RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS |
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS In connection with the preparation of the Company's Consolidated Financial Statements as of and for the fiscal year ended December 27, 2023, the Company discovered that in prior years it had not appropriately accounted for the deferred tax asset associated with its investment in SSE Holdings, primarily due to incorrect accounting for state tax depreciation. The error resulted in an overstatement of income tax expense of approximately $2,862 for the fiscal year ended December 28, 2022 and an understatement of income tax benefit of $4,094 for the fiscal year ended December 29, 2021 and deferred tax assets were understated for the impacted periods. The error also resulted in an understatement of retained earnings and deferred tax assets as of December 26, 2020 of approximately $10,094 related to prior periods. The error did not impact total revenue or loss before income taxes for the fiscal years ended December 28, 2022 and December 29, 2021. The misstatements were material to the previously issued financial statements of the Company and as a result, the Company has restated its Consolidated Balance Sheets, Consolidated Statements of Loss, Consolidated Statements of Comprehensive Loss, Consolidated Statements of Stockholder's Equity, and Consolidated Statements of Cash Flows as of and for the fiscal years ended December 28, 2022 and December 29, 2021 presented herein. The restatement includes adjustments to Deferred income taxes, net, Additional paid-in capital, Retained earnings (accumulated deficit), Income tax expense (benefit), Net income (loss), Net income (loss) attributable to Shake Shack Inc., and Earnings (loss) per share. The impact of the correction of the misstatements is summarized below: | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of December 28, 2022 | | As of December 29, 2021 | CORRECTED CONSOLIDATED BALANCE SHEETS | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | Deferred income taxes, net | $ | 300,538 | | $ | 17,088 | | $ | 317,626 | | | $ | 298,668 | | $ | 14,205 | | $ | 312,873 | | Total assets | 1,494,862 | | 17,088 | | 1,511,950 | | | 1,457,570 | | 14,205 | | 1,471,775 | | Additional paid-in capital | 415,611 | | 38 | | 415,649 | | | 405,940 | | 17 | | 405,957 | | Retained earnings (accumulated deficit) | (20,537) | | 17,050 | | (3,487) | | | 3,554 | | 14,188 | | 17,742 | | Total equity | 419,748 | | 17,088 | | 436,836 | | | 435,600 | | 14,205 | | 449,805 | | Total liabilities and stockholders' equity | 1,494,862 | | 17,088 | | 1,511,950 | | | 1,457,570 | | 14,205 | | 1,471,775 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | For the Fiscal Year Ended December 28, 2022 | | For the Fiscal Year Ended December 29, 2021 | CORRECTED CONSOLIDATED STATEMENTS OF LOSS | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | Income tax expense (benefit) | $ | 1,682 | | $ | (2,862) | | $ | (1,180) | | | $ | (7,224) | | $ | (4,094) | | $ | (11,318) | | Net loss | (25,967) | | 2,862 | | (23,105) | | | (10,111) | | 4,094 | | (6,017) | | Net loss attributable to Shake Shack Inc. | (24,091) | | 2,862 | | (21,229) | | | (8,655) | | 4,094 | | (4,561) | | Loss per share of Class A common stock: | | | | | | | | Basic | $ | (0.61) | | $ | 0.07 | | $ | (0.54) | | | $ | (0.22) | | $ | 0.10 | | $ | (0.12) | | Diluted | $ | (0.61) | | $ | 0.07 | | $ | (0.54) | | | $ | (0.22) | | $ | 0.10 | | $ | (0.12) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | For the Fiscal Year Ended December 28, 2022 | | For the Fiscal Year Ended December 29, 2021 | CORRECTED CONSOLIDATED STATEMENTS OF CASH FLOWS | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | Net income (loss) (including amounts attributable to non-controlling interests) | $ | (25,967) | | $ | 2,862 | | $ | (23,105) | | | $ | (10,111) | | $ | 4,094 | | $ | (6,017) | | Deferred income taxes | (3,357) | | (1,657) | | (5,014) | | | (10,379) | | (4,094) | | (14,473) | | Accrued