Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Mar. 03, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 26, 2020 | ||
Entity File Number | 1-13293 | ||
Entity Registrant Name | Hillman Companies, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 23-2874736 | ||
Entity Address, Address Line One | 10590 Hamilton Avenue | ||
Entity Address, City or Town | Cincinnati | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 45231 | ||
City Area Code | 513 | ||
Local Phone Number | 851-4900 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 5,000 | ||
Entity Public Float | $ 110,082,596 | ||
Entity Central Index Key | 0001029831 | ||
Current Fiscal Year End Date | --12-26 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 21,520 | $ 19,973 |
Accounts Receivable, after Allowance for Credit Loss, Current | 121,228 | 88,374 |
Inventories, net | 391,679 | 323,496 |
Other current assets | 19,280 | 8,828 |
Total current assets | 553,707 | 440,671 |
Property and equipment, net | 182,674 | 205,160 |
Goodwill | 816,200 | 815,850 |
Intangible assets, net | 825,966 | 882,430 |
Operating lease right of use assets | 76,820 | 81,613 |
Deferred tax asset | 2,075 | 702 |
Other assets | 11,176 | 11,557 |
Total assets | 2,468,618 | 2,437,983 |
Current liabilities: | ||
Accounts payable | 201,461 | 125,042 |
Current portion of debt and capital lease obligations | 11,481 | 11,358 |
Current portion of operating lease liabilities | 12,168 | 11,459 |
Accrued expenses: | ||
Salaries and wages | 29,800 | 12,937 |
Pricing allowances | 6,422 | 6,553 |
Income and other taxes | 5,986 | 5,248 |
Interest | 12,988 | 14,726 |
Other accrued expenses | 31,605 | 21,545 |
Total current liabilities | 311,911 | 208,868 |
Long-term debt | 1,535,508 | 1,584,289 |
Deferred tax liabilities | 156,118 | 164,343 |
Operating lease liabilities | 68,934 | 73,227 |
Other non-current liabilities | 31,560 | 33,287 |
Total liabilities | 2,104,031 | 2,064,014 |
Commitments and Contingencies (Note 15) | 0 | 0 |
Stockholder's Equity: | ||
Preferred stock, $0.01 par, 5,000 shares authorized, none issued and outstanding at December 26, 2020 and December 28, 2019 | 0 | 0 |
Common stock, $0.01 par, 5,000 shares authorized, issued and outstanding at December 26, 2020 and December 28, 2019 | 0 | 0 |
Additional paid-in capital | 565,824 | 553,359 |
Accumulated deficit | (171,849) | (147,350) |
Accumulated other comprehensive loss | (29,388) | (32,040) |
Total stockholder's equity | 364,587 | 373,969 |
Total liabilities and stockholder's equity | $ 2,468,618 | $ 2,437,983 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 2,395 | $ 1,891 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 236,031 | 179,791 |
Other intangible assets, accumulated amortization | $ 291,434 | $ 232,060 |
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000 | 5,000 |
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 | 5,000 | 5,000 |
Common stock, shares issued | 5,000 | 5,000 |
Common stock, shares outstanding | 5,000 | 5,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Statement [Abstract] | |||
Net sales | $ 1,368,295 | $ 1,214,362 | $ 974,175 |
Cost of sales (exclusive of depreciation and amortization shown separately below) | 781,815 | 693,881 | 537,885 |
Selling, general and administrative expenses | 398,472 | 382,131 | 320,543 |
Depreciation | 67,423 | 65,658 | 46,060 |
Amortization | 59,492 | 58,910 | 44,572 |
Management fees to related party | 577 | 562 | 546 |
Other (income) expense | (5,250) | 5,525 | (2,874) |
Income from operations | 65,766 | 7,695 | 27,443 |
Interest expense, net | 86,774 | 101,613 | 70,545 |
Interest expense on junior subordinated debentures | 12,707 | 12,608 | 12,608 |
Investment income on trust common securities | (378) | (378) | (378) |
Loss on mark-to-market adjustment of interest rate swap | 601 | 2,608 | 607 |
Refinancing costs | 0 | 0 | 11,632 |
Loss before income taxes | (33,938) | (108,756) | (67,571) |
Income tax benefit | (9,439) | (23,277) | (8,890) |
Net loss | (24,499) | (85,479) | (58,681) |
Net loss from above | (24,499) | (85,479) | (58,681) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 2,652 | 5,550 | (11,053) |
Total other comprehensive income (loss) | 2,652 | 5,550 | (11,053) |
Comprehensive income (loss) | $ (21,847) | $ (79,929) | $ (69,734) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Cash flows from operating activities: | |||
Net loss | $ (24,499) | $ (85,479) | $ (58,681) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 126,915 | 124,568 | 90,632 |
Loss (gain) on dispositions of property and equipment | 161 | (573) | (5,988) |
Impairment of long lived assets | 210 | 7,887 | 837 |
Deferred income taxes | (9,462) | (23,586) | (10,566) |
Deferred financing and original issue discount amortization | 3,722 | 3,726 | 2,455 |
Refinancing costs | 0 | 0 | 11,632 |
Stock-based compensation expense | 5,125 | 2,981 | 1,590 |
Change in fair value of contingent consideration | (3,515) | 0 | 0 |
Other non-cash interest and change in value of interest rate swap | 601 | 2,608 | 607 |
Changes in operating items: | |||
Accounts receivable | (32,417) | 22,863 | 7,934 |
Inventories | (67,147) | (3,205) | (68,978) |
Other assets | (10,743) | 2,878 | (1,496) |
Accounts payable | 76,031 | (11,975) | 41,092 |
Other accrued liabilities | 27,098 | 9,666 | (3,523) |
Net cash provided by operating activities | 92,080 | 52,359 | 7,547 |
Cash flows from investing activities: | |||
Acquisitions of businesses, net of cash acquired | (800) | (6,135) | (500,989) |
Capital expenditures | (45,274) | (57,753) | (71,621) |
Proceeds from sale of property and equipment | 0 | 10,400 | 0 |
Other investing activities | 0 | 0 | 0 |
Net cash used for investing activities | (46,074) | (53,488) | (572,610) |
Cash flows from financing activities: | |||
Borrowings on senior term loans, net of discount | 0 | 0 | 1,050,050 |
Repayments of senior term loans | (10,608) | (10,608) | (532,488) |
Borrowings of revolving credit loans | 99,000 | 43,500 | 165,550 |
Repayments of revolving credit loans | (140,000) | (38,700) | (76,850) |
Financing fees | 0 | (1,412) | (20,520) |
Principal payments under capitalized lease obligations | (836) | (683) | (235) |
Dividend to Holdco | 0 | 0 | (3,780) |
Proceeds from exercise of stock options | 7,340 | 100 | 200 |
Proceeds from sale of Holdco stock | 0 | 750 | 0 |
Net cash (used for) provided by financing activities | (45,104) | (7,053) | 581,927 |
Effect of exchange rate changes on cash | 645 | (79) | 1,433 |
Net increase (decrease) in cash and cash equivalents | 1,547 | (8,261) | 18,297 |
Cash and cash equivalents at beginning of period | 19,973 | 28,234 | 9,937 |
Cash and cash equivalents at end of period | $ 21,520 | $ 19,973 | $ 28,234 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive (Loss) | Cumulative effect of change in accounting principals | Cumulative effect of change in accounting principalsRetained Earnings (Accumulated Deficit) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | $ 527,403 | $ 0 | $ 551,518 | $ 2,422 | $ (26,537) | ||
Beginning Balance at Dec. 30, 2017 | 527,403 | 0 | 551,518 | 2,422 | (26,537) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (58,681) | (58,681) | |||||
Stock-based compensation | 1,590 | 1,590 | |||||
Proceeds from exercise of stock options | 200 | 200 | |||||
Dividend to Holdco | 3,780 | (3,780) | |||||
Cumulative effect of change in accounting principals | 450,067 | 0 | 549,528 | (61,871) | (37,590) | $ (5,612) | $ (5,612) |
Change in cumulative foreign currency translation adjustment | (11,053) | (11,053) | |||||
Ending Balance at Dec. 29, 2018 | 450,067 | 0 | 549,528 | (61,871) | (37,590) | (5,612) | (5,612) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 450,067 | 0 | 549,528 | (61,871) | (37,590) | (5,612) | (5,612) |
Net loss | (22,939) | ||||||
Cumulative effect of change in accounting principals | 430,268 | 0 | 549,528 | (61,871) | (37,590) | (5,612) | (5,612) |
Ending Balance at Mar. 30, 2019 | 430,268 | ||||||
Beginning Balance at Dec. 29, 2018 | 450,067 | 0 | 549,528 | (61,871) | (37,590) | (5,612) | (5,612) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (85,479) | (85,479) | |||||
Stock-based compensation | 2,981 | 2,981 | |||||
Proceeds from exercise of stock options | 100 | 100 | |||||
Proceeds from sale of Holdco shares of stock | 750 | 750 | |||||
Cumulative effect of change in accounting principals | 373,969 | 0 | 553,359 | (147,350) | (32,040) | $ (5,612) | $ (5,612) |
Change in cumulative foreign currency translation adjustment | 5,550 | 5,550 | |||||
Ending Balance at Dec. 28, 2019 | 373,969 | 0 | 553,359 | (147,350) | (32,040) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 430,268 | ||||||
Beginning Balance at Mar. 30, 2019 | 430,268 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (17,746) | ||||||
Cumulative effect of change in accounting principals | 415,369 | ||||||
Ending Balance at Jun. 29, 2019 | 415,369 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 415,369 | ||||||
Net loss | (14,068) | ||||||
Cumulative effect of change in accounting principals | 401,591 | ||||||
Ending Balance at Sep. 28, 2019 | 401,591 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 401,591 | ||||||
Net loss | (30,726) | ||||||
Cumulative effect of change in accounting principals | 401,591 | 0 | 553,359 | (147,350) | (32,040) | ||
Ending Balance at Dec. 28, 2019 | 373,969 | 0 | 553,359 | (147,350) | (32,040) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 373,969 | 0 | 553,359 | (147,350) | (32,040) | ||
Net loss | (14,804) | ||||||
Cumulative effect of change in accounting principals | 349,097 | 0 | 553,359 | (147,350) | (32,040) | ||
Ending Balance at Mar. 28, 2020 | 349,097 | ||||||
Beginning Balance at Dec. 28, 2019 | 373,969 | 0 | 553,359 | (147,350) | (32,040) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (24,499) | (24,499) | |||||
Stock-based compensation | 5,125 | 5,125 | |||||
Proceeds from exercise of stock options | 7,340 | 7,340 | |||||
Cumulative effect of change in accounting principals | 373,969 | 0 | 565,824 | (171,849) | (32,040) | ||
Change in cumulative foreign currency translation adjustment | 2,652 | 2,652 | |||||
Ending Balance at Dec. 26, 2020 | 364,587 | 0 | 565,824 | (171,849) | (29,388) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 349,097 | ||||||
Beginning Balance at Mar. 28, 2020 | 349,097 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (5,037) | ||||||
Cumulative effect of change in accounting principals | 349,227 | ||||||
Ending Balance at Jun. 27, 2020 | 349,227 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 349,227 | ||||||
Net loss | 9,304 | ||||||
Cumulative effect of change in accounting principals | 362,750 | ||||||
Ending Balance at Sep. 26, 2020 | 362,750 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | 362,750 | ||||||
Net loss | (13,962) | ||||||
Cumulative effect of change in accounting principals | 362,750 | 0 | 565,824 | (171,849) | (29,388) | ||
Ending Balance at Dec. 26, 2020 | 364,587 | 0 | 565,824 | (171,849) | (29,388) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principals | $ 364,587 | $ 0 | $ 565,824 | $ (171,849) | $ (29,388) |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 26, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying financial statements include the consolidated accounts of The Hillman Companies, Inc. and its wholly-owned subsidiaries (collectively “Hillman” or the “Company”). Unless the context requires otherwise, references to "Hillman," "we," "us," "our," or "our Company" refer to The Hillman Companies, Inc. and its wholly-owned subsidiaries. The Consolidated Financial Statements included herein have been prepared in accordance with accounting standards generally accepted in the United States of America (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated. References to 2020, 2019, and 2018 are for fiscal years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. We are a wholly-owned subsidiary of HMAN Group Holdings Inc. (“Holdco”). Affiliates of CCMP Capital Advisors, LLC (“CCMP”) own 79.1% of Holdco's outstanding common stock, affiliates of Oak Hill Capital Partners III, L.P., Oak Hill Capital Management Partners III, L.P. and OHCP III HC RO, L.P. (collectively “Oak Hill Funds”) own 16.7% of Holdco's outstanding common stock, and certain current and former members of management own 4.2% of Holdco's outstanding common stock. The Company has a 52-53 week fiscal year ending on the last Saturday in December 2017. In a 52 week fiscal year, each of the Company’s quarterly periods will comprise 13 weeks. The additional week in a 53 week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. The Company’s first 53 week fiscal year will occur in fiscal year 2022. Nature of Operations: The Company is comprised of three separate operating business segments: (1) Hardware and Protective Solutions, (2) Robotics and Digital Solutions, and (3) Canada. In the fourth quarter of 2019, the Company implemented a plan to restructure the management and operations of our U.S. business to achieve synergies and cost savings associated with the recent acquisitions. The restructuring plan includes management realignment, integration of sales and operations functions, and strategic review of our product offerings (see Note 14 - Restructuring of the Notes to Consolidated Financial Statements for additional details). Hillman Group provides and, on a limited basis, produces products such as fasteners and related hardware items; threaded rod and metal shapes; keys, key duplication systems, and accessories; personal protective equipment such as gloves and eye-wear; builder's hardware; and identification items, such as tags and letters, numbers, and signs, to retail outlets, primarily hardware stores, home centers and mass merchants, pet supply stores, grocery stores, and drug stores. The Canada segment also produces fasteners, stampings, fittings, and processes threaded parts for automotive suppliers, industrial Original Equipment Manufacturers (“OEMs”), and industrial distributors. On August 10, 2018, the Company completed the acquisition of Minute Key Holdings, Inc. ("MinuteKey"), an innovative leader in self-service key duplicating kiosks for a total consideration of $156,289. MinuteKey has existing operations in the United States and Canada and is included in Hillman's Robotics and Digital Solutions reportable segment. See Note 5 - Acquisitions for additional information. On October 1, 2018, the Company completed the acquisition of Big Time Products ("Big Time"), a leading provider of personal protective and work gear products ranging from work gloves, tool belts and jobsite storage, for total consideration of $348,834. Big Time has existing operations throughout North America and its operating results reside within the Company's Hardware and Protective Solutions reportable segment. See Note 5 - Acquisitions for additional information. On August 16, 2019, the Company acquired the assets of Sharp Systems, LLC ("Resharp"), a California-based innovative developer of automated knife sharpening systems, for a total purchase price of $21,100. Resharp has existing operations in the United States and its operating results reside within the Company's Robotics and Digital reportable segment. See Note 5 - Acquisitions for additional information. Restatement of Previously Issued Consolidated Financial Statements for Income Tax Accounting Errors On February 25, 2021, the Audit Committee of the Board of Directors (the “Audit Committee”) of the Company, after considering the recommendations of management, and discussing such recommendations with SEC counsel, concluded that our 2019 and 2018 Financial Statements, included in our Annual Reports on Form 10-K as of and for the fiscal years ended December 29, 2018 and December 28, 2019, and our unaudited condensed consolidated financial statements as of and for the quarterly periods ended within those years along with the three quarters in the thirty-nine weeks ended September 26, 2020, should no longer be relied upon due to misstatements that are described in greater detail below, and that we would restate such financial statements to make the necessary accounting corrections. While preparing our 2020 consolidated financial statements, the Company identified errors in the accounting for income taxes during 2018 and 2019. During 2018, the Company became subject to additional provisions of the Tax Cuts and Jobs Act of 2017 (“2017 Tax Act”) including computations related to the IRC §163(j) interest limitation (Interest Limitation). The Company incorrectly established valuation allowances against the portion of interest expense that was not currently deductible in the years ended December 28, 2019 and December 29, 2018 and during the thirty-nine weeks ended September 26, 2020. In addition, the Company incorrectly established a valuation allowance on certain U.S. state NOLs. Upon further review of income tax accounting guidance, the Company determined the valuation allowance should not have been established. The Company evaluated the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality and SAB No. 108, Considering the Effects of Prior Year Misstatements in Current Year Financial Statements, and determined the effect of these corrections was material to the consolidated financial statements as of and for the years ended December 28, 2019 and December 29, 2018. Accordingly, the Company has restated the 2018 consolidated financial statements and to reduce net loss by $10,960, driven by an increase in deferred tax benefit. Deferred tax liabilities and goodwill decreased by $14,187 and $3,227, respectively. The Company has also restated the 2019 consolidated financial statements, reducing net loss by $17,907 due to an increase in deferred tax benefit. These adjustments resulted in a cumulative decrease to goodwill of $3,227, a decrease to the deferred tax liabilities of $32,094 and a corresponding decrease in accumulated deficit and increase in total equity of $28,867 as of December 28, 2019. These errors had no impact on any period prior to 2018, when the Company became subject to the provisions of the 2017 Tax Act. Impacts to the consolidated statements of cash flow are limited to changes within operating activities as noted below, and, therefore, there are no impacts on the operating, investing or financing subtotals. Refer to Note 17 - Quarterly Data (unaudited) for the impact of correcting these previously reported errors on our unaudited quarterly results. The impacts of these corrections to fiscal years 2018 and 2019 are as follows: Consolidated Statement of Comprehensive Loss Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Income tax (benefit) expense $ (5,370) $ (17,907) $ (23,277) $ 2,070 $ (10,960) $ (8,890) Net loss (103,386) 17,907 (85,479) (69,641) 10,960 (58,681) Comprehensive loss (97,836) 17,907 (79,929) (80,694) 10,960 (69,734) Consolidated Balance Sheets Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Goodwill (1) $ 819,077 $ (3,227) $ 815,850 $ 803,847 $ (3,227) $ 800,620 Total Assets 2,441,210 (3,227) 2,437,983 2,431,470 (3,227) 2,428,243 Deferred tax liabilities 196,437 (32,094) 164,343 200,696 (14,187) 186,509 Total liabilities 2,096,108 (32,094) 2,064,014 1,992,363 (14,187) 1,978,176 Accumulated deficit (176,217) 28,867 (147,350) (72,831) 10,960 (61,871) Total stockholder's equity 345,102 28,867 373,969 439,107 10,960 450,067 Total liabilities and stockholder's equity 2,441,210 (3,227) 2,437,983 2,431,470 (3,227) 2,428,243 (1) The Company incorrectly established a valuation allowance on deferred taxes related to the interest limitations from the MinuteKey and Big Time Products acquisitions in 2018 during purchase accounting through goodwill. The correction of the error resulted in a reduction of goodwill of $1,160 for MinuteKey and $2,067 for Big Time Products. Consolidated Statements of Cash Flows Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Cash flows from operating activities: Net loss (103,386) 17,907 (85,479) (69,641) 10,960 (58,681) Deferred income taxes (5,679) (17,907) (23,586) 394 (10,960) (10,566) Net cash provided by operating activities 52,359 — 52,359 7,547 — 7,547 The impacts of the restatement have been reflected throughout the financial statements, including the applicable footnotes, as appropriate. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Cash and Cash Equivalents : Cash and cash equivalents consist of commercial paper, U.S. Treasury obligations, and other liquid securities purchased with initial maturities less than 90 days and are stated at cost which approximates fair value. The Company has foreign bank balances of approximately $9,279 and $9,301 at December 26, 2020 and December 28, 2019, respectively. The Company maintains cash and cash equivalent balances with financial institutions that exceed federally insured limits. The Company has not experienced any losses related to these balances. Management believes its credit risk is minimal. Restricted Investments : The Company's restricted investments are trading securities carried at fair market value which represent assets held in a Rabbi Trust to fund deferred compensation liabilities owed to the Company's employees. The current portion of the investments is included in other current assets and the long term portion in other assets on the accompanying Consolidated Balance Sheets. See Note 9 - Deferred Compensation Plan. Accounts Receivable and Allowance for Doubtful Accounts : The Company establishes the allowance for doubtful accounts using the specific identification method and also provides a reserve in the aggregate. The estimates for calculating the aggregate reserve are based on the financial condition of the customers, the length of time receivables are past due, historical collection experience, current economic trends, and reasonably supported forecasts. Increases to the allowance for doubtful accounts result in a corresponding expense. The Company writes off individual accounts receivable when collection becomes improbable. The allowance for doubtful accounts was $2,395 and $1,891 as of December 26, 2020 and December 28, 2019, respectively. In the years ended December 26, 2020 and December 28, 2019, the Company entered into agreements to sell, on an ongoing basis and without recourse, certain trade accounts receivable. The buyer is responsible for servicing the receivables. The sale of the receivables is accounted for in accordance with Financial Accounting Standards Board (“FASB”) ASC 860, Transfers and Servicing. Under that guidance, receivables are considered sold when they are transferred beyond the reach of the Company and its creditors, the purchaser has the right to pledge or exchange the receivables, and the Company has surrendered control over the transferred receivables. The Company has received proceeds from the sales of trade accounts receivable of approximately $323,715 and $292,432 for the years ended December 26, 2020 and December 28, 2019, respectively, and has included the proceeds in net cash provided by operating activities in the Consolidated Statements of Cash Flows. Related to the sale of accounts receivable, the Company recorded losses of approximately $1,782 and $2,923 for the years ended December 26, 2020 and December 28, 2019, respectively. Inventories : Inventories consisting predominantly of finished goods are valued at the lower of cost or net realizable value, cost being determined principally on the standard cost method. The historical usage rate is the primary factor used in assessing the net realizable value of excess and obsolete inventory. A reduction in the carrying value of an inventory item from cost to net realizable value is recorded for inventory with excess on-hand quantities as determined based on historic and projected sales, product category, and stage in the product life cycle. Property and Equipment : Property and equipment are carried at cost and include expenditures for new facilities and major renewals. For financial accounting purposes, depreciation is computed on the straight-line method over the estimated useful lives of the assets, generally 2 to 15 years. Assets acquired under finance leases are depreciated over the terms of the related leases. Maintenance and repairs are charged to expense as incurred. The Company capitalizes certain costs that are directly associated with the development of internally developed software, representing the historical cost of these assets. Once the software is completed and placed into service, such costs are amortized over the estimated useful lives. