 | 702 |
Total current deferred tax assets (liabilities) | 0 | (1,703) |
Net deferred tax assets (liability) | 664 | (8,215) |
Deferred Tax Liabilities, Gross | (30,084) | (31,216) |
Deferred Tax Assets, Gross | $ 30,748 | $ 23,001 |
Stockholder's Equity (Details) $ / shares in Units, $ in Millions |
3 Months Ended | 12 Months Ended | |||
---|---|---|---|---|---|
Jun. 25, 2013 |
Sep. 29, 2015
USD ($)
|
Dec. 29, 2015
$ / shares
shares
|
Jun. 04, 2015
USD ($)
|
Dec. 30, 2014
$ / shares
shares
|
|
Class of Stock [Line Items] | |||||
Shares authorized | 181,000,000 | ||||
Common stock, shares authorized | 180,000,000 | 34,043,001 | |||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Class A Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Repurchase Program, Authorized Amount | $ | $ 35.0 | ||||
Common stock, shares authorized | 150,000,000 | ||||
Common stock, par value | $ / shares | $ 0.01 | ||||
Reverse stock split | 0.577 | ||||
Treasury shares acquired, shares | 2,423,871 | ||||
Treasury Stock, Value, Acquired, Cost Method | $ | $ 35.0 | ||||
Class B Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Common stock, shares authorized | 30,000,000 | ||||
Common stock, par value | $ / shares | $ 0.01 | ||||
Reverse stock split | 0.577 | ||||
Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized | 1,000,000 | ||||
Preferred stock, par value | $ / shares | $ 0.01 | ||||
Equity Sponsors [Member] | Minimum [Member] | |||||
Class of Stock [Line Items] | |||||
Registration rights, percentage of common stock shares | 10.00% |
Stock-Based Compensation (Narrative) (Details) - USD ($) |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Number of shares available for grant | 2,360,084 | ||
Exercises in period, intrinsic value | $ 4,200,000 | $ 5,952,000 | |
Unrecognized compensation cost | $ 5,000,000 | ||
Period for recognition | 2 years 11 months 12 days | ||
Employee Stock Purchase Plan [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Number of shares authorized | 750,000 | ||
Stock based compensation expense | $ 45,803 | ||
General and Administrative Expense [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock based compensation expense | $ 1,700,000 | 1,400,000 | $ 4,300,000 |
2010 Stock Incentive Plan Post-Merger [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Number of shares authorized | 3,750,500 | ||
Stock option term | 10 years | ||
Vesting period | 4 years | ||
Capitalized Internal Costs [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock based compensation expense | $ 229,000 | $ 88,000 | $ 71,000 |
Stock-Based Compensation (Fair Value Assumptions) (Details) - $ / shares |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Risk-free interest | 1.60% | 1.70% | 1.10% |
Expected life (years) | 5 years | 5 years | 4 years 3 months 18 days |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Volatility | 36.80% | 36.50% | 39.70% |
Weighted-average Black-Scholes fair value per share at date of grant | $ 5.04 | $ 10.52 | $ 6.04 |
Stock-Based Compensation (Stock Option Activity) (Details) - Stock Option [Member] $ / shares in Units, $ in Thousands |
12 Months Ended | |||
---|---|---|---|---|
Dec. 29, 2015
USD ($)
$ / shares
shares
| ||||
Options, Outstanding | ||||
Outstanding, beginning of period | shares | 3,245,264 | |||
Granted | shares | 921,825 | |||
Forfeited | shares | 307,318 | |||
Exercised | shares | 792,363 | |||
Outstanding, end of period | shares | 3,067,408 | |||
Vested and expected to vest | shares | 2,978,704 | |||
Exercisable | shares | 1,940,770 | |||
Weighted Average Exercise Price | ||||
Weighted- average exercise price, beginning balance (USD per share) | $ / shares | $ 12.17 | |||
Granted (USD per share) | $ / shares | 14.55 | |||
Forfeited (USD per share) | $ / shares | 18.76 | |||
Exercised (USD per share) | $ / shares | 8.86 | |||
Weighted- average exercise price, ending balance (USD per share) | $ / shares | 13.08 | |||
Vested and expected to vest (USD per share) | $ / shares | 12.96 | |||
Exercisable (USD per share) | $ / shares | $ 10.93 | |||
Weighted- Average Remaining Years of Contractual Life | ||||
Outstanding | 7 years | |||
Vested and expected to vest | 6 years 11 months 5 days | |||
Exercisable | 5 years 8 months 19 days | |||
Aggregate Intrinsic Value | ||||
Outstanding | $ | $ 2,587 | [1] | ||