expenses | 4,707 | | (1,205) | | 3,502 | | | 7,175 | | — | | 7,175 | | Net cash provided by Operating activities | 76,742 | | — | | 76,742 | | | 58,404 | | — | | 58,404 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Additional Paid-In Capital | | Retained Earnings (Accumulated Deficit) | CORRECTED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | BALANCE AT DECEMBER 30, 2020 | $ | 395,067 | | $ | — | | $ | 395,067 | | | $ | 12,209 | | $ | 10,094 | | $ | 22,303 | | Net loss | — | | — | | — | | | (8,655) | | 4,094 | | (4,561) | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | 208 | | 17 | | 225 | | | — | | — | | — | | BALANCE AT DECEMBER 29, 2021 | 405,940 | | 17 | | 405,957 | | | 3,554 | | 14,188 | | 17,742 | | Net loss | — | | — | | — | | | (24,091) | | 2,862 | | (21,229) | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | (1,182) | | 21 | | (1,161) | | | — | | — | | — | | BALANCE AT DECEMBER 28, 2022 | $ | 415,611 | | $ | 38 | | $ | 415,649 | | | $ | (20,537) | | $ | 17,050 | | $ | (3,487) | |
All referenced amounts for prior periods in these financial statements and the notes herein reflect the balances and amounts on a restated basis. Restatement of Interim Financial Information (Unaudited) The Company has restated its unaudited Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Stockholder's Equity for the quarterly periods ended March 30, 2022, June 29, 2022, September 28, 2022, March 29, 2023, June 28, 2023 and September 27, 2023. The Condensed Consolidated Statements of Income (Loss) and Condensed Consolidated Statements of Cash Flows for the periods ended March 30, 2022, June 29, 2022, September 28, 2022, March 29, 2023, June 28, 2023 and September 27, 2023 were not impacted by the misstatement. | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of March 29, 2023 | | As of March 30, 2022 | CORRECTED CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | ASSETS | | | | | | | | Current assets: | | | | | | | | | Cash and cash equivalents | $ | 293,430 | | $ | — | | $ | 293,430 | | | $ | 279,251 | | $ | — | | $ | 279,251 | | | Marketable securities | — | | — | | — | | | 79,676 | | — | | 79,676 | | | Accounts receivable, net | 14,175 | | — | | 14,175 | | | 11,755 | | — | | 11,755 | | | Inventories | 4,394 | | — | | 4,394 | | | 3,780 | | — | | 3,780 | | | Prepaid expenses and other current assets | 18,075 | | — | | 18,075 | | | 12,155 | | — | | 12,155 | | | Total current assets | 330,074 | | — | | 330,074 | | | 386,617 | | — | | 386,617 | | Property and equipment, net of accumulated depreciation of $310,939 and $236,933, respectively | 479,617 | | — | | 479,617 | | | 398,971 | | — | | 398,971 | | Operating lease assets | 379,475 | | — | | 379,475 | | | 346,128 | | — | | 346,128 | | Deferred income taxes, net | 301,538 | | 17,088 | | 318,626 | | | 304,166 | | 14,205 | | 318,371 | | Other assets | 16,211 | | — | | 16,211 | | | 13,846 | | — | | 13,846 | | TOTAL ASSETS | $ | 1,506,915 | | $ | 17,088 | | $ | 1,524,003 | | | $ | 1,449,728 | | $ | 14,205 | | $ | 1,463,933 | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | Current liabilities: | | | | | | | | | Accounts payable | $ | 16,002 | | $ | — | | $ | 16,002 | | | $ | 13,395 | | $ | — | | $ | 13,395 | | | Accrued expenses | 45,677 | | — | | 45,677 | | | 38,997 | | — | | 38,997 | | | Accrued wages and related liabilities | 18,678 | | — | | 18,678 | | | 16,032 | | — | | 16,032 | | | Operating lease liabilities, current | 44,578 | | — | | 44,578 | | | 36,951 | | — | | 36,951 | | | Other current liabilities | 18,117 | | — | | 18,117 | | | 20,586 | | — | | 20,586 | | | Total current liabilities | 143,052 | | — | | 143,052 | | | 125,961 | | — | | 125,961 | | Long-term debt | 244,851 | | — | | 244,851 | | | 243,804 | | — | | 243,804 | | Long-term operating lease liabilities | 441,554 | | — | | 441,554 | | | 399,487 | | — | | 399,487 | | Liabilities under tax receivable agreement, net of current portion | 235,361 | | — | | 235,361 | | | 234,273 | | — | | 234,273 | | Other long-term liabilities | 22,192 | | — | | 22,192 | | | 20,944 | | — | | 20,944 | | Total liabilities | 1,087,010 | | — | | 1,087,010 | | | 1,024,469 | | — | | 1,024,469 | | Commitments and contingencies | | | | | | | | Stockholders' equity: | | | | | | | | | Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of March 29, 2023 and March 30, 2022. | — | | — | | — | | | — | | — | | — | | | Class A common stock, $0.001 par value—200,000,000 shares authorized; 39,404,905 and 39,218,290 shares issued and outstanding as of March 29, 2023 and March 30, 2022, respectively. | 39 | | — | | 39 | | | 39 | | — | | 39 | | | Class B common stock, $0.001 par value—35,000,000 shares authorized; 2,844,513 and 2,911,587 shares issued and outstanding as of March 29, 2023 and March 30, 2022, respectively. | 3 | | — | | 3 | | | 3 | | — | | 3 | | | Additional paid-in capital | 417,451 | | 38 | | 417,489 | | | 406,981 | | 17 | | 406,998 | | | Retained earnings (accumulated deficit) | (22,071) | | 17,050 | | (5,021) | | | (6,608) | | 14,188 | | 7,580 | | | Accumulated other comprehensive loss | (4) | | — | | (4) | | | — | | — | | — | | | Total stockholders' equity attributable to Shake Shack Inc. | 395,418 | | 17,088 | | 412,506 | | | 400,415 | | 14,205 | | 414,620 | | Non-controlling interests | 24,487 | | — | | 24,487 | | | 24,844 | | — | | 24,844 | | Total equity | 419,905 | | 17,088 | | 436,993 | | | 425,259 | | 14,205 | | 439,464 | | TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 1,506,915 | | $ | 17,088 | | $ | 1,524,003 | | | $ | 1,449,728 | | $ | 14,205 | | $ | 1,463,933 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | As of June 28, 2023 | | As of June 29, 2022 | CORRECTED CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | ASSETS | | | | | | | | Current assets: | | | | | | | | | Cash and cash equivalents | $ | 203,697 | | $ | — | | $ | 203,697 | | | $ | 278,332 | | $ | — | | $ | 278,332 | | | Marketable securities | 91,537 | | — | | 91,537 | | | 79,625 | | — | | 79,625 | | | Accounts receivable, net | 14,332 | | — | | 14,332 | | | 11,936 | | — | | 11,936 | | | Inventories | 4,674 | | — | | 4,674 | | | 3,955 | | — | | 3,955 | | | Prepaid expenses and other current assets | 15,278 | | — | | 15,278 | | | 13,727 | | — | | 13,727 | | | Total current assets | 329,518 | | — | | 329,518 | | | 387,575 | | — | | 387,575 | | Property and equipment, net of accumulated depreciation of $331,571 and $254,291, respectively | 500,085 | | — | | 500,085 | | | 411,018 | | — | | 411,018 | | Operating lease assets | 385,386 | | — | | 385,386 | | | 361,522 | | — | | 361,522 | | Deferred income taxes, net | 302,025 | | 17,088 | | 319,113 | | | 305,230 | | 14,205 | | 319,435 | | Other assets | 15,802 | | — | | 15,802 | | | 14,735 | | — | | 14,735 | | TOTAL ASSETS | $ | 1,532,816 | | $ | 17,088 | | $ | 1,549,904 | | | $ | 1,480,080 | | $ | 14,205 | | $ | 1,494,285 | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | Current liabilities: | | | | | | | | | Accounts payable | $ | 17,005 | | $ | — | | $ | 17,005 | | | $ | 16,420 | | $ | — | | $ | 16,420 | | | Accrued expenses | 50,588 | | — | | 50,588 | | | 40,013 | | — | | 40,013 | | | Accrued wages and related liabilities | 18,221 | | — | | 18,221 | | | 18,440 | | — | | 18,440 | | | Operating lease liabilities, current | 46,490 | | — | | 46,490 | | | 38,775 | | — | | 38,775 | | | Other current liabilities | 17,881 | | — | | 17,881 | | | 20,261 | | — | | 20,261 | | | Total current liabilities | 150,185 | | — | | 150,185 | | | 133,909 | | — | | 133,909 | | Long-term debt | 245,113 | | — | | 245,113 | | | 244,066 | | — | | 244,066 | | Long-term operating lease liabilities | 448,580 | | — | | 448,580 | | | 418,010 | | — | | 418,010 | | Liabilities under tax receivable agreement, net of current portion | 235,361 | | — | | 235,361 | | | 234,862 | | — | | 234,862 | | Other long-term liabilities | 22,218 | | — | | 22,218 | | | 21,597 | | — | | 21,597 | | Total liabilities | 1,101,457 | | — | | 1,101,457 | | | 1,052,444 | | — | | 1,052,444 | | Commitments and contingencies | | | | | | | | Stockholders' equity: | | | | | | | | | Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of June 28, 2023 and June 29, 2022. | — | | — | | — | | | — | | — | | — | | | Class A common stock, $0.001 par value—200,000,000 shares authorized; 39,449,246 and 39,266,670 shares issued and outstanding as of June 28, 2023 and June 29, 2022, respectively. | 39 | | — | | 39 | | | 39 | | — | | 39 | | | Class B common stock, $0.001 par value—35,000,000 shares authorized; 2,844,513 and 2,871,513 shares issued and outstanding as of June 28, 2023 and June 29, 2022, respectively. | 3 | | — | | 3 | | | 3 | | — | | 3 | | | Additional paid-in capital | 421,356 | | 38 | | 421,394 | | | 410,520 | | 17 | | 410,537 | | | Retained earnings (accumulated deficit) | (15,123) | | 17,050 | | 1,927 | | | (7,796) | | 14,188 | | 6,392 | | | Accumulated other comprehensive loss | (4) | | — | | (4) | | | (1) | | — | | (1) | | | Total stockholders' equity attributable to Shake Shack Inc. | 406,271 | | 17,088 | | 423,359 | | | 402,765 | | 14,205 | | 416,970 | | Non-controlling interests | 25,088 | | — | | 25,088 | | | 24,871 | | — | | 24,871 | | Total equity | 431,359 | | 17,088 | | 448,447 | | | 427,636 | | 14,205 | | 441,841 | | TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 1,532,816 | | $ | 17,088 | | $ | 1,549,904 | | | $ | 1,480,080 | | $ | 14,205 | | $ | 1,494,285 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | As of September 27, 2023 | | As of September 28, 2022 | CORRECTED CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) | As previously reported | Impact of Adjustment | As Restated | | As previously reported | Impact of Adjustment | As Restated | ASSETS | | | | | | | | Current assets: | | | | | | | | | Cash and cash equivalents | $ | 190,020 | | $ | — | | $ | 190,020 | | | $ | 256,998 | | $ | — | | $ | 256,998 | | | Marketable securities | 94,957 | | — | | 94,957 | | | 80,015 | | — | | 80,015 | | | Accounts receivable, net | 13,889 | | — | | 13,889 | | | 11,800 | | — | | 11,800 | | | Inventories | 4,608 | | — | | 4,608 | | | 3,996 | | — | | 3,996 | | | Prepaid expenses and other current assets | 19,762 | | — | | 19,762 | | | 14,246 | | — | | 14,246 | | | Total current assets | 323,236 | | — | | 323,236 | | | 367,055 | | — | | 367,055 | | Property and equipment, net of accumulated depreciation of $353,303 and $271,938, respectively | 525,557 | | — | | 525,557 | | | 441,870 | | — | | 441,870 | | Operating lease assets | 397,870 | | — | | 397,870 | | | 370,536 | | — | | 370,536 | | Deferred income taxes, net | 302,156 | | 17,088 | | 319,244 | | | 306,976 | | 14,205 | | 321,181 | | Other assets | 16,037 | | — | | 16,037 | | | 15,330 | | — | | 15,330 | | TOTAL ASSETS | $ | 1,564,856 | | $ | 17,088 | | $ | 1,581,944 | | | $ | 1,501,767 | | $ | 14,205 | | $ | 1,515,972 | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | Current liabilities: | | | | | | | | | Accounts payable | $ | 21,251 | | $ | — | | $ | 21,251 | | | $ | 17,210 | | $ | — | | $ | 17,210 | | | Accrued expenses | 47,630 | | — | | 47,630 | | | 49,387 | | — | | 49,387 | | | Accrued wages and related liabilities | 18,164 | | — | | 18,164 | | | 17,758 | | — | | 17,758 | | | Operating lease liabilities, current | 47,610 | | — | | 47,610 | | | 40,690 | | — | | 40,690 | | | Other current liabilities | 17,522 | | — | | 17,522 | | | 19,497 | | — | | 19,497 | | | Total current liabilities | 152,177 | | — | | 152,177 | | | 144,542 | | — | | 144,542 | | Long-term debt | 245,375 | | — | | 245,375 | | | 244,328 | | — | | 244,328 | | Long-term operating lease liabilities | 463,370 | | — | | 463,370 | | | 429,165 | | — | | 429,165 | | Liabilities under tax receivable agreement, net of current portion | 235,614 | | — | | 235,614 | | | 234,892 | | — | | 234,892 | | Other long-term liabilities | 26,322 | | — | | 26,322 | | | 20,588 | | — | | 20,588 | | Total liabilities | 1,122,858 | | — | | 1,122,858 | | | 1,073,515 | | — | | 1,073,515 | | Commitments and contingencies | | | | | | | | Stockholders' equity: | | | | | | | | | Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of September 27, 2023 and September 28, 2022. | — | | — | | — | | | — | | — | | — | | | Class A common stock, $0.001 par value—200,000,000 shares authorized; 39,466,268 and 39,279,699 shares issued and outstanding as of September 27, 2023 and September 28, 2022, respectively. | 39 | | — | | 39 | | | 39 | | — | | 39 | | | Class B common stock, $0.001 par value—35,000,000 shares authorized; 2,834,513 and 2,869,513 shares issued and outstanding as of September 27, 2023 and September 28, 2022, respectively. | 3 | | — | | 3 | | | 3 | | — | | 3 | | | Additional paid-in capital | 423,811 | | 38 | | 423,849 | | | 413,274 | | 17 | | 413,291 | | | Retained earnings (accumulated deficit) | (7,496) | | 17,050 | | 9,554 | | | (9,820) | | 14,188 | | 4,368 | | | Accumulated other comprehensive loss | (3) | | — | | (3) | | | (1) | | — | | (1) | | | Total stockholders' equity attributable to Shake Shack Inc. | 416,354 | | 17,088 | | 433,442 | | | 403,495 | | 14,205 | | 417,700 | | Non-controlling interests | 25,644 | | — | | 25,644 | | | 24,757 | | — | | 24,757 | | Total equity | 441,998 | | 17,088 | | 459,086 | | | 428,252 | | 14,205 | | 442,457 | | TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 1,564,856 | | $ | 17,088 | | $ | 1,581,944 | | | $ | 1,501,767 | | $ | 14,205 | | $ | 1,515,972 | |
| | | | | | | | | | | | | | | | | | | | | | | | Thirteen Weeks Ended | CONDENSED CONSOLIDATED STATEMENTS OF LOSS (UNAUDITED) | | March 29 2023 | | March 30 2022 | Shack sales | | $ | 244,254 | | | $ | 196,791 | | Licensing revenue | | 9,024 | | | 6,600 | | TOTAL REVENUE | | 253,278 | | | 203,391 | | Shack-level operating expenses: | | | | | | Food and paper costs | | 71,772 | | | 59,884 | | | Labor and related expenses | | 74,264 | | | 60,465 | | | Other operating expenses | | 34,936 | | | 30,171 | | | Occupancy and related expenses | | 18,583 | | | 16,276 | | General and administrative expenses | | 31,311 | | | 31,386 | | Depreciation and amortization expense | | 21,322 | | | 16,855 | | Pre-opening costs | | 3,557 | | | 2,712 | | Impairment and loss on disposal of assets | | 722 | | | 577 | | TOTAL EXPENSES | | 256,467 | | | 218,326 | | LOSS FROM OPERATIONS | | (3,189) | | | (14,935) | | Other income (expense), net | | 2,837 | | | (289) | | Interest expense | | (403) | | | (355) | | LOSS BEFORE INCOME TAXES | | (755) | | | (15,579) | | Income tax expense (benefit) | | 867 | | | (4,297) | | NET LOSS | | (1,622) | | | (11,282) | | Less: Net loss attributable to non-controlling interests | | (88) | | | (1,120) | | NET LOSS ATTRIBUTABLE TO SHAKE SHACK INC. | | $ | (1,534) | | | $ | (10,162) | | Loss per share of Class A common stock: | | | | | | Basic | | $ | (0.04) | | | $ | (0.26) | | | Diluted | | $ | (0.04) | | | $ | (0.26) | | Weighted average shares of Class A common stock outstanding: | | | | | | Basic | | 39,332 | | | 39,163 | | | Diluted | | 39,332 | | | 39,163 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Thirteen Weeks Ended | | | CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED) | | June 28 2023 | | June 29 2022 | | | | Shack sales | | $ | 261,810 | | | $ | 223,054 | | | | | Licensing revenue | | 9,995 | | | 7,698 | | | | | TOTAL REVENUE | | 271,805 | | | 230,752 | | | | | Shack-level operating expenses: | | | | | | | | | Food and paper costs | | 75,800 | | | 65,987 | | | | | | Labor and related expenses | | 75,158 | | | 65,851 | | | | | | Other operating expenses | | 36,109 | | | 32,151 | | | | | | Occupancy and related expenses | | 19,801 | | | 16,657 | | | | | General and administrative expenses | | 31,476 | | | 29,487 | | | | | Depreciation and amortization expense | | 22,252 | | | 18,087 | | | | | Pre-opening costs | | 5,577 | | | 2,823 | | | | | Impairment and loss on disposal of assets | | 884 | | | 528 | | | | | TOTAL EXPENSES | | 267,057 | | | 231,571 | | | | | INCOME (LOSS) FROM OPERATIONS | | 4,748 | | | (819) | | | | | Other income, net | | 3,227 | | | 538 | | | | | Interest expense | | (405) | | | (315) | | | | | INCOME (LOSS) BEFORE INCOME TAXES | | 7,570 | | | (596) | | | | | Income tax expense | | 347 | | | 707 | | | | | NET INCOME (LOSS) | | 7,223 | | | (1,303) | | | | | Less: Net income (loss) attributable to non-controlling interests | | 275 | | | (115) | | | | | NET INCOME (LOSS) ATTRIBUTABLE TO SHAKE SHACK INC. | | $ | 6,948 | | | $ | (1,188) | | | | | Earnings (loss) per share of Class A common stock: | | | | | | | | | Basic | | $ | 0.18 | | | $ | (0.03) | | | | | | Diluted | | $ | 0.16 | | | $ | (0.03) | | | | | Weighted average shares of Class A common stock outstanding: | | | | | | | | | Basic | | 39,416 | | | 39,227 | | | | | | Diluted | | 43,886 | | | 39,227 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Thirteen Weeks Ended | | | CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED) | | September 27 2023 | | September 28 2022 | | | | Shack sales | | $ | 264,980 | | | $ | 219,501 | | | | | Licensing revenue | | 11,227 | | | 8,313 | | | | | TOTAL REVENUE | | 276,207 | | | 227,814 | | | | | Shack-level operating expenses: | | | | | | | | | Food and paper costs | | 77,180 | | | 67,774 | | | | | | Labor and related expenses | | 76,233 | | | 64,638 | | | | | | Other operating expenses | | 37,307 | | | 33,680 | | | | | | Occupancy and related expenses | | 20,300 | | | 17,337 | | | | | General and administrative expenses | | 30,939 | | | 26,931 | | | | | Depreciation and amortization expense | | 23,130 | | | 18,647 | | | | | Pre-opening costs | | 4,969 | | | 3,041 | | | | | Impairment and loss on disposal of assets | | 492 | | | 592 | | | | | TOTAL EXPENSES | | 270,550 | | | 232,640 | | | | | INCOME (LOSS) FROM OPERATIONS | | 5,657 | | | (4,826) | | | | | Other income, net | | 3,441 | | | 1,482 | | | | | Interest expense | | (433) | | | (475) | | | | | INCOME (LOSS) BEFORE INCOME TAXES | | 8,665 | | | (3,819) | | | | | Income tax expense (benefit) | | 529 | | | (1,508) | | | | | NET INCOME (LOSS) | | 8,136 | | | (2,311) | | | | | Less: Net income (loss) attributable to non-controlling interests | | 509 | | | (287) | | | | | NET INCOME (LOSS) ATTRIBUTABLE TO SHAKE SHACK INC. | | $ | 7,627 | | | $ | (2,024) | | | | | Earnings (loss) per share of Class A common stock: | | | | | | | | | Basic | | $ | 0.19 | | | $ | (0.05) | | | | | | Diluted | | $ | 0.19 | | | $ | (0.05) | | | | | Weighted average shares of Class A common stock outstanding: | | | | | | | | | Basic | | 39,460 | | | 39,274 | | | | | | Diluted | | 43,978 | | | 39,274 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended March 30, 2022 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE DECEMBER 29, 2021 (As Reported) | 39,142,397 | | | $ | 39 | | | 2,921,587 | | | $ | 3 | | | $ | 405,940 | | | $ | 3,554 | | | $ | 1 | | | $ | 26,063 | | | $ | 435,600 | | | Effect of restatement | — | | | — | | | — | | | — | | | 17 | | | 14,188 | | | — | | | — | | | 14,205 | | BALANCE DECEMBER 29, 2021 (As Restated) | 39,142,397 | | | 39 | | | 2,921,587 | | | 3 | | | 405,957 | | | 17,742 | | | 1 | | | 26,063 | | | 449,805 | | | Net loss | — | | | — | | | — | | | — | | | — | | | (10,162) | | | — | | | (1,120) | | | (11,282) | | | Other comprehensive income: | | | | | | | | | | | | | | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | (1) | | | — | | | (1) | | | Equity-based compensation | — | | | — | | | — | | | — | | | 3,224 | | | — | | | — | | | — | | | 3,224 | | | Activity under stock compensation plan | 65,893 | | | — | | | — | | | — | | | (2,276) | | | — | | | — | | | 252 | | | (2,024) | | | Redemption of LLC interests | 10,000 | | | — | | | (10,000) | | | — | | | 49 | | | — | | | — | | | (49) | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | 44 | | | — | | | — | | | — | | | 44 | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (302) | | | (302) | | | | | | | | | | | | | | | | | | | | | BALANCE MARCH 30, 2022 (As Restated) | 39,218,290 | | | $ | 39 | | | 2,911,587 | | | $ | 3 | | | $ | 406,998 | | | $ | 7,580 | | | $ | — | | | $ | 24,844 | | | $ | 439,464 | |