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are removed from their respective accounts, and the resulting gain or loss is reflected in income (loss) from operations. Property and equipment, net, consists of the following at December 26, 2020 and December 28, 2019: Estimated (Years) 2020 2019 Leasehold improvements life of lease 11,506 10,982 Machinery and equipment 2 - 10 334,643 308,096 Computer equipment and software 2 - 5 61,737 60,412 Furniture and fixtures 6 - 8 5,467 2,749 Construction in process 5,352 2,712 Property and equipment, gross 418,705 384,951 Less: Accumulated depreciation 236,031 179,791 Property and equipment, net $ 182,674 $ 205,160 Goodwill : The Company has adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) : Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test and instead requires an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If, after assessing the totality of events or circumstances, the Company determines that the fair value of a reporting unit is less than the carrying value, then the Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The Company’s annual impairment assessment is performed for its reporting units as of October 1st. With the assistance of an independent third-party specialist, management assessed the value the of the reporting units based on a discounted cash flow model and multiple of earnings. Assumptions critical to our fair value estimates under the discounted cash flow model include the discount rate and projected average revenue growth. The results of the quantitative assessment in 2020, 2019, and 2018 indicated that the fair value of each reporting unit was in excess of its carrying value. Therefore goodwill was not impaired as of our annual testing dates. In our annual review of goodwill for impairment in the fourth quarter of 2020, the fair value of each reporting unit exceeded its carrying value by over 6% of its carrying value. No impairment charges were recorded in the years ended December 26, 2020, December 28, 2019, or December 29, 2018. Goodwill for the years ended December 29, 2018 and December 28, 2019 has been restated due to the correction of errors in the accounting for income taxes related to the valuation allowance against deferred tax assets, which impacted our net deferred tax liabilities. See Note 1 - Basis of Presentation for additional details. Goodwill amounts by reportable segment are summarized as follows: Goodwill at Goodwill at December 29, 2019 Acquisitions Disposals Other (1) December 26, 2020 Hardware and Protective Solutions $ 565,780 $ — $ — $ (202) $ 565,578 Robotics and Digital Solutions 220,936 — — — 220,936 Canada 29,134 — — 552 29,686 Total $ 815,850 $ — $ — $ 350 $ 816,200 (1) The "Other" change to goodwill relates to adjustments resulting from fluctuations in foreign currency exchange rates for the Canada and Mexico reporting units. Intangible Assets : Intangible assets arise primarily from the determination of their respective fair market values at the date of acquisition. With the exception of certain trade names, intangible assets are amortized on a straight-line basis over periods ranging from 5 to 20 years, representing the period over which the Company expects to receive future economic benefits from these assets. Other intangibles, net, as of December 26, 2020 and December 28, 2019 consist of the following: Estimated Useful Life December 26, 2020 December 28, 2019 Customer relationships 13 - 20 $ 941,648 $ 941,305 Trademarks - Indefinite Indefinite 85,603 85,517 Trademarks - Other 5 - 15 26,400 26,700 Technology and patents 7 - 12 63,749 60,968 Intangible assets, gross 1,117,400 1,114,490 Less: Accumulated amortization 291,434 232,060 Intangible assets, net $ 825,966 $ 882,430 Estimated annual amortization expense for intangible assets subject to amortization at December 26, 2020 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2021 $ 59,608 2022 $ 59,608 2023 $ 59,608 2024 $ 59,608 2025 $ 58,858 The Company also evaluates indefinite-lived intangible assets (primarily trademarks and trade names) for impairment annually or more frequently if events and circumstances indicate that it is more likely than not that the fair value of an indefinite-lived intangible asset is below its carrying amount. With the assistance of an independent third-party specialist, management assessed the fair value of our indefinite-lived intangible assets based on a relief from royalties model. An impairment charge is recorded if the carrying amount of an indefinite-lived intangible asset exceeds the estimated fair value on the measurement date. No impairment charges related to indefinite-lived intangible assets were recorded by the Company in 2020, 2019, or 2018 as a result of the quantitative annual impairment test. Long-Lived Assets : Long-lived assets, such as property plant and equipment and definite-lived intangibles assets, are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by the asset or asset group to its carrying value. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its' fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. In the year ended December 28, 2019, the Company recorded an impairment charge of $7,887 related to the loss on the disposal of our FastKey self-service duplicating kiosks and related assets in our Robotics and Digital Solutions operating segment. In the fiscal year ended December 29, 2018, the Company recorded impairment charges of $837 related to exiting certain lines of business in our Canada segment, see Note 14 - Restructuring for more details. All of the aforementioned impairment charges incurred were included within the respective other income/expense on the Consolidated Statements of Comprehensive Income (Loss). Approximately 95% of the Company’s long-lived assets are held within the United States. Income Taxes : Deferred income taxes are computed using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the financial reporting basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Valuation allowances are provided for tax benefits where management estimates it is more likely than not that certain tax benefits will not be realized. Adjustments to valuation allowances are recorded for changes in utilization of the tax related item. See Note 6 - Income Taxes for additional information. In accordance with guidance regarding the accounting for uncertainty in income taxes, the Company recognizes a tax position if, based solely on its technical merits, it is more likely than not to be sustained upon examination by the relevant taxing authority. If a tax position does not meet the more likely than not recognition threshold, the Company does not recognize the benefit of that position in its Consolidated Financial Statements. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to be recognized in the Consolidated Financial Statements. Contingent Consideration : Contingent Consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. The estimated fair value of the contingent consideration was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The assumptions utilized in the calculation based on financial performance milestones include projected revenue and/or EBITDA amounts, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. Risk Insurance Reserves : The Company self-insures our product liability, automotive, and workers' compensation liability losses up to $250 per occurrence. General liability losses are self-insured up to $500 per occurrence. Our policy is to estimate reserves based upon a number of factors, including known claims, estimated incurred but not reported claims, and third-party actuarial analysis. The third-party actuarial analysis is based on historical information along with certain assumptions about future events. These reserves are classified as other current and other long-term liabilities within the balance sheets. The Company self-insures our group health claims up to an annual stop loss limit of $250 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. Retirement Benefits : Certain employees of the Company are covered under a profit-sharing and retirement savings plan. The plan provides for a matching contribution for eligible employees of 50% of each dollar contributed by the employee up to 6% of the employee's compensation. In addition, the plan provides an annual contribution in amounts authorized by the Board of Directors, subject to the terms and conditions of the plan. Hillman Canada sponsors a Deferred Profit Sharing Plan (“DPSP”) and a Group Registered Retirement Savings Plan (“RRSP”) for all qualified, full-time employees, with at least three months of continuous service. DPSP is an employer-sponsored profit sharing plan registered as a trust with the Canada Revenue Agency (“CRA”). On a periodic basis, Hillman Canada shares business profits with employees by contributing to the DPSP on each employee's behalf. Employees do not contribute to the DPSP. There is no minimum required contribution; however, DPSPs are subject to maximum contribution limits set by the CRA. The DPSP is offered in conjunction with a RRSP. All eligible employees may contribute an additional voluntary amount of up to eight percent of the employee's gross earnings. Hillman Canada is required to match 100% of all employee contributions up to 2% of the employee's compensation. The assets of the RRSP are held separately from those of Hillman Canada in independently administered funds. Retirement benefit costs were $3,343, $2,725, and $2,567 in the years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. Revenue Recognition : Revenue is recognized when control of goods or services is transferred to our customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company offers a variety of sales incentives to its customers primarily in the form of discounts and rebates. Discounts are recognized in the Consolidated Financial Statements at the date of the related sale. Rebates are based on the revenue to date and the contractual rebate percentage to be paid. A portion of the cost of the rebate is allocated to each underlying sales transaction. Discounts and rebate are included in the determination of net sales. The Company also establishes reserves for customer returns and allowances. The reserve is established based on historical rates of returns and allowances. The reserve is adjusted quarterly based on actual experience. Discounts and allowances are included in the determination of net sales. The following table disaggregates our revenue by product category: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 26, 2020 Fastening and Hardware $ 706,865 $ — $ 131,493 $ 838,358 Personal Protective 317,527 — 239 317,766 Keys and Key Accessories — 157,828 2,878 160,706 Engraving — 51,423 6 51,429 Resharp — 36 — 36 Consolidated $ 1,024,392 $ 209,287 $ 134,616 $ 1,368,295 Year Ended December 28, 2019 Fastening and Hardware $ 607,247 $ — $ 121,242 $ 728,489 Personal Protective 245,769 — — 245,769 Keys and Key Accessories — 185,451 4,009 189,460 Engraving — 50,613 9 50,622 Resharp — 22 — 22 Consolidated $ 853,016 $ 236,086 $ 125,260 $ 1,214,362 Year Ended December 29, 2018 Fastening and Hardware $ 581,269 $ — $ 137,186 $ 718,455 Personal Protective 55,448 — — 55,448 Keys and Key Accessories — 143,898 4,217 148,115 Engraving — 52,145 12 52,157 Resharp — — — — Consolidated $ 636,717 $ 196,043 $ 141,415 $ 974,175 The following table disaggregates our revenue by geographic location: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 26, 2020 United States $ 1,007,135 $ 207,283 $ — $ 1,214,418 Canada 7,789 2,004 134,616 144,409 Mexico 9,468 — — 9,468 Consolidated $ 1,024,392 $ 209,287 $ 134,616 $ 1,368,295 Year Ended December 28, 2019 United States $ 835,957 $ 234,216 $ — $ 1,070,173 Canada 5,905 1,870 125,260 133,035 Mexico 11,154 — — 11,154 Consolidated $ 853,016 $ 236,086 $ 125,260 $ 1,214,362 Year Ended December 29, 2018 United States $ 626,490 $ 195,538 $ — $ 822,028 Canada 1,944 505 141,415 143,864 Mexico 8,283 — — 8,283 Consolidated $ 636,717 $ 196,043 $ 141,415 $ 974,175 Our revenue by geography is allocated based on the location of our sales operations. Our Hardware and Protective Solutions segment contains sales of Big Time personal protective equipment into Canada. Our Robotics and Digital Solutions segment contains sales of MinuteKey Canada. Hardware and Protective Solutions revenues consist primarily of the delivery of fasteners, anchors, specialty fastening products, and personal protective equipment such as gloves and eye-wear as well as in-store merchandising services for the related product category. Robotics and Digital Solutions revenues consist primarily of sales of keys and identification tags through self service key duplication and engraving kiosks. It also includes our associate-assisted key duplication systems and key accessories. Canada revenues consist primarily of the delivery to Canadian customers of fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items as well as in-store merchandising services for the related product category. The Company’s performance obligations under its arrangements with customers are providing products, in-store merchandising services, and access to key duplicating and engraving equipment. Generally, the price of the merchandising services and the access to the key duplicating and engraving equipment is included in the price of the related products. Control of products is transferred at the point in time when the customer accepts the goods, which occurs upon delivery of the products. Judgment is required in determining the time at which to recognize revenue for the in-store services and the access to key duplicating and engraving equipment. Revenue is recognized for in-store service and access to key duplicating and engraving equipment as the related products are delivered, which approximates a time-based recognition pattern. Therefore, the entire amount of consideration related to the sale of products, in-store merchandising services, and access to key duplicating and engraving equipment is recognized upon the delivery of the products. The costs to obtain a contract are insignificant, and generally contract terms do not extend beyond one year. Therefore, these costs are expensed as incurred. Freight and shipping costs and the cost of our in-store merchandising services teams are recognized in selling, general, and administrative expense when control over products is transferred to the customer. The Company used the practical expedient regarding the existence of a significant financing component as payments are due in less than one year after delivery of the products. Shipping and Handling : The costs incurred to ship product to customers, including freight and handling expenses, are included in selling, general, and administrative (“SG&A”) expenses on the Company's Consolidated Statements of Comprehensive Loss. Shipping and handling costs were $50,891, $47,713, and $42,458 in the years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. Research and Development : The Company expenses research and development costs consisting primarily of internal wages and benefits in connection with improvements to the Company's fastening product lines along with the key duplicating and engraving machines. The Company's research and development costs were $2,876, $2,075, and $2,181 in the years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. Common Stock : The Hillman Companies, Inc. has one class of common stock. All outstanding shares of The Hillman Companies, Inc. common stock are owned by Holdco. The management shareholders of Holdco do not have the ability to put their shares back to Holdco. Stock Based Compensation : The Company has a stock-based employee compensation plan pursuant to which Holdco may grant options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted by Holdco in its stand-alone Consolidated Financial Statements in accordance with Accounting Standards Codification 718, Compensation - Stock Compensation ("ASC 718"). The Company uses a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities with publicly traded shares. The Company also makes assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we do not pay dividends and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. Stock-based compensation expense is recognized using a fair value based recognition method. Stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as expense over the requisite vesting period or performance period of the award on a straight-line basis. The stock-based compensation expense is recorded in general and administrative expenses. The plan is more fully described in Note 11 - Stock Based Compensation. Fair Value of Financial Instruments : The Company uses the accounting guidance that applies to all assets and liabilities that are being measured and reported on a fair value basis. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. Whenever possible, quoted prices in active markets are used to determine the fair value of the Company's financial instruments. Derivatives and Hedging : The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. The Company enters into derivative instrument transactions with financial institutions acting as the counter-party. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. The relationships between hedging instruments and hedged items are formally documented, in addition to the risk management objective and strategy for each hedge transaction. For interest rate swaps, the notional amounts, rates, and maturities of our interest rate swaps are closely matched to the related terms of hedged debt obligations. The critical terms of the interest rate swap are matched to the critical terms of the underlying hedged item to determine whether the derivatives used for hedging transactions are highly effective in offsetting changes in the cash flows of the underlying hedged item. If it is determined that a derivative ceases to be a highly effective hedge, the hedge accounting is discontinued and all subsequent derivative gains and losses are recognized in the statement of comprehensive income or loss. Derivative instruments designated in hedging relationships that mitigate exposure to the variability in future cash flows of the variable-rate debt and foreign currency exchange rates are considered cash flow hedges. The Company records all derivative instruments in other assets or other liabilities on the Consolidated Balance Sheets at their fair values. If the derivative is designated as a cash flow hedge and the hedging relationship qualifies for hedge accounting, the effective portion of the change in the fair value of the derivative is recorded in other comprehensive income or loss. The change in fair value for instruments not qualifying for hedge accounting are recognized in the statement of comprehensive income or loss in the period of the change. See Note 12 - Derivatives and Hedging. Translation of Foreign Currencies : The translation of the Company's Canadian and Mexican local currency based financial statements into U.S. dollars is performed for balance sheet accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. Cumulative translation adjustments are recorded as a component of accumulated other comprehensive loss in stockholder's equity. Use of Estimates in the Preparation of Financial Statements : The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the reporting period. Actual results may differ from these estimates. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). On December 31, 2017, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers and all the related amendments (“new revenue standard”) to all contracts using the modified retrospective method. The Company recognized the cumulative effect of initially applying the new revenue standard as a $5,612 reduction to the opening balance of retained earnings with corresponding decreases to other current assets and other assets of $3,846 and $3,370, respectively, an increase of $637 to other accrued expenses, and a decrease of $2,241 in deferred tax liabilities. The cumulative adjustment primarily relates to payments to customers. The Company will now recognize certain payments as a reduction of revenue when the payment is made as opposed to over the life of the master service agreement. The impact to revenues as a result of applying ASU 2014-09 were immaterial. A majority of revenue continues to be recognized when products are shipped or delivered to customers. The Company expects the impact of the adoption of the new standard to be immaterial to our net income on an ongoing basis. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . Subsequently, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements and ASU 2018-10, Codification Improvements to Topic 842, Leases. Effective December 30, 2018, the Company adopted the comprehensive new lease standard issued by the FASB. The most significant impact was the recognition of right-of-use ("ROU") assets and liabilities for operating and finance leases applicable to lessees. The Company elected to utilize the transition guidance within the new standard that allowed the Company to carry forward its historical lease classification(s). Operating and finance ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the implicit rate is not determinable for most of the Company's leases, management uses the Company's incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The Company elected to not separate lease and non-lease components for all classes of underlying assets in which it is the lessee and made an accounting policy election to not account for leases within an initial term of 12 months or less on the accompanying Consolidated Balance Sheets. The expected lease terms include options to extend or terminate the lease when its reasonably certain that the Company will exercise such option. Lease expense for minimum lease payments is recognized over a straight-line basis over the expected lease term. As of December 30, 2018, the Company recorded an Operating ROU Asset of $72,785 and a Finance ROU Asset of $672 within our Consolidated Balance Sheets. Short-term and long-term operating lease liabilities were recorded as $12,040 and $63,291, respectively. Short-term and long-term finance lease liabilities were determined to be $436 and $477, respectively. The adoption of this guidance did not have an impact on net income. Refer to Note 8 - Leases for full lease-related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses. The ASU sets forth a “current expected credit loss” (CECL) model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. The Company adopted this ASU in the first quarter of fiscal 2020, and it did not have a material impact on the Company's Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) : Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , ("ASC 350-40") requiring a customer in a cloud computing arrangement that is a service contract to follow the internal use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets. Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use. The Company early adopted this ASU in the third quarter of 2018, and it did not have a material impact on the Company's Consolidated Financial Statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting which provide optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating contract and the optional expedients provided by the new standard. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 26, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | The Company has recorded aggregate management fee charges and expenses from CCMP and Oak Hill Funds of $577, $562, and $546 for the years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. The Company recorded proceeds from the sale of Holdco stock to members of management and the Board of Directors for $750 during year ended December 28, 2019. There were no such sales the year ended December 26, 2020 nor December 29, 2018. In the year ended December 29, 2018, the Company paid a dividend of approximately $3,780 to Holdco for the purchase of 4,200 shares of Holdco stock from former members of management. No such dividends were paid in fiscal 2020 nor fiscal 2019. Gregory Mann and Gabrielle Mann are employed by Hillman. Hillman leases an industrial warehouse and office facility from companies under the control of the Manns. The Company has recorded rental expense for the lease of this facility on an arm's length basis. Rental expense for the lease of this facility was $351 for the year ended December 26, 2020, $350 for the year ended December 28, 2019, and $350 for the year ended December 29, 2018. Douglas J. Cahill was hired effective July 29, 2019 as our Executive Chairman, Senior Executive Officer. He was promoted to President and Chief Executive Officer September 16, 2019. Mr. Cahill is also a former Managing Director of CCMP Capital Advisors, LP ("CCMP"). CCMP’s private equity fund CCMP Capital Investors III, L.P. (“CCMP III”), together with its related fund vehicles, owns approximately 79.1% of Holdco's outstanding common stock as of December 26, 2020. Mr. Cahill has retained a carried interest in CCMP III and the fair value of this carried interest, which is based on the overall performance of CCMP III, is contingent on several factors. As of December 26, 2020, the fair value of the carried interest is not estimable in accordance with ASC 405 - Contingencies. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 26, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Minute Key Holdings, Inc. On August 10, 2018, the Company completed the acquisition of Minute Key Holdings, Inc. ("MinuteKey"), an innovative leader in self-service key duplicating kiosks, for a total consideration reflecting an enterprise value of $156,289. The Company financed the acquisition with the unfunded delayed draw term loan facility of $165,000 . MinuteKey is headquartered in Boulder, Colorado and has operations in the United States and Canada. MinuteKey's financial results reside within the Company's Robotics and Digital Solutions reportable segment. The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the MinuteKey acquisition: Cash $ 1,791 Inventory 3,952 Other current assets 766 Property and equipment 29,888 Goodwill (1) 58,077 Customer relationships 50,000 Developed technology 19,000 Trade names 5,400 Other non-current assets 16 Total assets acquired 168,890 Less: Liabilities assumed (1) (12,601) Total purchase price $ 156,289 (1) Goodwill and deferred tax liabilities have been reduced by $1,160 due to the correction of errors related to income taxes related to the valuation allowance against deferred tax assets, which impacted our net deferred tax liabilities. See Note 1 - Basis of Presentation for additional details. Pro forma financial information has not been presented for MinuteKey as their associated financial results are insignificant to the financial results of the Company on a standalone basis. Big Time Products On October 1, 2018, the Company acquired NB Parent Company, LLC. and its affiliated companies including Big Time Products, LLC (collectively, "Big Time"), a leading provider of personal protective and work gear products ranging from work gloves, tool belts and jobsite storage for a purchase price of $348,834. Coinciding with the Big Time acquisition, the Company entered into an amendment (the "Amendment") to the Company's existing term loan credit agreement dated May 31, 2018 (the "Term Credit Agreement"). The Amendment provided approximately $365,000 of incremental term loans. Refer to Note 7 - Long-Term Debt for further details on the Term Credit Agreement and the associated Amendment. Big Time has business operations throughout North America and its financial results reside in the Company's Hardware and Protective Solutions reportable segment. The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the Big Time acquisition: Cash $ 2,507 Accounts receivable 40,828 Inventory 40,216 Other current assets 1,623 Property and equipment 3,703 Goodwill (1) 128,796 Customer Relationships 189,000 Trade names 21,000 Other non-current assets 159 Total assets acquired 427,832 Less: Liabilities assumed (1) (78,998) Total purchase price $ 348,834 (1) Goodwill and deferred tax liabilities have been reduced by $2,067 due to the correction of errors related to income taxes related to the valuation allowance against deferred tax assets, which impacted our net deferred tax liabilities. See Note 1 - Basis of Presentation for additional details. The following table provides unaudited pro forma results of the combined entities of Hillman and Big Time, had the acquisition occurred at the beginning of fiscal 2018: (Unaudited) 2018 Net revenues $ 1,139,562 Net earnings (loss) $ (74,976) The pro forma results are based on assumptions that the Company believes are reasonable under certain circumstances. The pro forma results presented are not intended to be indicative of results that may occur in the future. The underlying pro forma information includes historical results of the Company, the Company's financing arrangements related to the Big Time acquisition, and certain purchase price accounting adjustments, including amortization of acquired intangibles. Sharp Systems, LLC On August 16, 2019, the Company acquired the assets of Sharp Systems, LLC ("Resharp"), a California-based innovative developer of automated knife sharpening systems, for a total purchase price of $21,100, including a contingent consideration provision with an estimated fair value of $18,100, with a maximum payout of $25,000 plus 1.8% of net knife-sharpening revenues for five years after the $25,000 is fully paid. Contingent consideration to be paid subsequent to December 26, 2020 is contingent upon several business performance metrics over a multi-year period. See Note 13 - Fair Value Measurements for additional information on the contingent consideration payable as of December 26, 2020. Resharp has existing operations in the United States and its operating results reside within the Company's Robotics and Digital Solutions reportable segment. The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the Resharp acquisition: Property and equipment 218 Goodwill 9,382 Technology 11,500 Total assets acquired 21,100 Less: Contingent consideration payable (18,100) Net cash paid $ 3,000 Pro forma financial information has not been presented for Resharp as their associated financial results are insignificant to the financial results of the Company on a standalone basis. Other Acquisitions On July 1, 2019, the Company acquired the assets of West Coast Washers, Inc. for a total purchase price of $3,135. The financial results of West Coast Washers, Inc. reside within the Company's Hardware and Protective Solutions reportable segment and have been determined to be immaterial for purposes of additional disclosure. On February 19, 2020, the Company acquired the assets of Instafob LLC ("Instafob") for a cash payment of $800 and a total purchase price of $2,618, which includes $1,818 in contingent and non-contingent considerations that remain payable to the seller. The financial results of Instafob reside within the Company's Robotics and Digital Solutions reportable segment and have been determined to be immaterial for purposes of additional disclosure. