Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 29, 2024 | Jul. 25, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 29, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | WW | |
Entity Registrant Name | WW INTERNATIONAL, INC. | |
Entity Central Index Key | 0000105319 | |
Current Fiscal Year End Date | --12-28 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 79,731,946 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-16769 | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 11-6040273 | |
Entity Address, Address Line One | 675 Avenue of the Americas | |
Entity Address, Address Line Two | 6th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10010 | |
City Area Code | 212 | |
Local Phone Number | 589-2700 | |
Title of 12(b) Security | Common Stock, no par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 42,709 | $ 109,366 |
Receivables (net of allowances: June 29, 2024 - $2,025 and December 30, 2023 - $1,041) | 13,412 | 14,938 |
Prepaid income taxes | 12,878 | 25,370 |
Prepaid marketing and advertising | 1,898 | 10,149 |
Prepaid expenses and other current assets | 17,194 | 19,651 |
TOTAL CURRENT ASSETS | 88,091 | 179,474 |
Property and equipment, net | 18,203 | 19,741 |
Operating lease assets | 47,861 | 52,272 |
Franchise rights acquired | 128,164 | 386,526 |
Goodwill | 241,872 | 243,441 |
Other intangible assets, net | 54,213 | 63,208 |
Deferred income taxes | 16,615 | 19,683 |
Other noncurrent assets | 19,237 | 17,685 |
TOTAL ASSETS | 614,256 | 982,030 |
CURRENT LIABILITIES | ||
Portion of operating lease liabilities due within one year | 9,492 | 9,613 |
Accounts payable | 25,119 | 18,507 |
Salaries and wages payable | 40,434 | 79,096 |
Accrued marketing and advertising | 14,028 | 18,215 |
Accrued interest | 5,345 | 5,346 |
Deferred acquisition payable | 14,608 | 16,500 |
Other accrued liabilities | 22,122 | 22,610 |
Income taxes payable | 35,373 | 1,609 |
Deferred revenue | 33,849 | 33,966 |
TOTAL CURRENT LIABILITIES | 200,370 | 205,462 |
Long-term debt, net | 1,428,553 | 1,426,464 |
Long-term operating lease liabilities | 49,043 | 53,461 |
Deferred income taxes | 21,933 | 41,994 |
Other | 1,640 | 15,743 |
TOTAL LIABILITIES | 1,701,539 | 1,743,124 |
TOTAL DEFICIT | ||
Common stock, $0 par value; 1,000,000 shares authorized; 130,048 shares issued at June 29, 2024 and 130,048 shares issued at December 30, 2023 | 0 | 0 |
Treasury stock, at cost, 50,344 shares at June 29, 2024 and 50,859 shares at December 30, 2023 | (3,040,679) | (3,064,628) |
Retained earnings | 1,970,791 | 2,314,834 |
Accumulated other comprehensive loss | (17,395) | (11,300) |
TOTAL DEFICIT | (1,087,283) | (761,094) |
TOTAL LIABILITIES AND TOTAL DEFICIT | $ 614,256 | $ 982,030 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Receivables, allowances | $ 2,025 | $ 1,041 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 130,048,000 | 130,048,000 |
Treasury stock, shares | 50,344,000 | 50,859,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Revenues, net | $ 202,073 | $ 226,830 | $ 408,621 | $ 468,724 |
Cost of revenues | 64,779 | 83,650 | 133,527 | 206,033 |
Gross profit | 137,294 | 143,180 | 275,094 | 262,691 |
Marketing expenses | 53,696 | 51,119 | 143,858 | 139,353 |
Selling, general and administrative expenses | 47,665 | 65,744 | 106,647 | 125,604 |
Franchise rights acquired impairments | 257,988 | |||
Operating income (loss) | 35,933 | 26,317 | (233,399) | (2,266) |
Interest expense | 28,577 | 24,075 | 53,304 | 46,921 |
Other income, net | (78) | (520) | (1,683) | (851) |
Income (loss) before income taxes | 7,434 | 2,762 | (285,020) | (48,336) |
(Benefit from) provision for income taxes | (15,835) | (48,066) | 39,613 | 19,515 |
Net income (loss) | $ 23,269 | $ 50,828 | $ (324,633) | $ (67,851) |
Earnings (net loss) per share | ||||
Basic | $ 0.29 | $ 0.65 | $ (4.09) | $ (0.91) |