For the thirteen weeks ended June 29, 2022 and September 28, 2022, the effect of the restatement is included in the beginning balances as of March 30, 2022 and June 29, 2022, respectively. As such, only the restated Condensed Consolidated Statements of Stockholders' Equity are shown below. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended June 29, 2022 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE MARCH 30, 2022 (As Restated) | 39,218,290 | | | $ | 39 | | | 2,911,587 | | | $ | 3 | | | $ | 406,998 | | | $ | 7,580 | | | $ | — | | | $ | 24,844 | | | $ | 439,464 | | | | | | | | | | | | | | | | | | | | | | Net loss | — | | | — | | | — | | | — | | | — | | | (1,188) | | | — | | | (115) | | | (1,303) | | | Other comprehensive income: | | | | | | | | | | | | | . | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | (1) | | | — | | | (1) | | | Equity-based compensation | — | | | — | | | — | | | — | | | 3,501 | | | — | | | — | | | — | | | 3,501 | | | Activity under stock compensation plan | 8,306 | | | — | | | — | | | — | | | (332) | | | — | | | — | | | 421 | | | 89 | | | Redemption of LLC interests | 40,074 | | | — | | | (40,074) | | | — | | | 257 | | | — | | | — | | | (257) | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | 113 | | | — | | | — | | | — | | | 113 | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (22) | | | (22) | | | | | | | | | | | | | | | | | | | | | BALANCE JUNE 29, 2022 (As Restated) | 39,266,670 | | | $ | 39 | | | 2,871,513 | | | $ | 3 | | | $ | 410,537 | | | $ | 6,392 | | | $ | (1) | | | $ | 24,871 | | | $ | 441,841 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended September 28, 2022 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE JUNE 29, 2022 (As Restated) | 39,266,670 | | | $ | 39 | | | 2,871,513 | | | $ | 3 | | | $ | 410,537 | | | $ | 6,392 | | | $ | (1) | | | $ | 24,871 | | | $ | 441,841 | | | | | | | | | | | | | | | | | | | | | | Net loss | — | | | — | | | — | | | — | | | — | | | (2,024) | | | — | | | (287) | | | (2,311) | | | Other comprehensive income: | | | | | | | | | | | | | . | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | Equity-based compensation | — | | | — | | | — | | | — | | | 3,570 | | | — | | | — | | | — | | | 3,570 | | | Activity under stock compensation plan | 11,029 | | | — | | | — | | | — | | | (182) | | | — | | | — | | | 245 | | | 63 | | | Redemption of LLC interests | 2,000 | | | — | | | (2,000) | | | — | | | 7 | | | — | | | — | | | (7) | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | (641) | | | — | | | — | | | — | | | (641) | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (65) | | | (65) | | | | | | | | | | | | | | | | | | | | | BALANCE SEPTEMBER 28, 2022 (As Restated) | 39,279,699 | | | $ | 39 | | | 2,869,513 | | | $ | 3 | | | $ | 413,291 | | | $ | 4,368 | | | $ | (1) | | | $ | 24,757 | | | $ | 442,457 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended March 29, 2023 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE DECEMBER 28, 2022 (As Reported) | 39,284,998 | | | $ | 39 | | | 2,869,513 | | | $ | 3 | | | $ | 415,611 | | | $ | (20,537) | | | $ | — | | | $ | 24,632 | | | $ | 419,748 | | | Effect of restatement | — | | | — | | | — | | | — | | | 38 | | | 17,050 | | | — | | | — | | | 17,088 | | BALANCE DECEMBER 28, 2022 (As Restated) | 39,284,998 | | | 39 | | | 2,869,513 | | | 3 | | | 415,649 | | | (3,487) | | | — | | | 24,632 | | | 436,836 | | | Net loss | — | | | — | | | — | | | — | | | — | | | (1,534) | | | — | | | (88) | | | (1,622) | | | Other comprehensive loss: | | | | | | | | | | | | | | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | (4) | | | — | | | (4) | | | Equity-based compensation | — | | | — | | | — | | | — | | | 3,864 | | | — | | | — | | | — | | | 