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 26, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Loss before income taxes are comprised of the following components for the periods indicated: Year Ended Year Ended Year Ended United States based operations $ (30,083) $ (101,197) $ (53,254) Non-United States based operations (3,855) (7,559) (14,317) Loss before income taxes $ (33,938) $ (108,756) $ (67,571) Below are the components of the Company's income tax (benefit) provision for the periods indicated: Year Ended Year Ended Year Ended Current: Federal & State $ 629 $ 1,235 $ 263 Foreign (49) 611 67 Total current 580 1,846 330 Deferred: Federal & State (7,625) (23,333) (11,679) Foreign (1,356) (2,625) (4,741) Total deferred (8,981) (25,958) (16,420) Valuation allowance (1,038) 835 7,200 Income tax expense/(benefit) $ (9,439) $ (23,277) $ (8,890) The Company has U.S. federal net operating loss (“NOL”) carryforwards totaling $134,347 as of December 26, 2020 that are available to offset future taxable income. These carryforwards expire from 2027 to 2038. A portion of the U.S. federal NOLs were acquired with the MinuteKey purchase in 2018. The MinuteKey NOLs are subject to limitation under IRC §382 from current and prior ownership changes. In addition, the Company's foreign subsidiaries have NOL carryforwards aggregating $30,717. A portion of these carryforwards expire from 2035 to 2040. Management anticipates utilizing all foreign NOLs prior to their expiration. The Company has state NOL carryforwards with an aggregate tax benefit of $3,806 which expire from 2020 to 2040. The Company has recorded a valuation allowance of $439 in fiscal 2020 for the state NOLs expected to expire prior to utilization. The Company has $891 of general business tax credit carryforwards which expire from 2020 to 2040. A valuation allowance of $210 has been maintained for a portion of these tax credits. The Company has $822 of foreign tax credit carryforwards which expire from 2020 to 2025. A valuation allowance of $822 has been established for these credits given insufficient foreign source income projected to utilize these credits. The table below reflects the significant components of the Company's net deferred tax assets and liabilities at December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Non-current Non-current Deferred Tax Asset: Inventory $ 11,423 $ 10,043 Bad debt reserve 1,497 868 Casualty loss reserve 279 498 Accrued bonus / deferred compensation 7,411 5,174 Deferred rent 54 80 Derivative security value 817 845 Deferred social security (CARES Act) 1,798 — Interest limitation 21,011 30,335 Lease liabilities 21,241 22,134 Deferred revenue - shipping terms 315 315 Original issue discount amortization 3,078 3,372 Transaction costs 3,061 2,302 Federal / foreign net operating loss 36,217 38,478 State net operating loss 3,806 5,426 Tax credit carryforwards 2,150 2,636 All other 610 401 Gross deferred tax assets 114,768 122,907 Valuation allowance for deferred tax assets (1,471) (2,586) Net deferred tax assets $ 113,297 $ 120,321 Deferred Tax Liability: Intangible asset amortization $ 216,354 $ 227,007 Property and equipment 29,901 34,218 Lease assets 20,598 22,119 All other items 487 618 Deferred tax liabilities $ 267,340 $ 283,962 Net deferred tax liability $ 154,043 $ 163,641 The December 28, 2019 lease liability deferred tax asset and the lease asset deferred tax liability were each increased by $5,646 to correct a misstatement. Realization of the net deferred tax assets is dependent on the reversal of deferred tax liabilities. Although realization is not assured, management estimates it is more likely than not that the net deferred tax assets will be realized. The amount of net deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward periods are reduced. The Company maintains a valuation allowance of $439 on U.S. state NOLs due to the Company's inability to utilize the losses prior to expiration. Hillman considers the earnings of certain non-U.S. subsidiaries to be indefinitely invested outside the United States on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and our specific plans for reinvestment of those subsidiary earnings. The Company has not recorded a deferred tax liability related to the U.S. federal and state income taxes and foreign withholding taxes of undistributed earnings of foreign subsidiaries indefinitely invested outside the United States. Should management decide to repatriate the foreign earnings, the Company would need to adjust the income tax provision in the period the earnings will no longer be indefinitely invested outside the United States. Below is a reconciliation of statutory income tax rates to the effective income tax rates for the periods indicated: Year Ended Year Ended Year Ended December 29, 2018 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Non-U.S. taxes and the impact of non-U.S. losses for which a current tax benefit is not available 0.6 % 0.4 % 0.9 % State and local income taxes, net of U.S. federal income tax benefit 5.7 % 3.0 % 1.4 % Change in valuation allowance 1.6 % (1.2) % (7.5) % Adjustment for change in tax law 0.5 % — % (0.9) % Permanent differences: Acquisition and related transaction costs — % — % (2.7) % Meals and entertainment expense (0.4) % (0.2) % (0.3) % Reconciliation of tax provision to return 0.6 % (0.5) % — % Reconciliation of other adjustments (1.6) % (1.0) % 1.2 % Effective income tax rate 27.8 % 21.4 % 13.2 % The Company's reserve for unrecognized tax benefits remains unchanged for the year ended December 26, 2020. A balance of $1,101 of unrecognized tax benefit is shown in the financial statements at December 26, 2020 as a reduction of the deferred tax asset for the Company's NOL carryforward. The following is a summary of the changes for the periods indicated below: Year Ended Year Ended Year Ended Unrecognized tax benefits - beginning balance $ 1,101 $ 1,101 $ 1,101 Gross increases - tax positions in current period — — — Gross increases - tax positions in prior period — — — Gross decreases - tax positions in prior period — — — Unrecognized tax benefits - ending balance $ 1,101 $ 1,101 $ 1,101 Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate $ 1,101 $ 1,101 $ 1,101 Coronavirus Aid, Relief and Economic Security Act (the "CARES Act") On March 27, 2020, the CARES Act was signed into law by the President of the United States. The CARES Act included, among other things, corporate income tax relief in the form of accelerated alternative minimum tax ("AMT") refunds, allowed employers to defer certain payroll tax payments throughout 2020, and provided favorable corporate interest deductions for the 2019 and 2020 periods. During 2020, the Company received an accelerated AMT income tax refund of $1,147 and was able to defer $7,136 of payroll taxes. The CARES Act interest modification provisions allowed for increased interest deductions. The Company was able to deduct an additional $32,000 in interest on its 2019 income tax return when compared to the 2019 income tax provision. For the fiscal year 2020, the Company's increased interest deduction will result in the utilization of accumulated interest limitation carryforwards. The Company files a consolidated income tax return in the U.S. and numerous consolidated and separate income tax returns in various states and foreign jurisdictions. The Company is not under any significant audits for the period ended December 26, 2020. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 26, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | The following table summarizes the Company’s debt: December 26, 2020 December 28, 2019 Revolving loans $ 72,000 $ 113,000 Senior Term Loan, due 2025 1,037,044 1,047,653 6.375% Senior Notes, due 2022 330,000 330,000 11.6% Junior Subordinated Debentures - Preferred 105,443 105,443 Junior Subordinated Debentures - Common 3,261 3,261 Finance leases & other obligations 2,044 2,275 1,549,792 1,601,632 Unamortized premium on 11.6% Junior Subordinated Debentures 14,591 16,110 Unamortized discount on Senior Term Loan (6,532) (8,040) Current portion of long term debt and capital leases (11,481) (11,358) Deferred financing fees (10,862) (14,055) Total long term debt, net $ 1,535,508 $ 1,584,289 Revolving Loans and Term Loans On May 31, 2018, the Company entered into a new credit agreement that includes a funded term loan for $530,000 and a unfunded delayed draw term loan facility ("DDTL") for $165,000 (collectively, "2018 Term Loan"). Concurrently, the Company also entered into a new asset-based revolving credit agreement ("ABL Revolver") for $150,000. The proceeds from the 2018 Term Loan and ABL Revolver were used to refinance previous debt obligations, revolvers and the associated fees and expenses. As mentioned in Note 5 - Acquisitions , the Company utilized the full $165,000 DDTL to finance the MinuteKey acquisition on August 10, 2018. Both the 2018 Term Loan and ABL Revolver require the Company to maintain certain financial and non-financial covenants . As of December 26, 2020, the Company is in compliance with all financial and non-financial debt covenants with our existing obligations and agreements with external lenders. On October 1, 2018, the Company entered into an amendment (the "Term Amendment") to the aforementioned 2018 Term Loan agreement which provided an additional $365,000 of incremental term loan proceeds. These proceeds from the Amendment were used to (1) finance the acquisition of Big Time, (2) refinance certain pre-existing Big Time indebtedness, and (3) pay related transaction costs. Refer to Note 5 - Acquisitions for additional Big Time acquisition details. On November 15, 2019, the Company entered into an amendment (the "ABL Amendment") to the aforementioned ABL Revolver agreement which provided an additional $100,000 of revolving credit, bringing the total available to $250,000. The interest rate on the 2018 Term Loan is, at the discretion of the Company, either the adjusted London Interbank Offered Rate ("LIBOR") rate plus 4.00% per annum for LIBOR loans or an alternate base rate plus 3.00% per annum. The 2018 Term Loan is payable in fixed installments of approximately $2,652 per quarter, with a balloon payment scheduled on the loan's maturity date of May 31, 2025. The interest rate for the ABL Revolver is, at the discretion of the Company, either (1) adjusted LIBOR plus a margin of 1.25% to 1.75% per annum or (2) an alternate base rate plus a margin varying from 0.25% to 0.75% per annum. The maturity date for the ABL Revolver is November 15, 2024, provided that, if the 6.375% Senior Notes with a maturity date of July 15, 2022 remain outstanding in a principal amount in excess of $50,000 on April 15, 2022, the maturity date shall be April 15, 2022, unless, at the Company's sole discretion, the Company elects to take a reserve against the borrowing base in an amount equal to the amount of such excess and, after giving effect thereto, availability as of such date is equal to or greater than $30,000. Portions of the ABL Revolver are separately available for borrowing by the Company's United States subsidiary and Canadian subsidiary for $200,000 and $50,000, respectively. In connection with the 2019 ABL Revolver refinancing activities, the Company recorded an additional $1,412 in deferred financing fees which are recorded as other non-current assets on the accompanying Consolidated Balance Sheets as of December 28, 2019. In connection with the 2018 refinancing activities, the Company recorded $14,293 in deferred financing fees and $9,950 in discount which were recorded as long term debt on the accompanying Consolidated Balance Sheets as of December 29, 2018. In connection with the ABL Revolver, the Company recorded $1,841 in deferred financing fees which were recorded as other non-current assets on the accompanying Consolidated Balance Sheets as of December 29, 2018. The amounts outstanding under the 2018 Term Loan and ABL Revolver are guaranteed by the Company and, subject to certain exceptions, the Company's wholly-owned domestic subsidiaries and are secured by substantially all of the Company's and guarantor's assets. As of December 26, 2020, the ABL Revolver had an outstanding amount of $72,000 and outstanding letters of credit of approximately $23,590. The Company has approximately $154,410 of available borrowings under the revolving credit facility as a source of liquidity as of December 26, 2020. 6.375% Senior Notes, due 2022 On June 30, 2014, Hillman Group issued $330,000 aggregate principal amount of its senior notes due July 15, 2022 (the “6.375% Senior Notes”), which are guaranteed by The Hillman Companies, Inc. and its domestic subsidiaries other than the Hillman Group Capital Trust. Hillman Group pays interest on the 6.375% Senior Notes semi-annually on January 15 and July 15 of each fiscal year. Guaranteed Preferred Beneficial Interest in the Company's Junior Subordinated Debentures In September 1997, The Hillman Group Capital Trust ("Trust"), a Grantor trust, completed a $105,443 underwritten public offering of 4,217,724 Trust Preferred Securities (“TOPrS”). The Trust invested the proceeds from the sale of the preferred securities in an equal principal amount of 11.6% Junior Subordinated Debentures of Hillman due September 30, 2027. The Company pays interest to the Trust on the Junior Subordinated Debentures underlying the TOPrS at the rate of 11.6% per annum on their face amount of $105,443, or $12,231 per annum in the aggregate. The Trust distributes monthly cash payments it receives from the Company as interest on the debentures to preferred security holders at an annual rate of 11.6% on the liquidation amount of $25.00 per preferred security. Pursuant to the Indenture that governs the TOPrS, the Trust is able to defer distribution payments to holders of the TOPrS for a period that cannot exceed 60 months (the “Deferral Period”). During a Deferral Period, the Company is required to accrue the full amount of all interest payable, and such deferred interest payable would become immediately payable by the Company at the end of the Deferral Period. During fiscal 2020, the Company elected to defer interest payments to the bondholders during April 2020 through July 2020. The additional interest incurred as a result of the deferral was immaterial. Interest paid to the bondholders at the end of the Deferral Period was paid in full. There were no interest deferrals during fiscal 2019. In connection with the public offering of TOPrS, the Trust issued $3,261 of trust common securities to the Company. The Trust invested the proceeds from the sale of the trust common securities in an equal principal amount of 11.6% Junior Subordinated Debentures of Hillman due September 30, 2027. The Trust distributes monthly cash payments it receives from the Company as interest on the debentures to the Company at an annual rate of 11.6% on the liquidation amount of the common security. The Company has determined that the Trust is a variable interest entity and the holders of the TOPrS are the primary beneficiaries of the Trust. Accordingly, the Company does not consolidate the Trust. Summarized below is the financial information of the Trust as of December 26, 2020: December 26, 2020 Amount Non-current assets - junior subordinated debentures - preferred $ 120,034 Non-current assets - junior subordinated debentures - common 3,261 Total assets $ 123,295 Non-current liabilities - trust preferred securities $ 120,034 Stockholder's equity - trust common securities 3,261 Total liabilities and stockholders' equity $ 123,295 The non-current assets for the Trust relate to its investment in the 11.6% junior subordinated deferrable interest debentures of Hillman due September 30, 2027. The TOPrS constitute mandatory redeemable financial instruments. The Company guarantees the obligations of the Trust on the TOPrS. Accordingly, the guaranteed preferred beneficial interest in the Company's junior subordinated debentures is presented in long-term liabilities in the accompanying Consolidated Balance Sheets. On June 30, 2014, the junior subordinated debentures were recorded at the fair value of $131,141 based on the price underlying the Trust Preferred Securities of $30.32 per share upon close of trading on the NYSE Amex on that date plus the liquidation value of the trust common securities. The Company is amortizing the premium on the junior subordinated debentures of $22,437 over their remaining life. Unamortized premium on the junior subordinated debentures was $14,591 and $16,110 as of December 26, 2020 and December 28, 2019, respectively. The aggregate minimum principal maturities of the long-term debt obligations for each of the five years following December 26, 2020 are as follows: Year Amount 2021 $ 10,609 2022 340,609 2023 10,609 2024 82,609 2025 994,606 Thereafter 108,706 $ 1,547,748 Note that future finance lease payments were excluded from the maturity schedule above. Refer to Note 8 - Leases. Additional information with respect to the Company's fixed rate senior notes and junior subordinated debentures is included in Note 13 - Fair Value Measurements . |
Leases
Leases | 12 Months Ended |
Dec. 26, 2020 | |
Leases [Abstract] | |
Leases | Lessee The Company determines if a contract is or contains a lease at inception or modification of a contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. The Company leases certain distribution center locations, vehicles, forklifts, computer equipment, and its corporate headquarters with expiration dates through 2032. Certain lease arrangements include escalating rent payments and options to extend the lease term. Expected lease terms include these options to extend or terminate the lease when it is reasonably certain the Company will exercise the option. The Company's leasing arrangements do not contain material residual value guarantees nor material restrictive covenants. The components of operating and finance lease cost for the year ended December 26, 2020 and December 28, 2019 were as follows: Year Ended Year Ended Operating lease cost $ 19,189 $ 19,456 Short term lease costs 2,404 2,587 Variable lease costs 898 2,731 Finance lease cost: Amortization of right of use assets 813 616 Interest on lease liabilities 143 115 Rent expense is recognized on a straight-line basis over the expected lease term. Rent expense totaled $22,491, $24,774 and $19,281 in the year ended December 26, 2020, December 28, 2019 and December 29, 2018, respectively. Rent expense includes operating lease cost as well as expense for non-lease components such as common area maintenance, real estate taxes, real estate insurance, variable costs related to our leased vehicles and also short-term rental expenses. The implicit rate is not determinable in most of the Company’s leases, as such management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Operating Leases Finance Leases Operating Leases (1) Finance Leases Weighted average remaining lease term 7.19 2.61 7.88 3.46 Weighted average discount rate 8.28% 7.14% 7.81% 6.49% (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on December 30, 2018. Supplemental balance sheet information related to the Company's finance leases as of December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Finance lease assets, net, included in property plant and equipment $ 1,919 $ 2,101 Current portion of long-term debt 872 749 Long-term debt, less current portion 1,172 1,526 Total principal payable on finance leases $ 2,044 $ 2,275 Supplemental cash flow information related to our operating leases was as follows for the year ended December 26, 2020 and December 28, 2019: Year Ended Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 18,641 $ 18,668 Operating cash outflow from finance leases 143 104 Financing cash outflow from finance leases 836 683 As of December 26, 2020, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 26, 2020: Operating Leases Finance Leases Less than one year $ 18,259 $ 993 1 to 2 years 15,919 708 2 to 3 years 13,656 421 3 to 4 years 13,065 129 4 to 5 years 11,928 — After 5 years 35,342 — Total future minimum rental commitments 108,169 2,251 Less - amounts representing interest (27,067) (207) Present value of lease liabilities $ 81,102 $ 2,044 Lessor The Company has certain arrangements for key duplication equipment under which we are the lessor. These leases meet the criteria for operating lease classification. Lease income associated with these leases is not material. |
Leases | Lessee The Company determines if a contract is or contains a lease at inception or modification of a contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset. The Company leases certain distribution center locations, vehicles, forklifts, computer equipment, and its corporate headquarters with expiration dates through 2032. Certain lease arrangements include escalating rent payments and options to extend the lease term. Expected lease terms include these options to extend or terminate the lease when it is reasonably certain the Company will exercise the option. The Company's leasing arrangements do not contain material residual value guarantees nor material restrictive covenants. The components of operating and finance lease cost for the year ended December 26, 2020 and December 28, 2019 were as follows: Year Ended Year Ended Operating lease cost $ 19,189 $ 19,456 Short term lease costs 2,404 2,587 Variable lease costs 898 2,731 Finance lease cost: Amortization of right of use assets 813 616 Interest on lease liabilities 143 115 Rent expense is recognized on a straight-line basis over the expected lease term. Rent expense totaled $22,491, $24,774 and $19,281 in the year ended December 26, 2020, December 28, 2019 and December 29, 2018, respectively. Rent expense includes operating lease cost as well as expense for non-lease components such as common area maintenance, real estate taxes, real estate insurance, variable costs related to our leased vehicles and also short-term rental expenses. The implicit rate is not determinable in most of the Company’s leases, as such management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Operating Leases Finance Leases Operating Leases (1) Finance Leases Weighted average remaining lease term 7.19 2.61 7.88 3.46 Weighted average discount rate 8.28% 7.14% 7.81% 6.49% (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on December 30, 2018. Supplemental balance sheet information related to the Company's finance leases as of December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Finance lease assets, net, included in property plant and equipment $ 1,919 $ 2,101 Current portion of long-term debt 872 749 Long-term debt, less current portion 1,172 1,526 Total principal payable on finance leases $ 2,044 $ 2,275 Supplemental cash flow information related to our operating leases was as follows for the year ended December 26, 2020 and December 28, 2019: Year Ended Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 18,641 $ 18,668 Operating cash outflow from finance leases 143 104 Financing cash outflow from finance leases 836 683 As of December 26, 2020, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 26, 2020: Operating Leases Finance Leases Less than one year $ 18,259 $ 993 1 to 2 years 15,919 708 2 to 3 years 13,656 421 3 to 4 years 13,065 129 4 to 5 years 11,928 — After 5 years 35,342 — Total future minimum rental commitments 108,169 2,251 Less - amounts representing interest (27,067) (207) Present value of lease liabilities $ 81,102 $ 2,044 Lessor The Company has certain arrangements for key duplication equipment under which we are the lessor. These leases meet the criteria for operating lease classification. Lease income associated with these leases is not material. |
Deferred Compensation Plan
Deferred Compensation Plan | 12 Months Ended |
Dec. 26, 2020 | |
Retirement Benefits [Abstract] | |