Vested and expected to vest | $ | 2,587 | [1] | ||
Exercisable | $ | $ 2,586 | [1] | ||
|
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | 12 Months Ended | |||||||||
---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Sep. 30, 2014 |
Jul. 01, 2014 |
Apr. 01, 2014 |
Oct. 01, 2013 |
Jul. 02, 2013 |
Apr. 02, 2013 |
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Earnings Per Share [Abstract] | |||||||||||
Net (loss) income | $ (4,254) | $ 3,535 | $ (9,821) | $ 3,062 | $ (2,752) | $ 2,943 | $ 3,527 | $ 1,424 | $ (13,765) | $ 11,428 | $ 6,665 |
Shares: | |||||||||||
Basic weighted average shares outstanding (in shares) | 28,938,901 | 29,717,304 | 26,406,904 | ||||||||
Dilutive stock options and warrants (in shares) | 0 | 1,283,795 | 1,281,725 | ||||||||
Diluted weighted average number of shares outstanding (in shares) | 28,938,901 | 31,001,099 | 27,688,629 | ||||||||
Earnings per share: | |||||||||||
Basic EPS (USD per share) | $ (0.15) | $ 0.12 | $ (0.35) | $ 0.10 | $ (0.09) | $ 0.10 | $ 0.12 | $ 0.05 | $ (0.48) | $ 0.38 | $ 0.25 |
Diluted EPS (USD per share) | $ (0.15) | $ 0.11 | $ (0.35) | $ 0.10 | $ (0.09) | $ 0.10 | $ 0.11 | $ 0.05 | $ (0.48) | $ 0.37 | $ 0.24 |
Antidilutive securities excluded from computation of earnings per share | 3,184,949 | 247,427 | 17,000 |
Employee Benefit Plans (Details) - USD ($) |
12 Months Ended | 36 Months Ended | ||
---|---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
Dec. 29, 2015 |
|
Multiemployer Plans [Line Items] | ||||
Required employee service term | 6 months | |||
Required employee age | 21 years | |||
Vesting percentage | 100.00% | |||
Weighted-average fair value per share at date of grant | $ 5.04 | $ 10.52 | $ 6.04 | |
Employee Stock Purchase Plan [Member] | ||||
Multiemployer Plans [Line Items] | ||||
Maximum employee salary percentage | 15.00% | 15.00% | ||
Offering date percentage | 85.00% | |||
Purchase date percentage | 85.00% | |||
Number of shares authorized | 750,000 | 750,000 | ||
Shares issued | 18,464 | 54,224 | ||
Reserved for future issuance | 695,776 | 695,776 | ||
Risk free interest rate | 0.00% | |||
Expected life | 7 days | |||
Expected volatility rate | 17.70% | |||
Expected dividend rate | 0.00% | |||
Weighted-average fair value per share at date of grant | $ 2.17 | |||
Employee stock purchase plan, compensation expense | $ 45,803 | |||
Other Noncurrent Liabilities [Member] | ||||
Multiemployer Plans [Line Items] | ||||
Deferred compensation plan | 1,600,000 | $ 1,600,000 | ||
Other Assets [Member] | ||||
Multiemployer Plans [Line Items] | ||||
Deferred compensation plan | $ 1,500,000 | $ 1,500,000 |
Leases (Details) $ in Thousands |
Dec. 29, 2015
USD ($)
|
---|---|
Leases [Abstract] | |
2016 | $ 49,555 |
2017 | 47,678 |
2018 | 44,088 |
2019 | 42,149 |
2020 | 42,233 |
Thereafter | 286,316 |
Total future minimum lease payments due | $ 512,019 |
Leases (Narrative) (Details) - USD ($) $ in Millions |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Operating Leased Assets [Line Items] | |||
Operating leases, lease term | 10 years | ||
Operating leases, rent expense | $ 41.8 | $ 35.7 | $ 29.5 |
Minimum [Member] | |||
Operating Leased Assets [Line Items] | |||
Operating leases, extension term | 5 years | ||
Maximum [Member] | |||
Operating Leased Assets [Line Items] | |||
Operating leases, extension term | 15 years |
Supplemental Disclosures to Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Supplemental Cash Flow Elements [Abstract] | |||
Interest paid (net of amounts capitalized) | $ 839 | $ 0 | $ 2,506 |
Income taxes paid (net of refunds) | 354 | 811 | 137 |
Purchases of property and equipment accrued in accounts payable | $ 1,414 | $ 37 | $ 996 |
Commitments and Contingencies (Details) - Executives [Member] |
12 Months Ended |
---|---|
Dec. 29, 2015
officer
| |
Loss Contingencies [Line Items] | |
Employment agreement, number of executives | 1 |
Employment agreement, initial term | 3 years |
Employment agreement, cancelation notice period | 90 days |
Employment agreement, severance pay, number of equivalent months | 18 months |
Employment agreement, period for equal installments | 18 months |
Related-Party Transactions (Details) - USD ($) $ in Thousands |
3 Months Ended | 12 Months Ended | ||||
---|---|---|---|---|---|---|
Dec. 05, 2013 |
Dec. 30, 2014 |