3,864 | | | Activity under stock compensation plan | 94,907 | | | — | | | — | | | — | | | (2,699) | | | — | | | — | | | 186 | | | (2,513) | | | Redemption of LLC interests | 25,000 | | | — | | | (25,000) | | | — | | | 194 | | | — | | | — | | | (194) | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | 481 | | | — | | | — | | | — | | | 481 | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (49) | | | (49) | | | | | | | | | | | | | | | | | | | | | BALANCE MARCH 29, 2023 (As Restated) | 39,404,905 | | | $ | 39 | | | 2,844,513 | | | $ | 3 | | | $ | 417,489 | | | $ | (5,021) | | | $ | (4) | | | $ | 24,487 | | | $ | 436,993 | |
For the thirteen weeks ended June 28, 2023 and September 27, 2023, the effect of the restatement is included in the beginning balances as of March 29, 2023 and June 28, 2023, respectively. As such, only the restated Condensed Consolidated Statements of Stockholders' Equity are shown below. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended June 28, 2023 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE MARCH 29, 2023 (As Restated) | 39,404,905 | | | $ | 39 | | | 2,844,513 | | | $ | 3 | | | $ | 417,489 | | | $ | (5,021) | | | $ | (4) | | | $ | 24,487 | | | $ | 436,993 | | | | | | | | | | | | | | | | | | | | | | Net income | — | | | — | | | — | | | — | | | — | | | 6,948 | | | — | | | 275 | | | 7,223 | | | Other comprehensive income (loss): | | | | | | | | | | | | | | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | Equity-based compensation | — | | | — | | | — | | | — | | | 4,011 | | | — | | | — | | | — | | | 4,011 | | | Activity under stock compensation plan | 44,341 | | | — | | | — | | | — | | | 145 | | | — | | | — | | | 329 | | | 474 | | | Redemption of LLC interests | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | (251) | | | — | | | — | | | — | | | (251) | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (3) | | | (3) | | | | | | | | | | | | | | | | | | | | | BALANCE JUNE 28, 2023 (As Restated) | 39,449,246 | | | $ | 39 | | | 2,844,513 | | | $ | 3 | | | $ | 421,394 | | | $ | 1,927 | | | $ | (4) | | | $ | 25,088 | | | $ | 448,447 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CORRECTED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) | For the Thirteen Weeks Ended September 27, 2023 | Class A Common Stock | | Class B Common Stock | | Additional Paid-In Capital | | Retained Earnings (Accumulated deficit) | | Accumulated Other Comprehensive Income (Loss) | | Non- Controlling Interest | | Total Equity | Shares | | Amount | | Shares | | Amount | | | | | | BALANCE JUNE 28, 2023 (As Restated) | 39,449,246 | | | $ | 39 | | | 2,844,513 | | | $ | 3 | | | $ | 421,394 | | | $ | 1,927 | | | $ | (4) | | | $ | 25,088 | | | $ | 448,447 | | | | | | | | | | | | | | | | | | | | | | Net income | — | | | — | | | — | | | — | | | — | | | 7,627 | | | — | | | 509 | | | 8,136 | | | Other comprehensive income: | | | | | | | | | | | | | . | | | | | | Net change in foreign currency translation adjustment | — | | | — | | | — | | | — | | | — | | | — | | | 1 | | | — | | | 1 | | | Equity-based compensation | — | | | — | | | — | | | — | | | 3,563 | | | — | | | — | | | — | | | 3,563 | | | Activity under stock compensation plan | 7,022 | | | — | | | — | | | — | | | (469) | | | — | | | — | | | 197 | | | (272) | | | Redemption of LLC interests | 10,000 | | | — | | | (10,000) | | | — | | | 71 | | | — | | | — | | | (71) | | | — | | | | | | | | | | | | | | | | | | | | | | Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | — | | | — | | | — | | | — | | | (710) | | | — | | | — | | | — | | | (710) | | | Distributions paid to non-controlling interest holders | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (79) | | | (79) | | | | | | | | | | | | | | | | | | | | | BALANCE SEPTEMBER 27, 2023 (As Restated) | 39,466,268 | | | $ | 39 | | | 2,834,513 | | | $ | 3 | | | $ | 423,849 | | | $ | 9,554 | | | $ | (3) | | | $ | 25,644 | | | $ | 459,086 | |
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