Deferred Compensation Plan | The Company maintains a deferred compensation plan for key employees (the “Nonqualified Deferred Compensation Plan” or “NQDC”) which allows the participants to defer up to 25% of salary and commissions and up to 100% of bonuses to be paid during the year and invest these deferred amounts into certain Company directed mutual fund investments, subject to the election of the participants. The Company is permitted to make a 25% matching contribution on deferred amounts up to $10, subject to a five As of December 26, 2020 and December 28, 2019, the Company's Consolidated Balance Sheets included $1,911 and $1,911, respectively, in restricted investments representing the assets held in mutual funds to fund deferred compensation liabilities owed to the Company's current and former employees. The current portion of the restricted investments was $595 and $355 as of December 26, 2020 and December 28, 2019, respectively, and is included in other current assets on the accompanying Consolidated Balance Sheets. The assets held in the NQDC are classified as an investment in trading securities, accordingly, the investments are marked-to-market, see Note 13 - Fair Value Measurements of the Notes to Consolidated Financial Statements for additional detail. During the years ended December 26, 2020, December 28, 2019, and December 29, 2018 distributions from the deferred compensation plan aggregated $527, $686, and $849, respectively. |
Equity and Accumulated Other Co
Equity and Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 26, 2020 | |
Equity [Abstract] | |
Equity and Accumulated Other Comprehensive Income | Common Stock The Hillman Companies, Inc. has one class of common stock. All outstanding shares of The Hillman Companies, Inc. common stock are owned by Holdco. The management shareholders of Holdco do not have the ability to put their shares back to Holdco. Preferred Stock The Hillman Companies, Inc. has one class of preferred stock, with 5,000 shares authorized and none issued or outstanding as of December 26, 2020 and December 28, 2019. Accumulated Other Comprehensive Loss The following is the detail of the change in the Company's accumulated other comprehensive loss from December 30, 2017 to December 26, 2020 including the effect of significant reclassifications out of accumulated other comprehensive income (net of tax): Foreign Currency Translation Balance at December 30, 2017 $ (26,537) Other comprehensive income before reclassifications (11,104) Amounts reclassified from other comprehensive income¹ 51 Net current period other comprehensive loss (11,053) Balance at December 29, 2018 (37,590) Other comprehensive income before reclassifications 5,533 Amounts reclassified from other comprehensive income² 17 Net current period other comprehensive income 5,550 Balance at December 28, 2019 (32,040) Other comprehensive loss before reclassifications 2,652 Amounts reclassified from other comprehensive income — Net current period other comprehensive income 2,652 Balance at December 26, 2020 $ (29,388) 1. In the year ended December 29, 2018, the Company fully liquidated four subsidiaries within the Canada reportable segment: Hillman Group GP1, LLC, Hillman Group GP2, LLC, HGC1 Financing LP, and HGC2 Holding LP and reclassified the cumulative translation adjustment to income The $51 loss was recorded as other income on the Consolidated Statement of Comprehensive Loss. 2. In the year ended December 28, 2019, the Company fully liquidated its Luxembourg subsidiary which results resides within the Canada reportable segment.The $17 loss was recorded as other income on the Consolidated Statement of Comprehensive Loss. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 26, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | HMAN Group Holdings Inc. 2014 Equity Incentive Plan Effective June 30, 2014, Holdco established the HMAN Group Holdings Inc. 2014 Equity Incentive Plan (the “2014 Equity Incentive Plan”), pursuant to which Holdco may grant options, stock appreciation rights, restricted stock, and other stock-based awards for up to an aggregate of 44,021 shares of its common stock. Effective August 10, 2018, the number of shares within the stock option pool increased to 50,000. Effective July 29, 2019 the number of shares within the pool increased to 84,008. Effective July 28, 2020 the number of shares within the pool increased to 94,195. The 2014 Equity Incentive Plan is administered by a committee of the Holdco board of directors. Such committee determines the terms of each stock-based award grant under the 2014 Equity Incentive Plan, except that the exercise price of any granted options and the grant price of any granted stock appreciation rights may not be lower than the fair market value of one share of common stock of Holdco as of the date of grant. The fair value of 61,310 time-vested options outstanding as of December 26, 2020 was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: dividend yield equaling 0%, risk-free interest rate from 0.4% to 1.81%, expected volatility assumed to be 31.5%, and expected term of 6.25 years. The fair value of an option in whole dollars was $335.46. Stock option compensation expense of $3,960, $2,312, and $1,590 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. As of December 26, 2020, there was $12,247 of unrecognized compensation expense for unvested common options. The expense will be recognized as a charge to earnings over a weighted average period of approximately 3.50 years. As of December 26, 2020, there were 16,082 performance-based stock options outstanding that ultimately vest depending upon satisfaction of conditions that only arise in the event of a sale of the Company. No compensation expense will be recognized on these stock options unless it becomes probable the performance conditions will be satisfied. A summary of stock option activity for the year ended December 26, 2020 is presented below: Number Weighted Average Weighted Average Remaining Outstanding at December 28, 2019 81,700 $ 1,207 8 years Exercisable at December 28, 2019 — — — Granted 11,607 $ — — Exercised 7,333 — — Forfeited or expired 8,582 $ — — Outstanding at December 26, 2020 77,392 $ 1,257 8 years Exercisable at December 26, 2020 21,315 $ 1,185 7 years In fiscal year ended December 26, 2020, 7,333 options were exercised. In fiscal year ended December 28, 2019, 100 options were exercised. In fiscal year ended December 29, 2018, 200 options were exercised. As of December 26, 2020, there were 1,071 shares of restricted stock outstanding under the 2014 Equity Incentive Plan. The shares were granted at the grant date fair value of the underlying common stock securities. The restrictions lapse in one quarter increments on each of the three A summary of the Company's restricted stock activity for the year ended December 26, 2020 is presented below: Number of Shares Weighted-Average Grant Date Unvested at December 28, 2019 2,143 $ 1,168 Granted — — Vested (1,072) 1,168 Forfeited — — Unvested at December 26, 2020 1,071 $ 1,168 Restricted stock compensation expense of $1,165, $669, and $0 was recognized in the accompanying Consolidated Statements of Comprehensive Income (Loss) for the fiscal years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. |
Derivatives and Hedging
Derivatives and Hedging | 12 Months Ended |
Dec. 26, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. Interest Rate Swap Agreements On September 3, 2014, the Company entered into two forward Interest Rate Swap Agreements (the “2014 Swaps”) with three On January 8, 2018, the Company entered into a new forward Interest Rate Swap Agreement ("2018 Swap 1") with three On November 8, 2018, the Company entered into another new forward Interest Rate Swap Agreement ("2018 Swap 2") with three The fair value of the 2018 Swap 1 was $709 as of December 26, 2020 and was reported on the accompanying Consolidated Balance Sheets in other accrued expenses. The fair value of the 2018 Swap 2 was $3,484 as of December 26, 2020 and was reported on the accompanying Consolidated Balance Sheets in other non-current liabilities The total impact of all the interest rate swaps to other (income) expense recorded in the Consolidated Statement of Comprehensive Loss for the unfavorable change of $601 in fair value since December 28, 2019. The fair value of the 2018 Swaps was $3,592 as of December 28, 2019 and they were reported on the accompanying Consolidated Balance Sheets in other non-current liabilities. The total impact of all the interest rate swaps to other (income) expense recorded in the Consolidated Statement of Comprehensive Loss was an unfavorable change of $2,608 in fair value since December 29, 2018. The Company's interest rate swap agreements did not qualify for hedge accounting treatment because they did not meet the provisions specified in ASC 815, Derivatives and Hedging (“ASC 815”). Foreign Currency Forward Contracts During fiscal 2018, 2019, and 2020, the Company entered into multiple foreign currency forward contracts. The purpose of the Company's foreign currency forward contracts is to manage the Company's exposure to fluctuations in the exchange rate of the Canadian dollar. The total notional amount of contracts outstanding was C$9,652 and C$1,326 as of December 26, 2020 and December 28, 2019, respectively. The total fair value of the foreign currency forward contracts was $12 and $12 as of December 26, 2020 and December 28, 2019, respectively, and was reported on the accompanying Consolidated Balance Sheets in other current liabilities. A decrease in other income of $557 and $50 was recorded in the Consolidated Statement of Comprehensive Loss for the change in fair value during years ended December 26, 2020 and December 28, 2019, respectively. The Company's foreign currency forward contracts did not qualify for hedge accounting treatment because they did not meet the provisions specified in ASC 815. Accordingly, the gain or loss on these derivatives was recognized in other (income) expense in the Consolidated Statement of Comprehensive Loss. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. Additional information with respect to the fair value of derivative instruments is included in Note 13 - Fair Value Measurements. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | The Company uses the accounting guidance that applies to all assets and liabilities that are being measured and reported on a fair value basis. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Assets and liabilities carried at fair value are classified and disclosed in one of the following three categories. Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity's own assumptions. The accounting guidance establishes a hierarchy which requires an entity to maximize the use of quoted market prices and minimize the use of unobservable inputs. An asset or liability's level is based on the lowest level of input that is significant to the fair value measurement. The following tables set forth the Company's financial assets and liabilities that were measured at fair value on a recurring basis during the period, by level, within the fair value hierarchy: As of December 26, 2020 Level 1 Level 2 Level 3 Total Trading securities $ 1,911 $ — $ — $ 1,911 Interest rate swaps — (4,193) — (4,193) Foreign exchange forward contracts — 12 — 12 Contingent consideration payable — — (14,197) (14,197) As of December 28, 2019 Level 1 Level 2 Level 3 Total Trading securities $ 1,911 $ — $ — $ 1,911 Interest rate swaps — (3,592) — (3,592) Foreign exchange forward contracts — 12 — 12 Contingent consideration payable — — (18,100) (18,100) Trading securities are valued using quoted prices on an active exchange. Trading securities represent assets held in a Rabbi Trust to fund deferred compensation liabilities and are included as restricted investments on the accompanying Consolidated Balance Sheets. The Company utilizes interest rate swap contracts to manage our targeted mix of fixed and floating rate debt, and these contracts are valued using observable benchmark rates at commonly quoted intervals for the full term of the swap contracts. As of December 26, 2020, the 2018 Swap 1 was recorded within other accrued expenses and the 2018 Swap 2 was recorded within other non-current liabilities on the accompanying Consolidated Balance Sheets. As of December 28, 2019, both the 2018 Swap 1 and the 2018 Swap 2 were recorded within other non-current liabilities on the accompanying Consolidated Balance Sheets. The Company utilizes foreign exchange forward contracts to manage our exposure to currency fluctuations in the Canadian dollar versus the U.S. dollar. The forward contracts were valued using observable benchmark rates at commonly quoted intervals during the term of the forward contract. As of December 26, 2020 and December 28, 2019, the foreign exchange forward contracts were included in other current liabilities on the accompanying Consolidated Balance Sheets. The contingent consideration represents future potential earn-out payments related to the Resharp acquisition in fiscal 2019 and the Instafob acquisition in the first quarter of 2020. Refer to Note 5 - Acquisitions for additional details. The estimated fair value of the contingent earn-out was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting earn-out payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The carrying amount of the liability may fluctuate significantly and actual amounts paid may be materially different from the liability's estimated value. As of December 26, 2020, the total contingent consideration for Resharp was recorded as $304 within other accrued expenses and $11,890 within other non-current liabilities on the accompanying Consolidated Balance Sheets. As of December 26, 2020, the total contingent consideration for Instafob was recorded as $113 within other accrued expenses and $1,890 within other non-current liabilities on the accompanying Consolidated Balance Sheets. As of December 28, 2019, the total contingent consideration was recorded as $2,275 within other accrued expenses and $15,825 within other non-current liabilities on the accompanying Consolidated Balance Sheets. During fiscal 2020, $2,006 of the Resharp contingent consideration was earned and will be paid during the first quarter of fiscal 2021. This amount was moved to accounts payable as of December 26, 2020. The Company recorded a $3,900 decrease in the Resharp contingent consideration liability as of December 26, 2020 compared to December 28, 2019. The Company recorded a $385 increase in the Instafob contingent consideration liability as of December 26, 2020 compared to Instafob's acquisition date of February 19, 2020. The total decrease of $3,515 in value was determined by using a simulation model of the Monte Carlo analysis that included updated projections applicable to the liability as of December 26, 2020 compared to the prior valuation period. The fair value of the Company's fixed rate senior notes and junior subordinated debentures as of December 26, 2020 and December 28, 2019 were determined by utilizing current trading prices obtained from indicative market data. As a result, the fair value measurement of the Company's senior term loans is considered to be Level 2. December 26, 2020 December 28, 2019 Carrying Estimated Carrying Estimated 6.375% Senior Notes $ 328,333 $ 327,525 $ 327,222 $ 305,250 Junior Subordinated Debentures 123,295 128,022 124,814 148,731 Cash, restricted investments, accounts receivable, short-term borrowings and accounts payable are reflected in the Consolidated Financial Statements at book value, which approximates fair value, due to the short-term nature of these instruments. The carrying amount of the long-term debt under the revolving credit facility approximates the fair value at December 26, 2020 and December 28, 2019 as the interest rate is variable and approximates current market rates. The Company also believes the carrying amount of the long-term debt under the senior term loan approximates the fair value at December 26, 2020 and December 28, 2019 because, while subject to a minimum LIBOR floor rate, the interest rate approximates current market rates of debt with similar terms and comparable credit risk. Additional information with respect to the derivative instruments is included in Note 12 - Derivatives and Hedging. Additional information with respect to the Company's fixed rate senior notes and junior subordinated debentures is included in Note 7 - Long-Term Debt. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 26, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Canadian Restructuring Plan During fiscal 2018, the Company initiated plans to restructure the operations of the Canada segment. The restructuring seeks to streamline operations in the greater Toronto area by consolidating facilities, exiting certain lines of business, and rationalizing stock keeping units (“SKUs”). The intended result of the Canada restructuring will be a more streamlined and scalable operation focused on delivering optimal service and a broad offering of products across the Company's core categories. Plans were finalized during the fourth quarter of 2018. The Company expects to wrap up restructuring related activities in our Canada segment in 2021. Charges incurred in part of the Canada Restructuring Plan included: Year Ended Year Ended Year Ended Facility consolidation (1) Inventory valuation adjustments $ 596 $ 3,799 $ 8,694 Labor expense 682 1,751 503 Consulting and legal fees 192 225 314 Other expense 1,118 2,126 116 Rent and related charges 1,535 584 — Gain on sale of building — — (6,104) Severance 707 617 — Exit of certain lines of business (2) Inventory valuation adjustments — 535 1,152 Gain on disposal of assets — (458) 837 Severance — — 2,749 Other expense — 488 — Total $ 4,830 $ 9,667 $ 8,261 (1) Facility consolidation includes inventory valuation adjustments associated with SKU rationalization, labor expense related to organizing inventory and equipment in preparation for the facility consolidation, consulting and legal fees related to the project, and other expenses. The labor, consulting, and legal expenses were included in selling, general and administrative expense ("SG&A") on the Consolidated Statement of Comprehensive Loss. The inventory valuation adjustments were included in cost of sales on the Consolidated Statement of Comprehensive Loss. (2) As part of the restructuring, the Company is exiting a manufacturing business line. Related charges included adjustments to write inventory down to net realizable value, asset impairment charges, and employee severance, which were included in cost of sales, other income and expense, and SG&A on the Consolidated Statement of Comprehensive Loss, respectively. The following represents the roll forward of restructuring reserves for the year ended December 26, 2020: Severance and related expense Balance as of December 29, 2018 $ 1,537 Restructuring Charges 617 Cash Paid (1,033) Balance as of December 28, 2019 $ 1,121 Restructuring Charges 707 Cash Paid (680) Balance as of December 26, 2020 $ 1,148 During the year ended December 26, 2020, the Company paid approximately $680 in severance and related expense related to the Canada Restructuring Plan. United States Restructuring Plan During fiscal 2019, the Company began implementing a plan to restructure the management and operations within the United States to achieve synergies and cost savings associated with the recent acquisitions described in Note 5 - Acquisitions. This restructuring includes management realignment, integration of sales and operating functions, and strategic review of the Company's product offerings. This plan was finalized during the fourth quarter of fiscal 2019. The Company incurred additional charges in fiscal 2020 related to the consolidation of two of our distribution centers. Charges incurred in part of the United States Restructuring Plan included: Year Ended Year Ended Management realignment & integration Severance $ 886 $ 3,820 Inventory valuation adjustments $ — 5,707 Facility closures Severance 903 — Inventory valuation adjustments 1,568 — Other 1,422 — Total $ 4,779 $ 9,527 The following represents a roll forward of the restructuring reserves for the year ended December 26, 2020: Severance and related expense Balance as of December 29, 2018 $ — Restructuring Charges 3,820 Cash Paid (534) Balance as of December 28, 2019 $ 3,286 Restructuring Charges 1,789 Cash Paid (3,746) Balance as of December 26, 2020 $ 1,329 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 26, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | The Company self-insures our product liability, automotive, and workers' compensation losses up to $250 per occurrence. General liability losses are self-insured up to $500 per occurrence. Catastrophic coverage has been purchased from third party insurers for occurrences in excess of $250 up to $60,000. The two risk areas involving the most significant accounting estimates are workers' compensation and automotive liability. Actuarial valuations performed by the Company's third-party risk insurance expert were used by the Company's management to form the basis for workers' compensation and automotive liability loss reserves. The actuary contemplated the Company's specific loss history, actual claims reported, and industry trends among statistical and other factors to estimate the range of reserves required. Risk insurance reserves are comprised of specific reserves for individual claims and additional amounts expected for development of these claims, as well as for incurred but not yet reported claims. The Company believes that the liability of approximately $2,488 recorded for such risk insurance reserves is adequate as of December 26, 2020. As of December 26, 2020, the Company has provided certain vendors and insurers letters of credit aggregating $23,590 related to our product purchases and insurance coverage of product liability, workers' compensation, and general liability. The Company self-insures our group health claims up to an annual stop loss limit of $250 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. Provisions for losses expected under these programs are recorded based on an analysis of historical insurance claim data and certain actuarial assumptions. The Company believes that the liability of approximately $2,609 recorded for such group health insurance reserves is adequate as of December 26, 2020. The Company imports large quantities of fastener products which are subject to customs requirements and to tariffs and quotas set by governments through mutual agreements and bilateral actions. The Company could be subject to the assessment of additional duties and interest if it or its suppliers fail to comply with customs regulations or similar laws. The U.S. Department of Commerce (the "Department”) has received requests from petitioners to conduct administrative reviews of compliance with anti-dumping duty and countervailing duty laws for certain nails products sourced from Asian countries. The Company sourced products under review from vendors in China and Taiwan during the periods selected for review. The Company accrues for the duty expense once it is determined to be probable and the amount can be reasonably estimated. On March 16, 2018, the Department published updated results, which were finalized upon the completion of review of appeals in April 2018. Based on final results, our liability was reduced to $2,446. The Company recorded income of $3,829 in fiscal 2018, which is included in Cost of Sales on the Company's Consolidated Statement of Comprehensive Loss. There were no related charges in fiscal 2019 nor in fiscal 2020. On June 3, 2019, The Hillman Group, Inc. ("Hillman Group") filed a complaint for patent infringement against KeyMe, LLC ("KeyMe"), a provider of self-service key duplication kiosks, in the United States District Court for the Eastern District of Texas (Marshall Division). The case was assigned Civil Action No. 2:19-cv-0209. Hillman Group’s complaint alleges that KeyMe’s self-named and “Locksmith in a Box” key duplication kiosks infringe U.S. Patent Nos. 8,979,446 and 9,914,179, which are assigned to Hillman Group, and seeks damages and injunctive relief against KeyMe. After the United States Patent and Trademark Office issued U.S. Patent No. 10,400,474 to Hillman Group on September 3, 2019, Hillman Group filed a motion the same day to amend its initial complaint to add the new patent to the litigation. The Texas court granted the motion on September 13, 2019. KeyMe filed two motions in the case on July 25, 2019, the first seeking to dismiss Hillman Group's complaint under Rule 12(b)(3) of the Federal Rules of Civil Procedure for improper venue, or in the alternative, to move the case from Marshall, Texas to the Southern District of New York. KeyMe’s second motion seeks to transfer the venue of the case from Texas to New York under 28 U.S.C. § 1404. Subsequently, Hillman Group filed a motion on September 4, 2019 to disqualify KeyMe's counsel Cooley LLP from the litigation due to Cooley's concurrent and prior representation of Hillman Group and predecessor-in-interest MinuteKey Holdings, Inc ("MinuteKey"). Hillman Group served its initial infringement contentions for the patents-in-suit on KeyMe on September 6, 2019, and KeyMe served its initial invalidity and unenforceability contentions for the patents-in-suit on Hillman Group on November 15, 2019. The parties filed a joint claim construction statement with the Court on January 31, 2020, setting forth the disputed constructions of terms and phrases recited in the asserted claims of the patents-in-suit. On February 14, 2020, the Court granted Hillman Group’s motion to disqualify Cooley LLP, and denied KeyMe’s pending venue-related motion to dismiss and motion to transfer without prejudice to refiling. The case was stayed until March 30, 2020 to permit KeyMe to retain new legal counsel. The parties filed a joint status report on March 25, 2020, and on March 27, 2020, the Texas Court set a new case schedule with a trial in early December 2020. On April 14, 2020, KeyMe re-filed a single motion to dismiss for improper venue, or in the alternative, to transfer the case to the Southern District of New York.After an oral hearing held on September 30, 2020, the Texas Court denied KeyMe’s motion to dismiss on November 13, 2020. The Texas Court conducted a claim construction hearing in Marshall, TX, on June 23, 2020 to construe various disputed claim terms of the three patents-in-suit, and issued a claim construction order on July 2, 2020. On August 31, 2020, KeyMe filed two motions for partial summary judgment on portions of the case, and also filed a motion objecting to portions of the testimony of one of Hillman Group’s technical expert witnesses. As of the date of this filing, those motions remain pending before the Texas Court. On March 2, 2020, Hillman Group filed a second complaint for patent infringement against KeyMe in the same Texas Court, alleging that KeyMe’s key duplication kiosks infringe Hillman Group’s U.S. Patent No. 