Jul. 02, 2013 |
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Follow On [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Issuance of common stock, net of transaction expenses, shares | 108,267 | 108,267 | ||||
Catterton [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Minimum ownership percentage | 35.00% | |||||
Class B Common Stock [Member] | Equity Sponsors [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of stock held | 25.00% | |||||
Class A and Class B Common Stock [Member] | Equity Sponsors [Member] | Minimum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of stock held | 10.00% | |||||
Class A and Class B Common Stock [Member] | Equity Sponsors [Member] | Maximum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of stock held | 20.00% | |||||
Management Services Fees [Member] | Equity Sponsors [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amount paid to related party | $ 375 | $ 1,100 | ||||
Bonuses and Payroll Taxes [Member] | Equity Sponsors [Member] | IPO [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amount paid to related party | $ 800 | |||||
Bonuses and Payroll Taxes [Member] | Employees [Member] | IPO [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amount paid to related party | $ 1,700 |
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | 12 Months Ended | |||||||||
---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 29, 2015 |
Dec. 30, 2014 |
Sep. 30, 2014 |
Jul. 01, 2014 |
Apr. 01, 2014 |
Oct. 01, 2013 |
Jul. 02, 2013 |
Apr. 02, 2013 |
Dec. 29, 2015 |
Dec. 30, 2014 |
Dec. 31, 2013 |
|
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 117,128 | $ 108,546 | $ 117,328 | $ 115,233 | $ 105,761 | $ 106,216 | $ 99,459 | $ 89,519 | $ 455,451 | $ 403,741 | $ 350,924 |
Operating income | (6,464) | 5,474 | (15,302) | 5,016 | (4,318) | 5,045 | 5,941 | 2,456 | (21,067) | 18,915 | 14,252 |
Net (loss) income | $ (4,254) | $ 3,535 | $ (9,821) | $ 3,062 | $ (2,752) | $ 2,943 | $ 3,527 | $ 1,424 | $ (13,765) | $ 11,428 | $ 6,665 |
Basic EPS (USD per share) | $ (0.15) | $ 0.12 | $ (0.35) | $ 0.10 | $ (0.09) | $ 0.10 | $ 0.12 | $ 0.05 | $ (0.48) | $ 0.38 | $ 0.25 |
Diluted EPS (USD per share) | $ (0.15) | $ 0.11 | $ (0.35) | $ 0.10 | $ (0.09) | $ 0.10 | $ 0.11 | $ 0.05 | $ (0.48) | $ 0.37 | $ 0.24 |
Supplemental Financial Information (Accounts Receivable) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 4,990 | $ 4,557 |
Tenant Improvement [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 2,705 | 2,588 |
Vendor Rebate [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 840 | 983 |
Franchise and Other [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 1,445 | $ 986 |
Supplemental Financial Information (Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Supplemental Financial Information [Abstract] | ||
Prepaid occupancy related costs | $ 4,947 | $ 4,135 |
Other prepaid expenses | 2,019 | 1,997 |
Other current assets | 219 | 139 |
Prepaid expenses and other assets | $ 7,185 | $ 6,271 |
Supplemental Financial Information (Property and Equipment) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 348,091 | $ 334,900 |
Accumulated depreciation and amortization | (144,378) | (129,327) |
Property and equipment, net | 203,713 | 205,573 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 216,474 | 208,678 |
Furniture, Fixtures, and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 120,132 | 114,148 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,485 | $ 12,074 |
Supplemental Financial Information (Accrued Payroll and Benefits) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Supplemental Financial Information [Abstract] | ||
Accrued payroll and related liabilities | $ 3,211 | $ 3,022 |
Accrued bonus | 774 | 803 |
Insurance liabilities | 1,432 | 879 |
Accrued payroll and benefits | $ 5,417 | $ 4,704 |
Supplemental Financial Information (Accrued Expense and Other Liabilities) (Details) - USD ($) $ in Thousands |
Dec. 29, 2015 |
Dec. 30, 2014 |
---|---|---|
Supplemental Financial Information [Abstract] | ||
Gift card liability | $ 3,348 | $ 2,701 |
Occupancy related | 3,446 | 1,477 |
Utilities | 1,462 | 1,523 |
Other accrued expenses | 4,168 | 2,859 |
Accrued expenses and other current liabilities | $ 12,424 | $ 8,560 |
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