10,577,830. The case was assigned Civil Action No. 2:20-cv-0070. Hillman Group added a second patent to the case, U.S. Patent No. 10,628,813, upon that patent's issuance on April 21, 2020. Upon issuance of U.S. Patent No. 10,737,336 to Hillman Group on August 10, 2020, Hillman Group moved for leave of Court to add that patent to the case; however, KeyMe opposed the motion. KeyMe filed a motion to consolidate the two Texas patent cases involving KeyMe and Hillman Group on April 14, 2020. In addition, on April 30, 2020, KeyMe filed a substantially identical motion to dismiss the case for improper venue, or in the alternative, to transfer the case to the Southern District of New York. The Texas Court heard oral argument on the motion to consolidate, the motion to dismiss, and Hillman Group’s motion to add the ’336 patent on September 30, 2020. On October 23, 2020, the Texas Court granted KeyMe’s motion to consolidate the two Texas cases, and granted Hillman Group’s motion to add the ’336 patent. The Texas Court denied KeyMe’s motion to dismiss on November 13, 2020. On November 18, 2020, the Texas Court issued a new case schedule for the consolidated case, setting a trial date of April 5, 2021 for the six-patent case. The parties stipulated in November, 2020 that no new claim construction hearing would be held, and that selected constructions from the 2:19-cv-209 action that pertained to claims in the 2:20-cv-0070 action would govern. Fact discovery closed in the consolidated case on December 21, 2020, and expert discovery closed on January 22, 2021. The parties are preparing for a trial in April. On January 25, 2021, KeyMe filed a second summary judgement motion for a judgement of no willful infringement, and also filed another motion objecting to portions of the testimony of one of Hillman Group's technical expert witnesses. As of the date of this filing, those motions remain pending before the Texas Court. On September 9, 2020, the parties conducted a mediation before Ret. District Judge David Folsom of the U.S. District Court of the Eastern District of Texas. Though substantive discussion took place, no agreement on resolution of the litigation was reached. On August 16, 2019, KeyMe filed a complaint for patent infringement against Hillman Group in the United States District Court for the District of Delaware. KeyMe alleges that Hillman Group’s KeyKrafter key duplication machines and MinuteKey self-service key duplication kiosks infringe KeyMe’s U.S. Patent No. 8,682,468 when those machines are used in conjunction with Hillman Group’s KeyHero system. KeyMe seeks damages and injunctive relief against Hillman Group. Hillman Group filed an answer to KeyMe’s complaint on October 23, 2019, and asserted counterclaims seeking declaratory judgments of invalidity and noninfringement of U.S. Patent No. 8,682,468. On May 4, 2020, the Delaware Court entered a scheduling order setting trial for November 2021. KeyMe served its initial infringement contentions on June 11, 2020, with Hillman Group serving its initial invalidity contentions on July 16, 2020. The Delaware Court held a claim construction hearing on November 24, 2020, and issued its claim construction order on January 25, 2021. Fact discovery closed in the Delaware case on January 28, 2021. KeyMe served its final infringement contentions on January 4, 2021; Hillman Group served its final invalidity contentions on January 18, 2021. Expert discovery is currently underway through April 8, 2021. Management and legal counsel for the Company are of the opinion that KeyMe's claim is without merit and the Company should prevail in defending the suit. The Company is unable to estimate the possible loss or range of loss at this early stage in the case. In addition, legal proceedings are pending which are either in the ordinary course of business or incidental to the Company's business. Those legal proceedings incidental to the business of the Company are generally not covered by insurance or other indemnity. In the opinion of the Company's management, the ultimate resolution of the pending litigation matters will not have a material adverse effect on the consolidated financial position, operations, or cash flows of the Company. |
Statements of Cash Flows
Statements of Cash Flows | 12 Months Ended |
Dec. 26, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Statements of Cash Flows | Supplemental disclosures of cash flows information are presented below: Year Ended Year Ended Year Ended Cash paid during the period for: Interest on junior subordinated debentures $ 12,329 $ 11,211 $ 12,230 Interest $ 81,024 $ 94,461 $ 56,879 Income taxes, net of refunds $ (301) $ (489) $ 1,027 |
Quarterly Data (unaudited)
Quarterly Data (unaudited) | 12 Months Ended |
Dec. 26, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Data (unaudited) | 2020 First Second Third Fourth Total As Restated As Restated As Restated Net sales 295,836 346,710 398,680 327,069 1,368,295 Income from operations 9,446 20,728 35,102 490 65,766 Net income (loss) (14,804) (5,037) 9,304 (13,962) (24,499) 2019 First Second Third Fourth Total As Restated As Restated As Restated As Restated As Restated Net sales 287,659 324,628 317,277 284,798 1,214,362 Income (loss) from operations 265 8,546 9,952 (11,068) 7,695 Net loss (22,939) (17,746) (14,068) (30,726) (85,479) |
Concentration of Credit Risks
Concentration of Credit Risks | 12 Months Ended |
Dec. 28, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risks | Financial instruments which potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and trade receivables. The Company places its cash and cash equivalents with high credit quality financial institutions. Concentrations of credit risk with respect to sales and trade receivables are limited due to the large number of customers comprising the Company's customer base and their dispersion across geographic areas. The Company performs periodic credit evaluations of its customers' financial condition and generally does not require collateral. For the year ended December 26, 2020, the largest two customers accounted for 49.1% of total revenues and 45.1% of the year-end accounts receivable balance. For the year ended December 28, 2019, the largest two customers accounted for 46.3% of total revenues and 43.2% of the year-end accounts receivable balance. No other customer accounted for more than 10% of the Company's accounts receivables in 2020, 2019, nor 2018. In each of the years ended December 26, 2020, December 28, 2019, and December 29, 2018, the Company derived over 10% of its total revenues from two separate customers which operated in each of the operating segments. The following table presents revenue from each customer as percentage of total revenue for each of the years ended: Year Ended December 26, 2020 Year Ended December 28, 2019 Year Ended December 29, 2018 Lowe's 22.5% 21.6% 22.0% Home Depot 26.5% 24.7% 21.8% |
Segment Reporting and Geographi
Segment Reporting and Geographic Information | 12 Months Ended |
Dec. 26, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting and Geographic Information | The Company's segment reporting structure uses the Company's management reporting structure as the foundation for how the Company manages its business. The Company periodically evaluates its segment reporting structure in accordance with ASC 350-20-55 and has concluded that it has three reportable segments as of December 26, 2020. The segments are as follows: • Hardware and Protective Solutions • Robotics and Digital Solutions • Canada The Hardware and Protective Solutions segment distributes fasteners and related hardware items, threaded rod, personal protective equipment, and letters, numbers, and signs to hardware stores, home centers, mass merchants, and other retail outlets primarily in the United States and Mexico. The Robotics and Digital Solutions segment consists of key duplication and engraving kiosks that can be operated directly by the consumer. The kiosks operate in retail and other high-traffic locations offering customized licensed and unlicensed products targeted to consumers in the respective locations. It also includes our associate-assisted key duplication systems and key accessories. The Robotics and Digital Solutions segment also includes Resharp, our robotic knife sharpening business, and Instafob, which specializes in RFID key duplication technology. The Canada segment distributes fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items, such as tags and letters, numbers, and signs to hardware stores, home centers, mass merchants, industrial distributors, automotive aftermarket distributors, and other retail outlets and industrial Original Equipment Manufacturers (“OEMs”) in Canada. The Canada segment also produces fasteners, stampings, fittings, and processes threaded parts for automotive suppliers and industrial OEMs. The Company uses profit or loss from operations to evaluate the performance of its segments, and does not include segment assets or non-operating income/expense items for management reporting purposes. Profit or loss from operations is defined as income from operations before interest and tax expenses. Segment revenue excludes sales between segments, which is consistent with the segment revenue information provided to the Company's chief operating decision maker ("CODM"). In the year ended December 29, 2018 the Company acquired Minute Key and Big Time (see Note 5 - Acquisitions of the Notes to Consolidated Financial Statements for additional information). Minute Key is included in our Robotics and Digital Solutions segment while Big Time is included in our Hardware and Protective Solutions segment. The table below presents revenues and income (loss) from operations for the reportable segments for the years ended December 26, 2020, December 28, 2019, and December 29, 2018. Year Ended Year Ended Year Ended December 29, 2018 Revenues Hardware and Protective Solutions $ 1,024,392 $ 853,016 $ 636,717 Robotics and Digital Solutions 209,287 236,086 196,043 Canada 134,616 125,260 141,415 Total revenues $ 1,368,295 $ 1,214,362 $ 974,175 Segment Income (Loss) from Operations Hardware and Protective Solutions $ 67,313 $ 14,204 $ 18,555 Robotics and Digital Solutions 3,177 3,385 17,705 Canada (4,724) (9,894) (8,817) Total segment income from operations $ 65,766 $ 7,695 $ 27,443 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 26, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | On January 24, 2021, the Company’s parent, HMan Group Holdings, Inc., and Landcadia Holdings III, Inc. ("Landcadia"), a special purpose acquisition company ("SPAC") entered into an agreement ("Merger Agreement") whereby the Parent would become a wholly owned subsidiary of Landcadia for the consideration of $911.3 million upon approval of the Landcadia shareholders and will be accounted for as a reverse acquisition resulting in a recapitalization of HMan Group Holdings. Consideration would be a combination of roll-over equity by current Company shareholders, new share purchases by Landcadia SPAC participants, cash from a new credit agreement and refinancing of existing credit facilities of the Company. A full description of the proposed acquisition terms may be found in the Landcadia Proxy Statement dated February 3, 2021 (the “Proxy”) filed with the United States Securities and Exchange Commission (“SEC”), which is available on www.sec.gov. |
Schedule II - Valuation Account
Schedule II - Valuation Accounts | 12 Months Ended |
Dec. 26, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation Accounts | Schedule II - VALUATION ACCOUNTS (dollars in thousands) Deducted From Allowance for Ending Balance - December 30, 2017 $ 1,121 Additions charged to cost and expense (40) Deductions due to: Others (235) Ending Balance - December 29, 2018 846 Additions charged to cost and expense 790 Deductions due to: Others 255 Ending Balance - December 28, 2019 1,891 Additions charged to cost and expense 1,378 Deductions due to: Others (874) Ending Balance - December 26, 2020 $ 2,395 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents : Cash and cash equivalents consist of commercial paper, U.S. Treasury obligations, and other liquid securities purchased with initial maturities less than 90 days and are stated at cost which approximates fair value. The Company has foreign bank balances of approximately $9,279 and $9,301 at December 26, 2020 and December 28, 2019, respectively. The Company maintains cash and cash equivalent balances with financial institutions that exceed federally insured limits. The Company has not experienced any losses related to these balances. Management believes its credit risk is minimal. |
Restricted Investments | Restricted Investments : |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts : The Company establishes the allowance for doubtful accounts using the specific identification method and also provides a reserve in the aggregate. The estimates for calculating the aggregate reserve are based on the financial condition of the customers, the length of time receivables are past due, historical collection experience, current economic trends, and reasonably supported forecasts. Increases to the allowance for doubtful accounts result in a corresponding expense. The Company writes off individual accounts receivable when collection becomes improbable. The allowance for doubtful accounts was $2,395 and $1,891 as of December 26, 2020 and December 28, 2019, respectively. |
Inventories | Inventories : Inventories consisting predominantly of finished goods are valued at the lower of cost or net realizable value, cost being determined principally on the standard cost method. The historical usage rate is the primary factor used in assessing the net realizable value of excess and obsolete inventory. A reduction in the carrying value of an inventory item from cost to net realizable value is recorded for inventory with excess on-hand quantities as determined based on historic and projected sales, product category, and stage in the product life cycle. |
Property and Equipment | Property and Equipment : |
Goodwill | Goodwill : The Company has adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) : Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test and instead requires an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If, after assessing the totality of events or circumstances, the Company determines that the fair value of a reporting unit is less than the carrying value, then the Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. |
Intangible Assets | Intangible Assets : Intangible assets arise primarily from the determination of their respective fair market values at the date of acquisition. With the exception of certain trade names, intangible assets are amortized on a straight-line basis over periods ranging from 5 to 20 years, representing the period over which the Company expects to receive future economic benefits from these assets. Other intangibles, net, as of December 26, 2020 and December 28, 2019 consist of the following: Estimated Useful Life December 26, 2020 December 28, 2019 Customer relationships 13 - 20 $ 941,648 $ 941,305 Trademarks - Indefinite Indefinite 85,603 85,517 Trademarks - Other 5 - 15 26,400 26,700 Technology and patents 7 - 12 63,749 60,968 Intangible assets, gross 1,117,400 1,114,490 Less: Accumulated amortization 291,434 232,060 Intangible assets, net $ 825,966 $ 882,430 Estimated annual amortization expense for intangible assets subject to amortization at December 26, 2020 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2021 $ 59,608 2022 $ 59,608 2023 $ 59,608 2024 $ 59,608 2025 $ 58,858 The Company also evaluates indefinite-lived intangible assets (primarily trademarks and trade names) for impairment annually or more frequently if events and circumstances indicate that it is more likely than not that the fair value of an indefinite-lived intangible asset is below its carrying amount. With the assistance of an independent third-party specialist, management assessed the fair value of our indefinite-lived intangible assets based on a relief from royalties model. An impairment charge is recorded |
Long-Lived Assets | Long-Lived Assets : |
Income Taxes | Income Taxes : Deferred income taxes are computed using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the financial reporting basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Valuation allowances are provided for tax benefits where management estimates it is more likely than not that certain tax benefits will not be realized. Adjustments to valuation allowances are recorded for changes in utilization of the tax related item. See Note 6 - Income Taxes for additional information. |
Contingent Consideration | Contingent Consideration : Contingent Consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. The estimated fair value of the contingent consideration was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The assumptions utilized in the calculation based on financial performance milestones include projected revenue and/or EBITDA amounts, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. |
Risk Insurance Reserves | Risk Insurance Reserves : The Company self-insures our product liability, automotive, and workers' compensation liability losses up to $250 per occurrence. General liability losses are self-insured up to $500 per occurrence. Our policy is to estimate reserves based upon a number of factors, including known claims, estimated incurred but not reported claims, and third-party actuarial analysis. The third-party actuarial analysis is based on historical information along with certain assumptions about future events. These reserves are classified as other current and other long-term liabilities within the balance sheets. The Company self-insures our group health claims up to an annual stop loss limit of $250 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. |
Retirement Benefits | Retirement Benefits : Certain employees of the Company are covered under a profit-sharing and retirement savings plan. The plan provides for a matching contribution for eligible employees of 50% of each dollar contributed by the employee up to 6% of the employee's compensation. In addition, the plan provides an annual contribution in amounts authorized by the Board of Directors, subject to the terms and conditions of the plan. Hillman Canada sponsors a Deferred Profit Sharing Plan (“DPSP”) and a Group Registered Retirement Savings Plan (“RRSP”) for all qualified, full-time employees, with at least three months of continuous service. DPSP is an employer-sponsored profit sharing plan registered as a trust with the Canada Revenue Agency (“CRA”). On a periodic basis, Hillman Canada shares business profits with employees by contributing to the DPSP on each employee's behalf. Employees do not contribute to the DPSP. There is no minimum required contribution; however, DPSPs are subject to maximum contribution limits set by the CRA. The DPSP is offered in conjunction with a RRSP. All eligible employees may contribute an additional voluntary amount of up to eight percent of the employee's gross earnings. Hillman Canada is required to match 100% of all employee contributions up to 2% of the employee's compensation. The assets of the RRSP are held separately from those of Hillman Canada in independently administered funds. |
Revenue Recognition | Revenue Recognition : Revenue is recognized when control of goods or services is transferred to our customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company offers a variety of sales incentives to its customers primarily in the form of discounts and rebates. Discounts are recognized in the Consolidated Financial Statements at the date of the related sale. Rebates are based on the revenue to date and the contractual rebate percentage to be paid. A portion of the cost of the rebate is allocated to each underlying sales transaction. Discounts and rebate are included in the determination of net sales. The Company also establishes reserves for customer returns and allowances. The reserve is established based on historical rates of returns and allowances. The reserve is adjusted quarterly based on actual experience. Discounts and allowances are included in the determination of net sales. Our revenue by geography is allocated based on the location of our sales operations. Our Hardware and Protective Solutions segment contains sales of Big Time personal protective equipment into Canada. Our Robotics and Digital Solutions segment contains sales of MinuteKey Canada. Hardware and Protective Solutions revenues consist primarily of the delivery of fasteners, anchors, specialty fastening products, and personal protective equipment such as gloves and eye-wear as well as in-store merchandising services for the related product category. Robotics and Digital Solutions revenues consist primarily of sales of keys and identification tags through self service key duplication and engraving kiosks. It also includes our associate-assisted key duplication systems and key accessories. Canada revenues consist primarily of the delivery to Canadian customers of fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items as well as in-store merchandising services for the related product category. The Company’s performance obligations under its arrangements with customers are providing products, in-store merchandising services, and access to key duplicating and engraving equipment. Generally, the price of the merchandising services and the access to the key duplicating and engraving equipment is included in the price of the related products. Control of products is transferred at the point in time when the customer accepts the goods, which occurs upon delivery of the products. Judgment is required in determining the time at which to recognize revenue for the in-store services and the access to key duplicating and engraving equipment. Revenue is recognized for in-store service and access to key duplicating and engraving equipment as the related products are delivered, which approximates a time-based recognition pattern. Therefore, the entire amount of consideration related to the sale of products, in-store merchandising services, and access to key duplicating and engraving equipment is recognized upon the delivery of the products. The costs to obtain a contract are insignificant, and generally contract terms do not extend beyond one year. Therefore, these costs are expensed as incurred. Freight and shipping costs and the cost of our in-store merchandising services teams are recognized in selling, general, and administrative expense when control over products is transferred to the customer. The Company used the practical expedient regarding the existence of a significant financing component as payments are due in less than one year after delivery of the products. Shipping and Handling : The costs incurred to ship product to customers, including freight and handling expenses, are included in selling, general, and administrative (“SG&A”) expenses on the Company's Consolidated Statements of Comprehensive Loss. |
Research and Development | Research and Development : |
Common Stock | Common Stock : The Hillman Companies, Inc. has one class of common stock. All outstanding shares of The Hillman Companies, Inc. common stock are owned by Holdco. The management shareholders of Holdco do not have the ability to put their shares back to Holdco. |
Stock Based Compensation | Stock Based Compensation : The Company has a stock-based employee compensation plan pursuant to which Holdco may grant options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted by Holdco in its stand-alone Consolidated Financial Statements in accordance with Accounting Standards Codification 718, Compensation - Stock Compensation ("ASC 718"). The Company uses a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities with publicly traded shares. The Company also makes assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we do not pay dividends and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments : |
Derivatives and Hedging | Derivatives and Hedging : The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. The Company enters into derivative instrument transactions with financial institutions acting as the counter-party. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. The relationships between hedging instruments and hedged items are formally documented, in addition to the risk management objective and strategy for each hedge transaction. For interest rate swaps, the notional amounts, rates, and maturities of our interest rate swaps are closely matched to the related terms of hedged debt obligations. The critical terms of the interest rate swap are matched to the critical terms of the underlying hedged item to determine whether the derivatives used for hedging transactions are highly effective in offsetting changes in the cash flows of the underlying hedged item. If it is determined that a derivative ceases to be a highly effective hedge, the hedge accounting is discontinued and all subsequent derivative gains and losses are recognized in the statement of comprehensive income or loss. |
Translation of Foreign Currencies | Translation of Foreign Currencies : The translation of the Company's Canadian and Mexican local currency based financial statements into U.S. dollars is performed for balance sheet accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. Cumulative translation adjustments are recorded as a component of accumulated other comprehensive loss in stockholder's equity. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements : The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the reporting period. Actual results may differ from these estimates. |
Recent Accounting Pronouncements | In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). On December 31, 2017, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers and all the related amendments (“new revenue standard”) to all contracts using the modified retrospective method. The Company recognized the cumulative effect of initially applying the new revenue standard as a $5,612 reduction to the opening balance of retained earnings with corresponding decreases to other current assets and other assets of $3,846 and $3,370, respectively, an increase of $637 to other accrued expenses, and a decrease of $2,241 in deferred tax liabilities. The cumulative adjustment primarily relates to payments to customers. The Company will now recognize certain payments as a reduction of revenue when the payment is made as opposed to over the life of the master service agreement. The impact to revenues as a result of applying ASU 2014-09 were immaterial. A majority of revenue continues to be recognized when products are shipped or delivered to customers. The Company expects the impact of the adoption of the new standard to be immaterial to our net income on an ongoing basis. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . Subsequently, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements and ASU 2018-10, Codification Improvements to Topic 842, Leases. Effective December 30, 2018, the Company adopted the comprehensive new lease standard issued by the FASB. The most significant impact was the recognition of right-of-use ("ROU") assets and liabilities for operating and finance leases applicable to lessees. The Company elected to utilize the transition guidance within the new standard that allowed the Company to carry forward its historical lease classification(s). Operating and finance ROU assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the implicit rate is not determinable for most of the Company's leases, management uses the Company's incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The Company elected to not separate lease and non-lease components for all classes of underlying assets in which it is the lessee and made an accounting policy election to not account for leases within an initial term of 12 months or less on the accompanying Consolidated Balance Sheets. The expected lease terms include options to extend or terminate the lease when its reasonably certain that the Company will exercise such option. Lease expense for minimum lease payments is recognized over a straight-line basis over the expected lease term. As of December 30, 2018, the Company recorded an Operating ROU Asset of $72,785 and a Finance ROU Asset of $672 within our Consolidated Balance Sheets. Short-term and long-term operating lease liabilities were recorded as $12,040 and $63,291, respectively. Short-term and long-term finance lease liabilities were determined to be $436 and $477, respectively. The adoption of this guidance did not have an impact on net income. Refer to Note 8 - Leases for full lease-related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses. The ASU sets forth a “current expected credit loss” (CECL) model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. The Company adopted this ASU in the first quarter of fiscal 2020, and it did not have a material impact on the Company's Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) : Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , ("ASC 350-40") requiring a customer in a cloud computing arrangement that is a service contract to follow the internal use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets. Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use. The Company early adopted this ASU in the third quarter of 2018, and it did not have a material impact on the Company's Consolidated Financial Statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting which provide optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating contract and the optional expedients provided by the new standard. |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The impacts of these corrections to fiscal years 2018 and 2019 are as follows: Consolidated Statement of Comprehensive Loss Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Income tax (benefit) expense $ (5,370) $ (17,907) $ (23,277) $ 2,070 $ (10,960) $ (8,890) Net loss (103,386) 17,907 (85,479) (69,641) 10,960 (58,681) Comprehensive loss (97,836) 17,907 (79,929) (80,694) 10,960 (69,734) Consolidated Balance Sheets Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Goodwill (1) $ 819,077 $ (3,227) $ 815,850 $ 803,847 $ (3,227) $ 800,620 Total Assets 2,441,210 (3,227) 2,437,983 2,431,470 (3,227) 2,428,243 Deferred tax liabilities 196,437 (32,094) 164,343 200,696 (14,187) 186,509 Total liabilities 2,096,108 (32,094) 2,064,014 1,992,363 (14,187) 1,978,176 Accumulated deficit (176,217) 28,867 (147,350) (72,831) 10,960 (61,871) Total stockholder's equity 345,102 28,867 373,969 439,107 10,960 450,067 Total liabilities and stockholder's equity 2,441,210 (3,227) 2,437,983 2,431,470 (3,227) 2,428,243 (1) The Company incorrectly established a valuation allowance on deferred taxes related to the interest limitations from the MinuteKey and Big Time Products acquisitions in 2018 during purchase accounting through goodwill. The correction of the error resulted in a reduction of goodwill of $1,160 for MinuteKey and $2,067 for Big Time Products. Consolidated Statements of Cash Flows Year Ended December 28, 2019 Year Ended December 29, 2018 As Reported Restatement Adjustments As Restated As Reported Restatement Adjustments As Restated Cash flows from operating activities: Net loss (103,386) 17,907 (85,479) (69,641) 10,960 (58,681) Deferred income taxes (5,679) (17,907) (23,586) 394 (10,960) (10,566) Net cash provided by operating activities 52,359 — 52,359 7,547 — 7,547 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Summary of Property and Equipment | Property and equipment, net, consists of the following at December 26, 2020 and December 28, 2019: Estimated (Years) 2020 2019 Leasehold improvements life of lease 11,506 10,982 Machinery and equipment 2 - 10 334,643 308,096 Computer equipment and software 2 - 5 61,737 60,412 Furniture and fixtures 6 - 8 5,467 2,749 Construction in process 5,352 2,712 Property and equipment, gross 418,705 384,951 Less: Accumulated depreciation 236,031 179,791 Property and equipment, net $ 182,674 $ 205,160 |
Summary of Goodwill | Goodwill amounts by reportable segment are summarized as follows: Goodwill at Goodwill at December 29, 2019 Acquisitions Disposals Other (1) December 26, 2020 Hardware and Protective Solutions $ 565,780 $ — $ — $ (202) $ 565,578 Robotics and Digital Solutions 220,936 — — — 220,936 Canada 29,134 — — 552 29,686 Total $ 815,850 $ — $ — $ 350 $ 816,200 (1) The "Other" change to goodwill relates to adjustments resulting from fluctuations in foreign currency exchange rates for the Canada and Mexico reporting units. |
Schedule of Intangible Assets | Other intangibles, net, as of December 26, 2020 and December 28, 2019 consist of the following: Estimated Useful Life December 26, 2020 December 28, 2019 Customer relationships 13 - 20 $ 941,648 $ 941,305 Trademarks - Indefinite Indefinite 85,603 85,517 Trademarks - Other 5 - 15 26,400 26,700 Technology and patents 7 - 12 63,749 60,968 Intangible assets, gross 1,117,400 1,114,490 Less: Accumulated amortization 291,434 232,060 Intangible assets, net $ 825,966 $ 882,430 |
Schedule of Intangible Assets | Other intangibles, net, as of December 26, 2020 and December 28, 2019 consist of the following: Estimated Useful Life December 26, 2020 December 28, 2019 Customer relationships 13 - 20 $ 941,648 $ 941,305 Trademarks - Indefinite Indefinite 85,603 85,517 Trademarks - Other 5 - 15 26,400 26,700 Technology and patents 7 - 12 63,749 60,968 Intangible assets, gross 1,117,400 1,114,490 Less: Accumulated amortization 291,434 232,060 Intangible assets, net $ 825,966 $ 882,430 |
Schedule of Future Amortization Expense | Estimated annual amortization expense for intangible assets subject to amortization at December 26, 2020 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2021 $ 59,608 2022 $ 59,608 2023 $ 59,608 2024 $ 59,608 2025 $ 58,858 |
Summary of Disaggregation of Revenue | The following table disaggregates our revenue by product category: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 26, 2020 Fastening and Hardware $ 706,865 $ — $ 131,493 $ 838,358 Personal Protective 317,527 — 239 317,766 Keys and Key Accessories — 157,828 2,878 160,706 Engraving — 51,423 6 51,429 Resharp — 36 — 36 Consolidated $ 1,024,392 $ 209,287 $ 134,616 $ 1,368,295 Year Ended December 28, 2019 Fastening and Hardware $ 607,247 $ — $ 121,242 $ 728,489 Personal Protective 245,769 — — 245,769 Keys and Key Accessories — 185,451 4,009 189,460 Engraving — 50,613 9 50,622 Resharp — 22 — 22 Consolidated $ 853,016 $ 236,086 $ 125,260 $ 1,214,362 Year Ended December 29, 2018 Fastening and Hardware $ 581,269 $ — $ 137,186 $ 718,455 Personal Protective 55,448 — — 55,448 Keys and Key Accessories — 143,898 4,217 148,115 Engraving — 52,145 12 52,157 Resharp — — — — Consolidated $ 636,717 $ 196,043 $ 141,415 $ 974,175 The following table disaggregates our revenue by geographic location: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 26, 2020 United States $ 1,007,135 $ 207,283 $ — $ 1,214,418 Canada 7,789 2,004 134,616 144,409 Mexico 9,468 — — 9,468 Consolidated $ 1,024,392 $ 209,287 $ 134,616 $ 1,368,295 Year Ended December 28, 2019 United States $ 835,957 $ 234,216 $ — $ 1,070,173 Canada 5,905 1,870 125,260 133,035 Mexico 11,154 — — 11,154 Consolidated $ 853,016 $ 236,086 $ 125,260 $ 1,214,362 Year Ended December 29, 2018 United States $ 626,490 $ 195,538 $ — $ 822,028 Canada 1,944 505 141,415 143,864 Mexico 8,283 — — 8,283 Consolidated $ 636,717 $ 196,043 $ 141,415 $ 974,175 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Business Combinations [Abstract] | |
Schedule of Acquired Assets and Assumed Liabilities | The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the MinuteKey acquisition: Cash $ 1,791 Inventory 3,952 Other current assets 766 Property and equipment 29,888 Goodwill (1) 58,077 Customer relationships 50,000 Developed technology 19,000 Trade names 5,400 Other non-current assets 16 Total assets acquired 168,890 Less: Liabilities assumed (1) (12,601) Total purchase price $ 156,289 The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the Big Time acquisition: Cash $ 2,507 Accounts receivable 40,828 Inventory 40,216 Other current assets 1,623 Property and equipment 3,703 Goodwill (1) 128,796 Customer Relationships 189,000 Trade names 21,000 Other non-current assets 159 Total assets acquired 427,832 Less: Liabilities assumed (1) (78,998) Total purchase price $ 348,834 The following table reconciles the fair value of the acquired assets and assumed liabilities to the finalized total purchase price of the Resharp acquisition: Property and equipment 218 Goodwill 9,382 Technology 11,500 Total assets acquired 21,100 Less: Contingent consideration payable (18,100) Net cash paid $ 3,000 |
Summary of Pro Forma Information | The following table provides unaudited pro forma results of the combined entities of Hillman and Big Time, had the acquisition occurred at the beginning of fiscal 2018: (Unaudited) 2018 Net revenues $ 1,139,562 Net earnings (loss) $ (74,976) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Domestic and Foreign Loss before Income Tax | Loss before income taxes are comprised of the following components for the periods indicated: Year Ended Year Ended Year Ended United States based operations $ (30,083) $ (101,197) $ (53,254) Non-United States based operations (3,855) (7,559) (14,317) Loss before income taxes $ (33,938) $ (108,756) $ (67,571) |
Components of Company's Income Tax Provision | Below are the components of the Company's income tax (benefit) provision for the periods indicated: Year Ended Year Ended Year Ended Current: Federal & State $ 629 $ 1,235 $ 263 Foreign (49) 611 67 Total current 580 1,846 330 Deferred: Federal & State (7,625) (23,333) (11,679) Foreign (1,356) (2,625) (4,741) Total deferred (8,981) (25,958) (16,420) Valuation allowance (1,038) 835 7,200 Income tax expense/(benefit) $ (9,439) $ (23,277) $ (8,890) |
Deferred Tax Assets and Liabilities | The table below reflects the significant components of the Company's net deferred tax assets and liabilities at December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Non-current Non-current Deferred Tax Asset: Inventory $ 11,423 $ 10,043 Bad debt reserve 1,497 868 Casualty loss reserve 279 498 Accrued bonus / deferred compensation 7,411 5,174 Deferred rent 54 80 Derivative security value 817 845 Deferred social security (CARES Act) 1,798 — Interest limitation 21,011 30,335 Lease liabilities 21,241 22,134 Deferred revenue - shipping terms 315 315 Original issue discount amortization 3,078 3,372 Transaction costs 3,061 2,302 Federal / foreign net operating loss 36,217 38,478 State net operating loss 3,806 5,426 Tax credit carryforwards 2,150 2,636 All other 610 401 Gross deferred tax assets 114,768 122,907 Valuation allowance for deferred tax assets (1,471) (2,586) Net deferred tax assets $ 113,297 $ 120,321 Deferred Tax Liability: Intangible asset amortization $ 216,354 $ 227,007 Property and equipment 29,901 34,218 Lease assets 20,598 22,119 All other items 487 618 Deferred tax liabilities $ 267,340 $ 283,962 Net deferred tax liability $ 154,043 $ 163,641 |
Reconciliation of Statutory Income Tax Rates to Effective Income Tax Rates | Below is a reconciliation of statutory income tax rates to the effective income tax rates for the periods indicated: Year Ended Year Ended Year Ended December 29, 2018 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Non-U.S. taxes and the impact of non-U.S. losses for which a current tax benefit is not available 0.6 % 0.4 % 0.9 % State and local income taxes, net of U.S. federal income tax benefit 5.7 % 3.0 % 1.4 % Change in valuation allowance 1.6 % (1.2) % (7.5) % Adjustment for change in tax law 0.5 % — % (0.9) % Permanent differences: Acquisition and related transaction costs — % — % (2.7) % Meals and entertainment expense (0.4) % (0.2) % (0.3) % Reconciliation of tax provision to return 0.6 % (0.5) % — % Reconciliation of other adjustments (1.6) % (1.0) % 1.2 % Effective income tax rate 27.8 % 21.4 % 13.2 % |
Components of Changes in Unrecognized Tax Benefits | The following is a summary of the changes for the periods indicated below: Year Ended Year Ended Year Ended Unrecognized tax benefits - beginning balance $ 1,101 $ 1,101 $ 1,101 Gross increases - tax positions in current period — — — Gross increases - tax positions in prior period — — — Gross decreases - tax positions in prior period — — — Unrecognized tax benefits - ending balance $ 1,101 $ 1,101 $ 1,101 Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate $ 1,101 $ 1,101 $ 1,101 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes the Company’s debt: December 26, 2020 December 28, 2019 Revolving loans $ 72,000 $ 113,000 Senior Term Loan, due 2025 1,037,044 1,047,653 6.375% Senior Notes, due 2022 330,000 330,000 11.6% Junior Subordinated Debentures - Preferred 105,443 105,443 Junior Subordinated Debentures - Common 3,261 3,261 Finance leases & other obligations 2,044 2,275 1,549,792 1,601,632 Unamortized premium on 11.6% Junior Subordinated Debentures 14,591 16,110 Unamortized discount on Senior Term Loan (6,532) (8,040) Current portion of long term debt and capital leases (11,481) (11,358) Deferred financing fees (10,862) (14,055) Total long term debt, net $ 1,535,508 $ 1,584,289 |
Schedule of Variable Interest Entities | Summarized below is the financial information of the Trust as of December 26, 2020: December 26, 2020 Amount Non-current assets - junior subordinated debentures - preferred $ 120,034 Non-current assets - junior subordinated debentures - common 3,261 Total assets $ 123,295 Non-current liabilities - trust preferred securities $ 120,034 Stockholder's equity - trust common securities 3,261 Total liabilities and stockholders' equity $ 123,295 |
Schedule of Maturities of Long-Term Debt | The aggregate minimum principal maturities of the long-term debt obligations for each of the five years following December 26, 2020 are as follows: Year Amount 2021 $ 10,609 2022 340,609 2023 10,609 2024 82,609 2025 994,606 Thereafter 108,706 $ 1,547,748 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Leases [Abstract] | |
Summary of Lease Components | The components of operating and finance lease cost for the year ended December 26, 2020 and December 28, 2019 were as follows: Year Ended Year Ended Operating lease cost $ 19,189 $ 19,456 Short term lease costs 2,404 2,587 Variable lease costs 898 2,731 Finance lease cost: Amortization of right of use assets 813 616 Interest on lease liabilities 143 115 December 26, 2020 December 28, 2019 Operating Leases Finance Leases Operating Leases (1) Finance Leases Weighted average remaining lease term 7.19 2.61 7.88 3.46 Weighted average discount rate 8.28% 7.14% 7.81% 6.49% (1) Upon adoption of the new lease standard, discount rates used for existing operating leases were established on December 30, 2018. Supplemental balance sheet information related to the Company's finance leases as of December 26, 2020 and December 28, 2019: December 26, 2020 December 28, 2019 Finance lease assets, net, included in property plant and equipment $ 1,919 $ 2,101 Current portion of long-term debt 872 749 Long-term debt, less current portion 1,172 1,526 Total principal payable on finance leases $ 2,044 $ 2,275 Supplemental cash flow information related to our operating leases was as follows for the year ended December 26, 2020 and December 28, 2019: Year Ended Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 18,641 $ 18,668 Operating cash outflow from finance leases 143 104 Financing cash outflow from finance leases 836 683 |
Schedule of Lease Liability Maturity | As of December 26, 2020, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 26, 2020: Operating Leases Finance Leases Less than one year $ 18,259 $ 993 1 to 2 years 15,919 708 2 to 3 years 13,656 421 3 to 4 years 13,065 129 4 to 5 years 11,928 — After 5 years 35,342 — Total future minimum rental commitments 108,169 2,251 Less - amounts representing interest (27,067) (207) Present value of lease liabilities $ 81,102 $ 2,044 |
Schedule of Lease Liability Maturity | As of December 26, 2020, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 26, 2020: Operating Leases Finance Leases Less than one year $ 18,259 $ 993 1 to 2 years 15,919 708 2 to 3 years 13,656 421 3 to 4 years 13,065 129 4 to 5 years 11,928 — After 5 years 35,342 — Total future minimum rental commitments 108,169 2,251 Less - amounts representing interest (27,067) (207) Present value of lease liabilities $ 81,102 $ 2,044 |
Equity and Accumulated Other _2
Equity and Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following is the detail of the change in the Company's accumulated other comprehensive loss from December 30, 2017 to December 26, 2020 including the effect of significant reclassifications out of accumulated other comprehensive income (net of tax): Foreign Currency Translation Balance at December 30, 2017 $ (26,537) Other comprehensive income before reclassifications (11,104) Amounts reclassified from other comprehensive income¹ 51 Net current period other comprehensive loss (11,053) Balance at December 29, 2018 (37,590) Other comprehensive income before reclassifications 5,533 Amounts reclassified from other comprehensive income² 17 Net current period other comprehensive income 5,550 Balance at December 28, 2019 (32,040) Other comprehensive loss before reclassifications 2,652 Amounts reclassified from other comprehensive income — Net current period other comprehensive income 2,652 Balance at December 26, 2020 $ (29,388) 1. In the year ended December 29, 2018, the Company fully liquidated four subsidiaries within the Canada reportable segment: Hillman Group GP1, LLC, Hillman Group GP2, LLC, HGC1 Financing LP, and HGC2 Holding LP and reclassified the cumulative translation adjustment to income The $51 loss was recorded as other income on the Consolidated Statement of Comprehensive Loss. 2. In the year ended December 28, 2019, the Company fully liquidated its Luxembourg subsidiary which results resides within the Canada reportable segment.The $17 loss was recorded as other income on the Consolidated Statement of Comprehensive Loss. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the year ended December 26, 2020 is presented below: Number Weighted Average Weighted Average Remaining Outstanding at December 28, 2019 81,700 $ 1,207 8 years Exercisable at December 28, 2019 — — — Granted 11,607 $ — — Exercised 7,333 — — Forfeited or expired 8,582 $ — — Outstanding at December 26, 2020 77,392 $ 1,257 8 years Exercisable at December 26, 2020 21,315 $ 1,185 7 years |
Summary of Restricted Stock Activity | A summary of the Company's restricted stock activity for the year ended December 26, 2020 is presented below: Number of Shares Weighted-Average Grant Date Unvested at December 28, 2019 2,143 $ 1,168 Granted — — Vested (1,072) 1,168 Forfeited — — Unvested at December 26, 2020 1,071 $ 1,168 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Measurement of Assets and Liabilities at Fair Value on Recurring Basis | The following tables set forth the Company's financial assets and liabilities that were measured at fair value on a recurring basis during the period, by level, within the fair value hierarchy: As of December 26, 2020 Level 1 Level 2 Level 3 Total Trading securities $ 1,911 $ — $ — $ 1,911 Interest rate swaps — (4,193) — (4,193) Foreign exchange forward contracts — 12 — 12 Contingent consideration payable — — (14,197) (14,197) As of December 28, 2019 Level 1 Level 2 Level 3 Total Trading securities $ 1,911 $ — $ — $ 1,911 Interest rate swaps — (3,592) — (3,592) Foreign exchange forward contracts — 12 — 12 Contingent consideration payable — — (18,100) (18,100) |
Fair Value of Fixed Rate Senior Notes and Junior Subordinated Debentures | December 26, 2020 December 28, 2019 Carrying Estimated Carrying Estimated 6.375% Senior Notes $ 328,333 $ 327,525 $ 327,222 $ 305,250 Junior Subordinated Debentures 123,295 128,022 124,814 148,731 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Charges Incurred | Charges incurred in part of the Canada Restructuring Plan included: Year Ended Year Ended Year Ended Facility consolidation (1) Inventory valuation adjustments $ 596 $ 3,799 $ 8,694 Labor expense 682 1,751 503 Consulting and legal fees 192 225 314 Other expense 1,118 2,126 116 Rent and related charges 1,535 584 — Gain on sale of building — — (6,104) Severance 707 617 — Exit of certain lines of business (2) Inventory valuation adjustments — 535 1,152 Gain on disposal of assets — (458) 837 Severance — — 2,749 Other expense — 488 — Total $ 4,830 $ 9,667 $ 8,261 (1) Facility consolidation includes inventory valuation adjustments associated with SKU rationalization, labor expense related to organizing inventory and equipment in preparation for the facility consolidation, consulting and legal fees related to the project, and other expenses. The labor, consulting, and legal expenses were included in selling, general and administrative expense ("SG&A") on the Consolidated Statement of Comprehensive Loss. The inventory valuation adjustments were included in cost of sales on the Consolidated Statement of Comprehensive Loss. (2) As part of the restructuring, the Company is exiting a manufacturing business line. Related charges included adjustments to write inventory down to net realizable value, asset impairment charges, and employee severance, which were included in cost of sales, other income and expense, and SG&A on the Consolidated Statement of Comprehensive Loss, respectively. Year Ended Year Ended Management realignment & integration Severance $ 886 $ 3,820 Inventory valuation adjustments $ — 5,707 Facility closures Severance 903 — Inventory valuation adjustments 1,568 — Other 1,422 — Total $ 4,779 $ 9,527 |
Schedule of Restructuring Reserve by Type of Cost | The following represents the roll forward of restructuring reserves for the year ended December 26, 2020: Severance and related expense Balance as of December 29, 2018 $ 1,537 Restructuring Charges 617 Cash Paid (1,033) Balance as of December 28, 2019 $ 1,121 Restructuring Charges 707 Cash Paid (680) Balance as of December 26, 2020 $ 1,148 The following represents a roll forward of the restructuring reserves for the year ended December 26, 2020: Severance and related expense Balance as of December 29, 2018 $ — Restructuring Charges 3,820 Cash Paid (534) Balance as of December 28, 2019 $ 3,286 Restructuring Charges 1,789 Cash Paid (3,746) Balance as of December 26, 2020 $ 1,329 |
Statements of Cash Flows (Table
Statements of Cash Flows (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosures of Cash Flows Information | Supplemental disclosures of cash flows information are presented below: Year Ended Year Ended Year Ended Cash paid during the period for: Interest on junior subordinated debentures $ 12,329 $ 11,211 $ 12,230 Interest $ 81,024 $ 94,461 $ 56,879 Income taxes, net of refunds $ (301) $ (489) $ 1,027 |
Quarterly Data (unaudited) (Tab
Quarterly Data (unaudited) (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Data | 2020 First Second Third Fourth Total As Restated As Restated As Restated Net sales 295,836 346,710 398,680 327,069 1,368,295 Income from operations 9,446 20,728 35,102 490 65,766 Net income (loss) (14,804) (5,037) 9,304 (13,962) (24,499) 2019 First Second Third Fourth Total As Restated As Restated As Restated As Restated As Restated Net sales 287,659 324,628 317,277 284,798 1,214,362 Income (loss) from operations 265 8,546 9,952 (11,068) 7,695 Net loss (22,939) (17,746) (14,068) (30,726) (85,479) |
Concentration of Credit Risks (
Concentration of Credit Risks (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Risks and Uncertainties [Abstract] | |
Schedule of Concentration of Risk | The following table presents revenue from each customer as percentage of total revenue for each of the years ended: Year Ended December 26, 2020 Year Ended December 28, 2019 Year Ended December 29, 2018 Lowe's 22.5% 21.6% 22.0% Home Depot 26.5% 24.7% 21.8% |
Segment Reporting and Geograp_2
Segment Reporting and Geographic Information (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Segment Reporting [Abstract] | |
Revenues and Income from Operations for Reportable Segments | The table below presents revenues and income (loss) from operations for the reportable segments for the years ended December 26, 2020, December 28, 2019, and December 29, 2018. Year Ended Year Ended Year Ended December 29, 2018 Revenues Hardware and Protective Solutions $ 1,024,392 $ 853,016 $ 636,717 Robotics and Digital Solutions 209,287 236,086 196,043 Canada 134,616 125,260 141,415 Total revenues $ 1,368,295 $ 1,214,362 $ 974,175 Segment Income (Loss) from Operations Hardware and Protective Solutions $ 67,313 $ 14,204 $ 18,555 Robotics and Digital Solutions 3,177 3,385 17,705 Canada (4,724) (9,894) (8,817) Total segment income from operations $ 65,766 $ 7,695 $ 27,443 |
Basis of Presentation (Details)
Basis of Presentation (Details) $ in Thousands | Aug. 16, 2019USD ($) | Oct. 01, 2018USD ($) | Aug. 10, 2018USD ($) | Dec. 26, 2020Segment |
Business Acquisition [Line Items] | ||||
Number of operating segments | Segment | 3 | |||
MinuteKey | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 156,289 | |||
Big Time | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 348,834 | |||
Sharp Systems, LLC | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 21,100 | |||
Capital Advisors LLC | ||||
Business Acquisition [Line Items] | ||||
Ownership percentage | 79.10% | |||
Oak Hill Funds | ||||
Business Acquisition [Line Items] | ||||
Ownership percentage | 16.70% | |||
Members Of Management | ||||
Business Acquisition [Line Items] | ||||
Ownership percentage | 4.20% |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Error Corrections and Prior Period Adjustment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Oct. 01, 2018 | Aug. 10, 2018 | Dec. 30, 2017 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Income tax benefit | $ 2,758 | $ (895) | $ (4,237) | $ (4,234) | $ (4,619) | $ (7,529) | $ (9,439) | $ (23,277) | $ (8,890) | |||||
Net loss | $ (13,962) | 9,304 | (5,037) | (14,804) | $ (30,726) | (14,068) | (17,746) | (22,939) | (24,499) | (85,479) | (58,681) | |||
Comprehensive loss | 12,374 | (1,394) | (26,017) | (15,772) | (15,199) | (20,160) | (21,847) | (79,929) | (69,734) | |||||
Goodwill | 816,200 | 814,554 | 813,872 | 813,072 | 815,850 | 815,307 | 802,804 | 801,434 | 816,200 | 815,850 | 800,620 | |||
Assets | 2,468,618 | 2,471,454 | 2,447,275 | 2,430,285 | 2,437,983 | 2,476,637 | 2,461,359 | 2,465,191 | 2,468,618 | 2,437,983 | 2,428,243 | |||
Deferred tax liabilities | 156,118 | 163,063 | 160,659 | 161,776 | 164,343 | 170,139 | 174,473 | 178,637 | 156,118 | 164,343 | 186,509 | |||
Liabilities | 2,104,031 | 2,108,704 | 2,098,048 | 2,081,188 | 2,064,014 | 2,075,045 | 2,045,989 | 2,034,923 | 2,104,031 | 2,064,014 | 1,978,176 | |||
Accumulated deficit | (171,849) | (157,887) | (167,191) | (162,154) | (147,350) | (116,624) | (102,557) | (84,810) | (171,849) | (147,350) | (61,871) | |||
Stockholder's equity - trust common securities | 364,587 | 362,750 | 349,227 | 349,097 | 373,969 | 401,591 | 415,369 | 430,268 | 364,587 | 373,969 | 450,067 | $ 527,403 | ||
Total liabilities and stockholder's equity | $ 2,468,618 | 2,471,454 | 2,447,275 | 2,430,285 | 2,437,983 | 2,476,637 | 2,461,359 | 2,465,191 | 2,468,618 | 2,437,983 | 2,428,243 | |||
Deferred income taxes | (9,462) | (23,586) | (10,566) | |||||||||||
Net cash provided by operating activities | $ 92,080 | 52,359 | 7,547 | |||||||||||
As Reported | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Income tax benefit | 1,400 | (1,703) | (9,290) | (3,775) | (2,869) | 4,800 | (5,370) | 2,070 | ||||||
Net loss | 10,662 | (4,229) | (9,751) | (14,526) | (19,496) | (35,268) | (103,386) | (69,641) | ||||||
Comprehensive loss | 13,732 | (586) | (20,964) | (16,231) | (16,949) | (32,489) | (97,836) | (80,694) | ||||||
Goodwill | 817,781 | 817,099 | 816,299 | 819,077 | 818,534 | 806,031 | 804,661 | 819,077 | 803,847 | |||||
Assets | 2,474,681 | 2,450,502 | 2,433,512 | 2,441,210 | 2,479,864 | 2,464,586 | 2,468,418 | 2,441,210 | 2,431,470 | |||||
Deferred tax liabilities | 187,938 | 186,892 | 188,817 | 196,437 | 198,864 | 202,739 | 205,153 | 196,437 | 200,696 | |||||
Liabilities | 2,133,579 | 2,124,281 | 2,108,229 | 2,096,108 | 2,103,770 | 2,074,255 | 2,061,439 | 2,096,108 | 1,992,363 | |||||
Accumulated deficit | (179,535) | (190,197) | (185,968) | (176,217) | (142,121) | (127,595) | (108,099) | (176,217) | (72,831) | |||||
Stockholder's equity - trust common securities | 341,102 | 326,221 | 325,283 | 345,102 | 376,094 | 390,331 | 406,979 | 345,102 | 439,107 | |||||
Total liabilities and stockholder's equity | $ 2,474,681 | $ 2,450,502 | $ 2,433,512 | 2,441,210 | $ 2,479,864 | $ 2,464,586 | $ 2,468,418 | 2,441,210 | 2,431,470 | |||||
Deferred income taxes | (5,679) | 394 | ||||||||||||
Net cash provided by operating activities | 52,359 | 7,547 | ||||||||||||
Restatement Adjustments | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Income tax benefit | (17,907) | (10,960) | ||||||||||||
Net loss | 17,907 | 10,960 | ||||||||||||
Comprehensive loss | 17,907 | 10,960 | ||||||||||||
Goodwill | (3,227) | (3,227) | (3,227) | |||||||||||
Assets | (3,227) | (3,227) | (3,227) | |||||||||||
Deferred tax liabilities | (32,094) | (32,094) | (14,187) | |||||||||||
Liabilities | (32,094) | (32,094) | (14,187) | |||||||||||
Accumulated deficit | 28,867 | 28,867 | 10,960 | |||||||||||
Stockholder's equity - trust common securities | 28,867 | 28,867 | 10,960 | |||||||||||
Total liabilities and stockholder's equity | $ (3,227) | (3,227) | (3,227) | |||||||||||
Deferred income taxes | (17,907) | (10,960) | ||||||||||||
Net cash provided by operating activities | $ 0 | $ 0 | ||||||||||||
MinuteKey | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Goodwill | $ 58,077 | |||||||||||||
MinuteKey | Restatement Adjustments | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Goodwill | $ (1,160) | |||||||||||||
Big Time | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Goodwill | $ 128,796 | |||||||||||||
Big Time | Restatement Adjustments | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Goodwill | $ (2,067) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Detail) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Cash and cash equivalents | $ 21,520,000 | $ 19,973,000 | |
Accounts receivable, allowances | 2,395,000 | 1,891,000 | |
Proceeds from sale of trade receivables | 323,715,000 | 292,432,000 | |
Loss from sale of trade receivables | 1,782,000 | 2,923,000 | |
Goodwill impairment charge | 0 | ||
Intangible assets impairment charge | 0 | ||
Impairment of long lived assets | 210,000 | 7,887,000 | $ 837,000 |
Loss limit covered under self-insurance | $ 250,000 | ||
Percentage of deferred matching contribution amount | 50.00% | ||
Percent of employees' gross pay, matching contribution | 6.00% | ||
Defined contribution plan costs | $ 3,343,000 | 2,725,000 | 2,567,000 |
Selling, general and administrative expenses | 398,472,000 | 382,131,000 | 320,543,000 |
Research and development costs | $ 2,876,000 | 2,075,000 | 2,181,000 |
Dividend yield | 0.00% | ||
Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life, property plant and equipment | 2 years | ||
Estimated useful life, intangible assets | 5 years | ||
Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life, property plant and equipment | 15 years | ||
Estimated useful life, intangible assets | 20 years | ||
Non-United States based operations | |||
Property, Plant and Equipment [Line Items] | |||
Cash and cash equivalents | $ 9,279,000 | 9,301,000 | |
Group health insurance claims | |||
Property, Plant and Equipment [Line Items] | |||
Loss limit covered under self-insurance | $ 250,000 | ||
Deferred Profit Sharing Plan | |||
Property, Plant and Equipment [Line Items] | |||
Percentage of deferred matching contribution amount | 100.00% | ||
Percent of employees' gross pay, matching contribution | 2.00% | ||
Maximum annual contribution per employee | 8.00% | ||
Shipping and handling | |||
Property, Plant and Equipment [Line Items] | |||
Selling, general and administrative expenses | $ 50,891,000 | $ 47,713,000 | $ 42,458,000 |
United States | |||
Property, Plant and Equipment [Line Items] | |||
Geographic Areas, Long-Lived Assets, Percent | 95.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 418,705 | $ 384,951 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 236,031 | 179,791 |
Property and equipment, net | $ 182,674 | 205,160 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 2 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 15 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,506 | 10,982 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 334,643 | 308,096 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 2 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 10 years | |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 61,737 | 60,412 |
Computer equipment and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 2 years | |
Computer equipment and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,467 | 2,749 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 6 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 8 years | |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,352 | $ 2,712 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Oct. 01, 2018 | Aug. 10, 2018 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 815,850 | ||
Acquisitions | 0 | ||
Disposals | 0 | ||
Other | 350 | ||
Goodwill, ending balance | 816,200 | ||
Hardware and Protective Solutions | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 565,780 | ||
Acquisitions | 0 | ||
Disposals | 0 | ||
Other | (202) | ||
Goodwill, ending balance | 565,578 | ||
Robotics and Digital Solutions | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 220,936 | ||
Acquisitions | 0 | ||
Disposals | 0 | ||
Other | 0 | ||
Goodwill, ending balance | 220,936 | ||
Canada | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 29,134 | ||
Acquisitions | 0 | ||
Disposals | 0 | ||
Other | 552 | ||
Goodwill, ending balance | $ 29,686 | ||
Big Time | |||
Goodwill [Roll Forward] | |||
Inventory | $ 40,216 | ||
Liabilities assumed | $ 78,998 | ||
MinuteKey | |||
Goodwill [Roll Forward] | |||
Inventory | $ 3,952 | ||
Liabilities assumed | $ 12,601 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,117,400 | $ 1,114,490 |
Less: Accumulated amortization | 291,434 | 232,060 |
Intangible assets, net | 825,966 | 882,430 |
Amortization Expense | ||
2020 | 59,608 | |
2021 | 59,608 | |
2022 | 59,608 | |
2023 | 59,608 | |
2024 | $ 58,858 | |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 5 years | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 20 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 941,648 | 941,305 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 13 years | |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 20 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 26,400 | 26,700 |
Trademarks | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 5 years | |
Trademarks | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 15 years | |
Technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 63,749 | 60,968 |
Technology and patents | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 7 years | |
Technology and patents | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 12 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, indefinite | $ 85,603 | $ 85,517 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 327,069 | $ 398,680 | $ 346,710 | $ 295,836 | $ 284,798 | $ 317,277 | $ 324,628 | $ 287,659 | $ 1,368,295 | $ 1,214,362 | $ 974,175 |
Fastening and Hardware | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 838,358 | 728,489 | 718,455 | ||||||||
Personal Protective | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 317,766 | 245,769 | 55,448 | ||||||||
Keys and Key Accessories | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 160,706 | 189,460 | 148,115 | ||||||||
Engraving | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 51,429 | 50,622 | 52,157 | ||||||||
Resharp | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 36 | 22 | 0 | ||||||||
Hardware and Protective Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,024,392 | 853,016 | 636,717 | ||||||||
Hardware and Protective Solutions | Fastening and Hardware | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 706,865 | 607,247 | 581,269 | ||||||||
Hardware and Protective Solutions | Personal Protective | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 317,527 | 245,769 | 55,448 | ||||||||
Hardware and Protective Solutions | Keys and Key Accessories | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Hardware and Protective Solutions | Engraving | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Hardware and Protective Solutions | Resharp | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Robotics and Digital Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 209,287 | 236,086 | 196,043 | ||||||||
Robotics and Digital Solutions | Fastening and Hardware | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Robotics and Digital Solutions | Personal Protective | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Robotics and Digital Solutions | Keys and Key Accessories | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 157,828 | 185,451 | 143,898 | ||||||||
Robotics and Digital Solutions | Engraving | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 51,423 | 50,613 | 52,145 | ||||||||
Robotics and Digital Solutions | Resharp | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 36 | 22 | 0 | ||||||||
Canada | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 134,616 | 125,260 | 141,415 | ||||||||
Canada | Fastening and Hardware | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 131,493 | 121,242 | 137,186 | ||||||||
Canada | Personal Protective | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 239 | 0 | 0 | ||||||||
Canada | Keys and Key Accessories | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 2,878 | 4,009 | 4,217 | ||||||||
Canada | Engraving | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 6 | 9 | 12 | ||||||||
Canada | Resharp | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,214,418 | 1,070,173 | 822,028 | ||||||||
United States | Hardware and Protective Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,007,135 | 835,957 | 626,490 | ||||||||
United States | Robotics and Digital Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 207,283 | 234,216 | 195,538 | ||||||||
United States | Canada | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Canada | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 144,409 | 133,035 | 143,864 | ||||||||
Canada | Hardware and Protective Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 7,789 | 5,905 | 1,944 | ||||||||
Canada | Robotics and Digital Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 2,004 | 1,870 | 505 | ||||||||
Canada | Canada | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 134,616 | 125,260 | 141,415 | ||||||||
Mexico | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 9,468 | 11,154 | 8,283 | ||||||||
Mexico | Hardware and Protective Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 9,468 | 11,154 | 8,283 | ||||||||
Mexico | Robotics and Digital Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Mexico | Canada | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 0 | $ 0 | $ 0 |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 30, 2018 | Dec. 29, 2018 | Dec. 31, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Decrease to retained earnings | $ 171,849 | $ 157,887 | $ 167,191 | $ 162,154 | $ 147,350 | $ 116,624 | $ 102,557 | $ 84,810 | $ 61,871 | ||
Decrease to other current assets | (19,280) | (8,828) | |||||||||
Decrease to other assets | (11,176) | (11,557) | |||||||||
Decrease to deferred tax liabilities | (156,118) | $ (163,063) | $ (160,659) | $ (161,776) | (164,343) | $ (170,139) | $ (174,473) | $ (178,637) | $ (186,509) | ||
Operating lease right of use assets | 76,820 | 81,613 | |||||||||
Finance lease right of use assets | 1,919 | 2,101 | |||||||||
Operating lease liability current | 12,168 | 11,459 | |||||||||
Operating lease liability noncurrent | 68,934 | 73,227 | |||||||||
Finance lease liability current | 872 | 749 | |||||||||
Finance lease liability noncurrent | $ 1,172 | $ 1,526 | |||||||||
Cumulative effect of change in accounting principals | ASU 2014-09 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Decrease to retained earnings | $ 5,612 | ||||||||||
Decrease to other current assets | 3,846 | ||||||||||
Decrease to other assets | 3,370 | ||||||||||
Increase to accrued expenses | 637 | ||||||||||
Decrease to deferred tax liabilities | $ 2,241 | ||||||||||
Cumulative effect of change in accounting principals | ASU 2016-02 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Operating lease right of use assets | $ 72,785 | ||||||||||
Finance lease right of use assets | 672 | ||||||||||
Operating lease liability current | 12,040 | ||||||||||
Operating lease liability noncurrent | 63,291 | ||||||||||
Finance lease liability current | 436 | ||||||||||
Finance lease liability noncurrent | $ 477 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Related Party Transaction [Line Items] | |||
Related party expenses | $ 577 | $ 562 | $ 546 |
Proceeds from sale of Holdco stock | 0 | 750 | 0 |
Dividend to Holdco | 0 | 0 | 3,780 |
Affiliated Entity | Industrial Warehouse and Office Facility Lease Agreement - Manns | |||
Related Party Transaction [Line Items] | |||
Related party expenses | $ 351 | $ 350 | $ 350 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) | Feb. 19, 2020 | Aug. 16, 2019 | Jul. 01, 2019 | Oct. 01, 2018 | Aug. 10, 2018 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 |
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ (800,000) | $ (6,135,000) | $ (500,989,000) | |||||
MinuteKey | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 156,289,000 | |||||||
Big Time | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 348,834,000 | |||||||
Sharp Systems, LLC | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 21,100,000 | |||||||
Contingent consideration payable | 18,100,000 | |||||||
Contingent consideration, maximum payout | $ 25,000,000 | |||||||
Contingent consideration additional percent of acquiree's revenue | 1.80% | |||||||
Contingent consideration period of additional revenue | 5 years | |||||||
West Coast Washers | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 3,135,000 | |||||||
Instafob | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 2,618,000 | |||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,818,000 | |||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ (800,000) | |||||||
Unsecured Debt | 2018 Term Loan | MinuteKey | ||||||||
Business Acquisition [Line Items] | ||||||||
Face amount | $ 165,000,000 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocations (Details) - USD ($) $ in Thousands | Aug. 16, 2019 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Oct. 01, 2018 | Aug. 10, 2018 |
Business Acquisition [Line Items] | ||||||||||||
Goodwill (1) | $ 816,200 | $ 814,554 | $ 813,872 | $ 813,072 | $ 815,850 | $ 815,307 | $ 802,804 | $ 801,434 | $ 800,620 | |||
MinuteKey | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | $ 1,791 | |||||||||||
Inventory | 3,952 | |||||||||||
Other current assets | 766 | |||||||||||
Property and equipment | 29,888 | |||||||||||
Goodwill (1) | 58,077 | |||||||||||
Other non-current assets | 16 | |||||||||||
Total assets acquired | 168,890 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||||||||
Liabilities assumed (1) | (12,601) | |||||||||||
Total purchase price | 156,289 | |||||||||||
Big Time | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | $ 2,507 | |||||||||||
Accounts receivable | 40,828 | |||||||||||
Inventory | 40,216 | |||||||||||
Other current assets | 1,623 | |||||||||||
Property and equipment | 3,703 | |||||||||||
Goodwill (1) | 128,796 | |||||||||||
Other non-current assets | 159 | |||||||||||
Total assets acquired | 427,832 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||||||||
Liabilities assumed (1) | (78,998) | |||||||||||
Total purchase price | 348,834 | |||||||||||
Sharp Systems, LLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Property and equipment | $ 218 | |||||||||||
Goodwill (1) | 9,382 | |||||||||||
Intangible assets | 11,500 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||||||||
Total purchase price | 21,100 | |||||||||||
Contingent consideration payable | (18,100) | |||||||||||
Payments to acquire business | $ 3,000 | |||||||||||
Customer relationships | MinuteKey | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets | 50,000 | |||||||||||
Customer relationships | Big Time | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets | 189,000 | |||||||||||
Developed technology | MinuteKey | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets | 19,000 | |||||||||||
Trade names | MinuteKey | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets | $ 5,400 | |||||||||||
Trade names | Big Time | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible assets | $ 21,000 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - Big Time $ in Thousands | 12 Months Ended |
Dec. 26, 2020USD ($) | |
Business Acquisition [Line Items] | |
Net revenues | $ 1,139,562 |
Net earnings (loss) | $ (74,976) |
Income Taxes - Schedule of Dome
Income Taxes - Schedule of Domestic and Foreign Loss before Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | |||
United States based operations | $ (30,083) | $ (101,197) | $ (53,254) |
Non-United States based operations | (3,855) | (7,559) | (14,317) |
Loss before income taxes | $ (33,938) | $ (108,756) | $ (67,571) |
Income Taxes - Components of Co
Income Taxes - Components of Company's Income Tax Provision (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Current: | |||||||||
Federal & State | $ 629 | $ 1,235 | $ 263 | ||||||
Foreign | (49) | 611 | 67 | ||||||
Total current | 580 | 1,846 | 330 | ||||||
Deferred: | |||||||||
Federal & State | (7,625) | (23,333) | (11,679) | ||||||
Foreign | (1,356) | (2,625) | (4,741) | ||||||
Total deferred | (8,981) | (25,958) | (16,420) | ||||||
Valuation allowance | (1,038) | 835 | 7,200 | ||||||
Income tax expense/(benefit) | $ 2,758 | $ (895) | $ (4,237) | $ (4,234) | $ (4,619) | $ (7,529) | $ (9,439) | $ (23,277) | $ (8,890) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Tax Contingency [Line Items] | ||||
Valuation allowance, deferred tax assets | $ 1,471 | $ 2,586 | ||
Valuation allowance, decrease | (1,038) | 835 | $ 7,200 | |
Unrecognized tax benefits | 1,101 | $ 1,101 | $ 1,101 | $ 1,101 |
Federal | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 134,347 | |||
Foreign | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 30,717 | |||
Tax credit carryforwards | 822 | |||
Valuation allowance, tax credit carryforward | 822 | |||
State | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 3,806 | |||
Valuation allowance, deferred tax assets | 439 | |||
General Business Tax Credit Carryforwards | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 891 | |||
Valuation allowance, tax credit carryforward | $ 210 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Deferred Tax Asset: | ||
Inventory | $ 11,423 | $ 10,043 |
Bad debt reserve | 1,497 | 868 |
Casualty loss reserve | 279 | 498 |
Accrued bonus / deferred compensation | 7,411 | 5,174 |
Deferred rent | 54 | 80 |
Derivative security value | 817 | 845 |
Deferred social security (CARES Act) | 1,798 | 0 |
Interest limitation | 21,011 | 30,335 |
Lease liabilities | 21,241 | 22,134 |
Deferred revenue - shipping terms | 315 | 315 |
Original issue discount amortization | 3,078 | 3,372 |
Transaction costs | 3,061 | 2,302 |
Federal / foreign net operating loss | 36,217 | 38,478 |
State net operating loss | 3,806 | 5,426 |
Tax credit carryforwards | 2,150 | 2,636 |
All other | 610 | 401 |
Gross deferred tax assets | 114,768 | 122,907 |
Valuation allowance for deferred tax assets | (1,471) | (2,586) |
Net deferred tax assets | 113,297 | 120,321 |
Deferred Tax Liability: | ||
Intangible asset amortization | 216,354 | 227,007 |
Property and equipment | 29,901 | 34,218 |
Lease assets | 20,598 | 22,119 |
All other items | 487 | 618 |
Deferred tax liabilities | 267,340 | 283,962 |
Net deferred tax liability | $ 154,043 | $ 163,641 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Income Tax Rates to Effective Income Tax Rates (Detail) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 21.00% | 21.00% | 21.00% |
Non-U.S. taxes and the impact of non-U.S. losses for which a current tax benefit is not available | 0.60% | 0.40% | 0.90% |
State and local income taxes, net of U.S. federal income tax benefit | 5.70% | 3.00% | 1.40% |
Change in valuation allowance | 1.60% | (1.20%) | (7.50%) |
Adjustment for change in tax law | 0.50% | 0.00% | (0.90%) |
Permanent differences: | |||
Acquisition and related transaction costs | 0.00% | 0.00% | (2.70%) |
Meals and entertainment expense | (0.40%) | (0.20%) | (0.30%) |
Reconciliation of tax provision to return | 0.60% | (0.50%) | 0.00% |
Reconciliation of other adjustments | (1.60%) | (1.00%) | 1.20% |
Effective income tax rate | 27.80% | 21.40% | 13.20% |
Income Taxes - Components of Ch
Income Taxes - Components of Changes in Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits - beginning balance | $ 1,101 | $ 1,101 | $ 1,101 |
Gross increases - tax positions in current period | 0 | 0 | 0 |
Gross increases - tax positions in prior period | 0 | 0 | 0 |
Gross decreases - tax positions in prior period | 0 | 0 | 0 |
Unrecognized tax benefits - ending balance | 1,101 | 1,101 | 1,101 |
Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate | $ 1,101 | $ 1,101 | $ 1,101 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Jun. 30, 2014 | |
Debt Instrument [Line Items] | ||||
Document Period End Date | Dec. 26, 2020 | |||
Finance leases & other obligations | $ 2,044 | $ 2,275 | ||
Long-term debt | 1,549,792 | 1,601,632 | ||
Unamortized discount on Senior Term Loan | (6,532) | (8,040) | ||
Current portion of long term debt and capital leases | (11,481) | (11,358) | ||
Deferred financing fees | (10,862) | (14,055) | ||
Total long term debt, net | 1,535,508 | 1,584,289 | ||
Revolving loans | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, gross | $ 72,000 | 113,000 | ||
Deferred financing fees | (1,412) | $ (1,841) | ||
Senior term loans | ||||
Debt Instrument [Line Items] | ||||
Stated rate | 6.375% | 6.375% | ||
Unamortized discount on Senior Term Loan | (9,950) | |||
Deferred financing fees | $ (14,293) | |||
Senior term loans | Senior Term Loan, due 2025 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, gross | $ 1,037,044 | 1,047,653 | ||
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Stated rate | 6.375% | |||
Long-term debt, gross | $ 330,000 | 330,000 | ||
Junior Subordinated Debentures - Preferred | ||||
Debt Instrument [Line Items] | ||||
Stated rate | 11.60% | |||
Long-term debt, gross | $ 105,443 | 105,443 | ||
Junior Subordinated Debentures - Common | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, gross | $ 3,261 | $ 3,261 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Nov. 15, 2019USD ($) | Sep. 30, 1997USD ($)shares | Dec. 26, 2020USD ($)$ / shares | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | Oct. 01, 2018USD ($) | May 31, 2018USD ($) | Jun. 30, 2014USD ($)$ / shares |
Debt Instrument [Line Items] | ||||||||
Borrowings of revolving credit loans | $ 99,000,000 | $ 43,500,000 | $ 165,550,000 | |||||
Issuance of shares, amount | 750,000 | |||||||
Deferred financing fees | $ 10,862,000 | 14,055,000 | ||||||
Document Period End Date | Dec. 26, 2020 | |||||||
Unamortized discount | $ 6,532,000 | 8,040,000 | ||||||
Aggregate vendors and insurers letters of credit related to product purchases and insurance coverage of product liability, workers' compensation and general liability | 23,590,000 | |||||||
Junior Subordinated Debentures | ||||||||
Debt Instrument [Line Items] | ||||||||
Unamortized premium | 14,591,000 | 16,110,000 | $ 22,437,000 | |||||
Senior term loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 330,000,000 | |||||||
Periodic payment | $ 2,652,000 | |||||||
Stated rate | 6.375% | 6.375% | ||||||
Amount in excess of outstanding balance, threshold | $ 50,000,000 | |||||||
Deferred financing fees | 14,293,000 | |||||||
Unamortized discount | 9,950,000 | |||||||
Senior term loans | 2018 Term Loan, Funded | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 530,000,000 | |||||||
Senior term loans | 2018 Term Loan, Unfunded | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | 165,000,000 | |||||||
Senior term loans | Term Amendment | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 365,000,000 | |||||||
Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 250,000,000 | $ 150,000,000 | ||||||
Borrowings of revolving credit loans | $ 100,000,000 | |||||||
Minimum borrowing amount available | 30,000,000 | |||||||
Deferred financing fees | 1,412,000 | $ 1,841,000 | ||||||
Outstanding balance | 72,000,000 | |||||||
Remaining borrowing capacity | 154,410,000 | |||||||
Junior Subordinated Debentures - Preferred | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 105,443,000 | |||||||
Stated rate | 11.60% | |||||||
Annual interest payment | $ 12,231,000 | |||||||
Liquidation amount per preferred share (in dollars per share) | $ / shares | $ 25 | |||||||
Deferral period (up to) | 60 months | |||||||
LIBOR | Senior term loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 4.00% | |||||||
ABR | Senior term loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 3.00% | |||||||
Minimum | LIBOR | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 1.25% | |||||||
Minimum | ABR | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 0.25% | |||||||
Maximum | LIBOR | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 1.75% | |||||||
Maximum | ABR | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable rate | 0.75% | |||||||
Estimated Fair Value | Junior Subordinated Debentures | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt at fair value | $ 128,022,000 | $ 148,731,000 | $ 131,141,000 | |||||
United States | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Available borrowing capacity | 200,000,000 | |||||||
Canada | Revolving loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Available borrowing capacity | $ 50,000,000 | |||||||
VIE, Primary Beneficiary | ||||||||
Debt Instrument [Line Items] | ||||||||
Issuance of shares, amount | $ 105,443,000 | |||||||
Number of preferred shares issued | shares | 4,217,724 | |||||||
VIE, Primary Beneficiary | Junior Subordinated Debentures - Common | ||||||||
Debt Instrument [Line Items] | ||||||||
Issuance of shares, amount | $ 3,261,000 | |||||||
Underlying price | Junior Subordinated Debentures | ||||||||
Debt Instrument [Line Items] | ||||||||
Measurement input | $ / shares | 30.32 |
Long-Term Debt - Schedule of Va
Long-Term Debt - Schedule of Variable Interest Entities (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Debt Instrument [Line Items] | ||||||||||
Total assets | $ 2,468,618 | $ 2,471,454 | $ 2,447,275 | $ 2,430,285 | $ 2,437,983 | $ 2,476,637 | $ 2,461,359 | $ 2,465,191 | $ 2,428,243 | |
Stockholder's equity - trust common securities | 364,587 | 362,750 | 349,227 | 349,097 | 373,969 | 401,591 | 415,369 | 430,268 | 450,067 | $ 527,403 |
Total liabilities and stockholder's equity | 2,468,618 | $ 2,471,454 | $ 2,447,275 | $ 2,430,285 | $ 2,437,983 | $ 2,476,637 | $ 2,461,359 | $ 2,465,191 | $ 2,428,243 | |
VIE, Primary Beneficiary | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Total assets | 123,295 | |||||||||
Non-current liabilities - trust preferred securities | 120,034 | |||||||||
Stockholder's equity - trust common securities | 3,261 | |||||||||
Total liabilities and stockholder's equity | 123,295 | |||||||||
VIE, Primary Beneficiary | Junior Subordinated Debentures - Preferred | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Non-current assets | 120,034 | |||||||||
VIE, Primary Beneficiary | Junior Subordinated Debentures - Common | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Non-current assets | $ 3,261 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-Term Debt (Detail) $ in Thousands | Dec. 26, 2020USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 10,609 |
2021 | 340,609 |
2022 | 10,609 |
2023 | 82,609 |
2024 | 994,606 |
Thereafter | 108,706 |
Long-term debt | $ 1,547,748 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 19,189 | $ 19,456 |
Short term lease costs | 2,404 | 2,587 |
Variable lease costs | 898 | 2,731 |
Finance lease cost: | ||
Amortization of right of use assets | 813 | 616 |
Interest on lease liabilities | $ 143 | $ 115 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Leases [Abstract] | |||
Rent expense | $ 22,491 | ||
Rent expense | $ 24,774 | $ 19,281 |
Leases - Weighted Average Assum
Leases - Weighted Average Assumptions (Details) | Dec. 26, 2020 | Dec. 28, 2019 |
Leases [Abstract] | ||
Operating leases, weighted average remaining term | 7 years 2 months 8 days | 7 years 10 months 17 days |
Finance lease, weighted average remaining term | 2 years 7 months 9 days | 3 years 5 months 15 days |
Operating lease, weighted average discount rate | 8.28% | 7.81% |
Finance lease, weighted average discount rate | 7.14% | 6.49% |
Leases - Finance Lease Balance
Leases - Finance Lease Balance Sheet Locations (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Leases [Abstract] | ||
Finance lease assets, net, included in property plant and equipment | $ 1,919 | $ 2,101 |
Current portion of long-term debt | 872 | 749 |
Long-term debt, less current portion | 1,172 | 1,526 |
Total principal payable on finance leases | $ 2,044 | $ 2,275 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Leases [Abstract] | |||
Operating cash outflow from operating leases | $ 18,641 | $ 18,668 | |
Operating cash outflow from finance leases | 143 | 104 | |
Financing cash outflow from finance leases | $ 836 | $ 683 | $ 235 |
Leases - Lease Maturities (Deta
Leases - Lease Maturities (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Operating Leases | ||
Less than one year | $ 18,259 | |
1 to 2 years | 15,919 | |
2 to 3 years | 13,656 | |
3 to 4 years | 13,065 | |
4 to 5 years | 11,928 | |
After 5 years | 35,342 | |
Total future minimum rental commitments | 108,169 | |
Less - amounts representing interest | (27,067) | |
Present value of lease liabilities | 81,102 | |
Finance Leases | ||
Less than one year | 993 | |
1 to 2 years | 708 | |
2 to 3 years | 421 | |
3 to 4 years | 129 | |
4 to 5 years | 0 | |
After 5 years | 0 | |
Total future minimum rental commitments | 2,251 | |
Less - amounts representing interest | (207) | |
Present value of lease liabilities | $ 2,044 | $ 2,275 |
Deferred Compensation Plan - Na
Deferred Compensation Plan - Narrative (Detail) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Retirement Benefits [Abstract] | |||
Percentage of deferred salary and commissions (up to) | 25.00% | ||
Percentage of bonuses (up to) | 100.00% | ||
Percentage of deferred matching contribution amount | 25.00% | ||
Matching contribution on deferred amount (up to) | $ 10,000 | ||
Vesting schedule | 5 years | ||
Assets held in mutual funds | $ 1,911,000 | $ 1,911,000 | |
Assets held in mutual funds, current | 595,000 | 355,000 | |
Distributions from the deferred compensation plan aggregated | $ 527,000 | $ 686,000 | $ 849,000 |
Equity and Accumulated Other _3
Equity and Accumulated Other Comprehensive Income - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 26, 2020 | |
Segment Reporting Information [Line Items] | |||
Preferred stock, shares authorized | 5,000 | 5,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Gain (loss) on disposition of assets | $ (51) | ||
Canada | |||
Segment Reporting Information [Line Items] | |||
Gain (loss) on disposition of assets | $ (17) |
Equity and Accumulated Other _4
Equity and Accumulated Other Comprehensive Income - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 373,969 | $ 450,067 | $ 527,403 |
Other comprehensive income before reclassifications | 2,652 | 5,533 | (11,104) |
Amounts reclassified from other comprehensive income | 0 | 17 | 51 |
Total other comprehensive income (loss) | 2,652 | 5,550 | (11,053) |
Ending Balance | 364,587 | 373,969 | 450,067 |
Accumulated Other Comprehensive (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (32,040) | (37,590) | (26,537) |
Ending Balance | $ (29,388) | $ (32,040) | $ (37,590) |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Jul. 28, 2020 | Jul. 29, 2019 | Aug. 10, 2018 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized | 94,195 | 84,008 | 50,000 | 44,021 | |||
Dividend yield | 0.00% | ||||||
Expected volatility | 31.50% | ||||||
Expected term | 6 years 3 months | ||||||
Fair value of option (in dollars per share) | $ 335.46 | ||||||
Unrecognized compensation expense | $ 12,247 | ||||||
Unrecognized compensation expense, recognition period | 3 years 6 months | ||||||
Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Risk-free interest rate | 0.40% | ||||||
Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Risk-free interest rate | 1.81% | ||||||
Stock Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares outstanding | 77,392 | 81,700 | |||||
Stock compensation expense | $ 3,960 | $ 2,312 | $ 1,590 | ||||
Time Based Vesting | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares outstanding | 61,310 | ||||||
Performance Based Stock Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares outstanding | 16,082 | ||||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation expense | $ 1,165 | $ 669 | $ 0 | ||||
Restricted stock outstanding (in shares) | 1,071 | ||||||
Restriction lapse period | 3 years | ||||||
Unvested restricted stock (in shares) | 1,071 | 2,143 | |||||
Weighted average grant date fair value (in dollars per share) | $ 0 | ||||||
Granted (in shares) | 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - Stock Options - $ / shares | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Number of Shares | |||
Outstanding, beginning balance (in shares) | 81,700 | ||
Exercisable, beginning balance (in shares) | 0 | ||
Granted (in shares) | 11,607 | ||
Exercised or converted (in shares) | 7,333 | 100 | 200 |
Forfeited or expired (in shares) | 8,582 | ||
Outstanding, ending balance (in shares) | 77,392 | 81,700 | |
Exercisable, ending balance (in shares) | 21,315 | 0 | |
Weighted Average Exercise Price Per Share (in whole dollars) | |||
Exercisable, beginning balance (in dollars per share) | $ 0 | ||
Outstanding, beginning balance (in dollars per share) | 1,207 | ||
Granted (in dollars per share) | 0 | ||
Exercised or converted (in dollars per share) | 0 | ||
Forfeited or expired (in dollars per share) | 0 | ||
Outstanding, ending balance (in dollars per share) | 1,257 | $ 1,207 | |
Exercisable, ending balance (in dollars per share) | $ 1,185 | $ 0 | |
Outstanding, Weighted Average Remaining Contractual Term (Years) | 8 years | 8 years | |
Exercisable, Weighted Average Remaining Contractual Term (Years) | 7 years |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock | 12 Months Ended |
Dec. 26, 2020$ / sharesshares | |
Number of Shares | |
Unvested, beginning balance (in shares) | 2,143 |
Granted (in shares) | 0 |
Vested (in shares) | (1,072) |
Forfeited (in shares) | 0 |
Unvested, ending balance (in shares) | 1,071 |
Restricted stock outstanding (in shares) | 1,071 |
Weighted-Average Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 1,168 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 1,168 |
Forfeited (in dollars per share) | $ / shares | 0 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 1,168 |
Restriction lapse period | 3 years |
Derivatives and Hedging - Narra
Derivatives and Hedging - Narrative (Detail) $ in Thousands | Nov. 08, 2018 | Jan. 08, 2018USD ($) | Sep. 03, 2014USD ($)derivative_instrument | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Dec. 26, 2020CAD ($) | Dec. 28, 2019CAD ($) |
Interest rate swaps | |||||||
Derivative [Line Items] | |||||||
Number of derivative agreements | derivative_instrument | 2 | ||||||
Term of derivative instrument | 3 years | ||||||
Fixed interest rate | 2.20% | ||||||
Applicable interest rate margin | 3.50% | ||||||
Effective rate | 5.70% | ||||||
2014 Swap 1 | |||||||
Derivative [Line Items] | |||||||
Notional amount | $ 90,000,000 | ||||||
2014 Swap 2 | |||||||
Derivative [Line Items] | |||||||
Notional amount | $ 40,000,000 | ||||||
2018 Swap 1 | |||||||
Derivative [Line Items] | |||||||
Term of derivative instrument | 3 years | ||||||
Notional amount | $ 90,000,000 | ||||||
Fixed interest rate | 2.30% | ||||||
Applicable interest rate margin | 4.00% | ||||||
Effective rate | 6.30% | ||||||
2018 Swap 2 | |||||||
Derivative [Line Items] | |||||||
Term of derivative instrument | 3 years | ||||||
Notional amount | $ 60,000,000 | ||||||
Fixed interest rate | 3.10% | ||||||
Applicable interest rate margin | 4.00% | ||||||
Effective rate | 7.10% | ||||||
Fair Value, Recurring | Interest rate swaps | |||||||
Derivative [Line Items] | |||||||
Derivative liability | $ 4,193,000 | $ 3,592,000 | |||||
Fair Value, Recurring | Foreign exchange forward contracts | |||||||
Derivative [Line Items] | |||||||
Derivative liability | (12,000) | ||||||
Derivative asset | 12,000 | (12,000) | |||||
Not Designated as Hedging Instrument | Interest rate swaps | |||||||
Derivative [Line Items] | |||||||
Gain (loss) on derivative | (601,000) | (2,608,000) | |||||
Not Designated as Hedging Instrument | Foreign exchange forward contracts | |||||||
Derivative [Line Items] | |||||||
Notional amount | $ 9,652 | $ 1,326 | |||||
Gain (loss) on derivative | 557,000 | $ 50,000 | |||||
Not Designated as Hedging Instrument | Other non-current liabilities | Interest rate swaps | |||||||
Derivative [Line Items] | |||||||
Derivative liability | 3,592,000 | ||||||
Not Designated as Hedging Instrument | Other non-current liabilities | 2018 Swap 2 | |||||||
Derivative [Line Items] | |||||||
Derivative liability | 3,484,000 | ||||||
Not Designated as Hedging Instrument | Other current liabilities | 2018 Swap 1 | |||||||
Derivative [Line Items] | |||||||
Derivative liability | $ 709,000 |
Fair Value Measurements - Measu
Fair Value Measurements - Measurement of Assets and Liabilities at Fair Value on Recurring Basis (Detail) - Fair Value, Recurring - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | $ 1,911 | $ 1,911 |
Contingent consideration payable | (14,197) | (18,100) |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | 1,911 | 1,911 |
Contingent consideration payable | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | 0 | 0 |
Contingent consideration payable | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | 0 | 0 |
Contingent consideration payable | (14,197) | (18,100) |
Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | (4,193) | (3,592) |
Interest rate swaps | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 0 | 0 |
Interest rate swaps | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | (4,193) | (3,592) |
Interest rate swaps | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 0 | 0 |
Foreign exchange forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 12 | |
Derivative asset | 12 | (12) |
Foreign exchange forward contracts | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 0 | 0 |
Foreign exchange forward contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | 12 | (12) |
Foreign exchange forward contracts | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative asset | $ 0 | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Company's Fixed Rate Senior Notes and Junior Subordinated Debentures (Detail) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 | Jun. 30, 2014 |
6.375% Senior Notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Stated rate | 6.375% | ||
6.375% Senior Notes | Carrying Amount | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | $ 328,333 | $ 327,222 | |
6.375% Senior Notes | Estimated Fair Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | 327,525 | 305,250 | |
Junior Subordinated Debentures | Carrying Amount | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | 123,295 | 124,814 | |
Junior Subordinated Debentures | Estimated Fair Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | $ 128,022 | $ 148,731 | $ 131,141 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Detail) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value of contingent consideration | $ (3,515,000) | $ 0 | $ 0 |
Other current liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, current | 2,275,000 | ||
Contingent consideration payable, noncurrent | $ 15,825,000 | ||
Sharp Systems, LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value of contingent consideration | (3,900,000) | ||
Sharp Systems, LLC | Other current liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, current | 304,000 | ||
Contingent consideration payable, noncurrent | 11,890,000 | ||
Sharp Systems, LLC | Accounts Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payment for Contingent Consideration Liability, Operating Activities | 2,006,000 | ||
Instafob | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value of contingent consideration | 385,000 | ||
Instafob | Other current liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, current | 113,000 | ||
Contingent consideration payable, noncurrent | $ 1,890,000 |
Restructuring - Charges (Detail
Restructuring - Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Restructuring Cost and Reserve [Line Items] | |||
Impairment of long lived assets | $ 210 | $ 7,887 | $ 837 |
United States | |||
Restructuring Cost and Reserve [Line Items] | |||
Total | 4,779 | 9,527 | |
United States | Management realignment & integration | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory valuation adjustments | 0 | 5,707 | |
Severance | 886 | 3,820 | |
United States | Facility closures | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory valuation adjustments | 1,568 | 0 | |
Other expense | 1,422 | 0 | |
Severance | 903 | 0 | |
Canada | |||
Restructuring Cost and Reserve [Line Items] | |||
Total | 4,830 | 9,667 | 8,261 |
Canada | Facility consolidation | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory valuation adjustments | 596 | 3,799 | 8,694 |
Labor expense | 682 | 1,751 | 503 |
Consulting and legal fees | 192 | 225 | 314 |
Other expense | 1,118 | 2,126 | 116 |
Rent and related charges | 1,535 | 584 | 0 |
Gain on sale of building | 0 | 0 | (6,104) |
Severance | 707 | 617 | 0 |
Canada | Exit of certain lines of business | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory valuation adjustments | 0 | 535 | 1,152 |
Other expense | 0 | 488 | 0 |
Impairment of long lived assets | 0 | (458) | 837 |
Severance | $ 0 | $ 0 | $ 2,749 |
Restructuring - Reserve Rollfor
Restructuring - Reserve Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Canada | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Charges | $ 4,830 | $ 9,667 | $ 8,261 |
Canada | Severance and related expense | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 1,121 | ||
Restructuring Charges | 707 | ||
Cash Paid | (680) | ||
Ending Balance | 1,148 | 1,121 | |
United States | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Charges | 4,779 | 9,527 | |
United States | Severance and related expense | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 3,286 | ||
Restructuring Charges | 1,789 | ||
Cash Paid | (3,746) | ||
Ending Balance | $ 1,329 | $ 3,286 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Detail) - USD ($) | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Loss Contingencies [Line Items] | ||
Loss limit covered under self-insurance | $ 250,000 | |
Aggregate vendors and insurers letters of credit related to product purchases and insurance coverage of product liability, workers' compensation and general liability | 23,590,000 | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Occurrences in excess for purchased catastrophic coverage (up to) | 60,000 | |
Minimum | ||
Loss Contingencies [Line Items] | ||
Occurrences in excess for purchased catastrophic coverage (up to) | 250,000 | |
Insurance claims | ||
Loss Contingencies [Line Items] | ||
Liability recorded for such risk insurance reserves | 2,488,000 | |
Group health insurance claims | ||
Loss Contingencies [Line Items] | ||
Loss limit covered under self-insurance | 250,000 | |
Liability recorded for such risk insurance reserves | 2,609,000 | |
Anti-dumping duties | ||
Loss Contingencies [Line Items] | ||
Loss contingency accrual | $ 2,446,000 | |
Loss contingency (income) expense | $ (3,829,000) |
Statements of Cash Flows - Supp
Statements of Cash Flows - Supplemental Disclosures (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Debt Instrument [Line Items] | |||
Interest | $ 81,024 | $ 94,461 | $ 56,879 |
Income taxes, net of refunds | (301) | (489) | 1,027 |
Junior Subordinated Debentures | |||
Debt Instrument [Line Items] | |||
Interest | $ 12,329 | $ 11,211 | $ 12,230 |
Quarterly Data (unaudited) - Sc
Quarterly Data (unaudited) - Schedule of Quarterly Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 327,069 | $ 398,680 | $ 346,710 | $ 295,836 | $ 284,798 | $ 317,277 | $ 324,628 | $ 287,659 | $ 1,368,295 | $ 1,214,362 | $ 974,175 |
Operating Income (Loss) | 490 | 35,102 | 20,728 | 9,446 | (11,068) | 9,952 | 8,546 | 265 | 65,766 | 7,695 | 27,443 |
Net loss | $ (13,962) | $ 9,304 | $ (5,037) | $ (14,804) | $ (30,726) | $ (14,068) | $ (17,746) | $ (22,939) | $ (24,499) | $ (85,479) | $ (58,681) |
Quarterly Data (unaudited) - _2
Quarterly Data (unaudited) - Schedule of Prior Period Adjustments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Income tax benefit | $ 2,758 | $ (895) | $ (4,237) | $ (4,234) | $ (4,619) | $ (7,529) | $ (9,439) | $ (23,277) | $ (8,890) | |||
Net loss | $ (13,962) | 9,304 | (5,037) | (14,804) | $ (30,726) | (14,068) | (17,746) | (22,939) | (24,499) | (85,479) | (58,681) | |
Comprehensive loss | 12,374 | (1,394) | (26,017) | (15,772) | (15,199) | (20,160) | (21,847) | (79,929) | (69,734) | |||
Goodwill | 816,200 | 814,554 | 813,872 | 813,072 | 815,850 | 815,307 | 802,804 | 801,434 | 816,200 | 815,850 | 800,620 | |
Assets | 2,468,618 | 2,471,454 | 2,447,275 | 2,430,285 | 2,437,983 | 2,476,637 | 2,461,359 | 2,465,191 | 2,468,618 | 2,437,983 | 2,428,243 | |
Deferred tax liabilities | 156,118 | 163,063 | 160,659 | 161,776 | 164,343 | 170,139 | 174,473 | 178,637 | 156,118 | 164,343 | 186,509 | |
Liabilities | 2,104,031 | 2,108,704 | 2,098,048 | 2,081,188 | 2,064,014 | 2,075,045 | 2,045,989 | 2,034,923 | 2,104,031 | 2,064,014 | 1,978,176 | |
Accumulated deficit | (171,849) | (157,887) | (167,191) | (162,154) | (147,350) | (116,624) | (102,557) | (84,810) | (171,849) | (147,350) | (61,871) | |
Stockholder's equity - trust common securities | 364,587 | 362,750 | 349,227 | 349,097 | 373,969 | 401,591 | 415,369 | 430,268 | 364,587 | 373,969 | 450,067 | $ 527,403 |
Total liabilities and stockholder's equity | $ 2,468,618 | 2,471,454 | 2,447,275 | 2,430,285 | 2,437,983 | 2,476,637 | 2,461,359 | 2,465,191 | $ 2,468,618 | 2,437,983 | 2,428,243 | |
As Reported | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Income tax benefit | 1,400 | (1,703) | (9,290) | (3,775) | (2,869) | 4,800 | (5,370) | 2,070 | ||||
Net loss | 10,662 | (4,229) | (9,751) | (14,526) | (19,496) | (35,268) | (103,386) | (69,641) | ||||
Comprehensive loss | 13,732 | (586) | (20,964) | (16,231) | (16,949) | (32,489) | (97,836) | (80,694) | ||||
Goodwill | 817,781 | 817,099 | 816,299 | 819,077 | 818,534 | 806,031 | 804,661 | 819,077 | 803,847 | |||
Assets | 2,474,681 | 2,450,502 | 2,433,512 | 2,441,210 | 2,479,864 | 2,464,586 | 2,468,418 | 2,441,210 | 2,431,470 | |||
Deferred tax liabilities | 187,938 | 186,892 | 188,817 | 196,437 | 198,864 | 202,739 | 205,153 | 196,437 | 200,696 | |||
Liabilities | 2,133,579 | 2,124,281 | 2,108,229 | 2,096,108 | 2,103,770 | 2,074,255 | 2,061,439 | 2,096,108 | 1,992,363 | |||
Accumulated deficit | (179,535) | (190,197) | (185,968) | (176,217) | (142,121) | (127,595) | (108,099) | (176,217) | (72,831) | |||
Stockholder's equity - trust common securities | 341,102 | 326,221 | 325,283 | 345,102 | 376,094 | 390,331 | 406,979 | 345,102 | 439,107 | |||
Total liabilities and stockholder's equity | $ 2,474,681 | $ 2,450,502 | $ 2,433,512 | $ 2,441,210 | $ 2,479,864 | $ 2,464,586 | $ 2,468,418 | $ 2,441,210 | $ 2,431,470 |
Concentration of Credit Risks -
Concentration of Credit Risks - Narrative (Detail) - Two largest customers - Customer Concentration Risk | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Sales | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 49.10% | 46.30% |
Accounts Receivable | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 45.10% | 43.20% |
Concentration of Credit Risks_2
Concentration of Credit Risks - Schedule of Concentration of Risk (Details) - Sales - Customer Concentration Risk | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Lowe's | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 22.50% | 21.60% | 22.00% |
Home Depot | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 26.50% | 24.70% | 21.80% |
Segment Reporting and Geograp_3
Segment Reporting and Geographic Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | $ 327,069 | $ 398,680 | $ 346,710 | $ 295,836 | $ 284,798 | $ 317,277 | $ 324,628 | $ 287,659 | $ 1,368,295 | $ 1,214,362 | $ 974,175 |
Segment Income (Loss) from Operations | $ 490 | $ 35,102 | $ 20,728 | $ 9,446 | $ (11,068) | $ 9,952 | $ 8,546 | $ 265 | 65,766 | 7,695 | 27,443 |
Hardware and Protective Solutions | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 1,024,392 | 853,016 | 636,717 | ||||||||
Segment Income (Loss) from Operations | 67,313 | 14,204 | 18,555 | ||||||||
Robotics and Digital Solutions | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 209,287 | 236,086 | 196,043 | ||||||||
Segment Income (Loss) from Operations | 3,177 | 3,385 | 17,705 | ||||||||
Canada | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 134,616 | 125,260 | 141,415 | ||||||||
Segment Income (Loss) from Operations | $ (4,724) | $ (9,894) | $ (8,817) |
Schedule II - Valuation Accou_2
Schedule II - Valuation Accounts - Summary of Valuation Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance | $ 1,891 | $ 846 | $ 1,121 |
Additions charged to cost and expense | 1,378 | 790 | (40) |
Others | (874) | 255 | (235) |
Balance | $ 2,395 | $ 1,891 | $ 846 |