Diluted | $ 0.29 | $ 0.65 | $ (4.09) | $ (0.91) |
Weighted average common shares outstanding | ||||
Basic | 79,483 | 78,007 | 79,345 | 74,302 |
Diluted | 79,825 | 78,591 | 79,345 | 74,302 |
Subscription | ||||
Revenues, net | $ 199,956 | $ 212,140 | $ 404,012 | $ 423,172 |
Cost of revenues | 64,023 | 71,378 | 131,839 | 166,275 |
Other | ||||
Revenues, net | 2,117 | 14,690 | 4,609 | 45,552 |
Cost of revenues | $ 756 | $ 12,272 | $ 1,688 | $ 39,758 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 23,269 | $ 50,828 | $ (324,633) | $ (67,851) |
Other comprehensive (loss) gain: | ||||
Foreign currency translation (loss) gain | (616) | 816 | (4,504) | 929 |
Income tax benefit (expense) on foreign currency translation (loss) gain | 140 | (204) | 1,125 | (232) |
Foreign currency translation (loss) gain, net of taxes | (476) | 612 | (3,379) | 697 |
Loss on derivatives | (544) | (3,473) | (3,674) | |
Income tax benefit on loss on derivatives | 136 | 757 | 918 | |
Loss on derivatives, net of taxes | (408) | (2,716) | (2,756) | |
Total other comprehensive (loss) gain | (476) | 204 | (6,095) | (2,059) |
Comprehensive income (loss) | $ 22,793 | $ 51,032 | $ (330,728) | $ (69,910) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN TOTAL DEFICIT - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Accumulated Other Comprehensive Loss | Retained Earnings |
Beginning balance at Dec. 31, 2022 | $ (683,815) | $ 0 | $ (3,097,304) | $ (5,470) | $ 2,418,959 |
Beginning balance (in shares) at Dec. 31, 2022 | 122,052 | 51,496 | |||
Comprehensive income (loss) | (69,910) | (2,059) | (67,851) | ||
Issuance of treasury stock under stock plans | (1,211) | $ 18,231 | (19,442) | ||
Issuance of treasury stock under stock plans (in shares) | (350) | ||||
Compensation expense on share-based awards | 5,731 | 5,731 | |||
Issuance of common stock | 32,943 | 32,943 | |||
Issuance of common stock (in shares) | 7,996 | ||||
Ending balance at Jul. 01, 2023 | (716,262) | $ 0 | $ (3,079,073) | (7,529) | 2,370,340 |
Ending balance (in shares) at Jul. 01, 2023 | 130,048 | 51,146 | |||
Beginning balance at Apr. 01, 2023 | (802,269) | $ 0 | $ (3,093,237) | (7,733) | 2,298,701 |
Beginning balance (in shares) at Apr. 01, 2023 | 122,052 | 51,418 | |||
Comprehensive income (loss) | 51,032 | 204 | 50,828 | ||
Issuance of treasury stock under stock plans | (1,031) | $ 14,164 | (15,195) | ||
Issuance of treasury stock under stock plans (in shares) | (272) | ||||
Compensation expense on share-based awards | 3,063 | 3,063 | |||
Issuance of common stock | 32,943 | 32,943 | |||
Issuance of common stock (in shares) | 7,996 | ||||
Ending balance at Jul. 01, 2023 | (716,262) | $ 0 | $ (3,079,073) | (7,529) | 2,370,340 |
Ending balance (in shares) at Jul. 01, 2023 | 130,048 | 51,146 | |||
Beginning balance at Dec. 30, 2023 | (761,094) | $ 0 | $ (3,064,628) | (11,300) | 2,314,834 |
Beginning balance (in shares) at Dec. 30, 2023 | 130,048 | 50,859 | |||
Comprehensive income (loss) | (330,728) | (6,095) | (324,633) | ||
Issuance of treasury stock under stock plans | (602) | $ 23,949 | (24,551) | ||
Issuance of treasury stock under stock plans (in shares) | (515) | ||||
Compensation expense on share-based awards | 5,141 | 5,141 | |||
Ending balance at Jun. 29, 2024 | (1,087,283) | $ 0 | $ (3,040,679) | (17,395) | 1,970,791 |
Ending balance (in shares) at Jun. 29, 2024 | 130,048 | 50,344 | |||
Beginning balance at Mar. 30, 2024 | (1,112,299) | $ 0 | $ (3,062,005) | (16,919) | 1,966,625 |
Beginning balance (in shares) at Mar. 30, 2024 | 130,048 | 50,803 | |||
Comprehensive income (loss) | 22,793 | (476) | 23,269 | ||
Issuance of treasury stock under stock plans | (517) | $ 21,326 | (21,843) | ||
Issuance of treasury stock under stock plans (in shares) | (459) | ||||
Compensation expense on share-based awards | 2,740 | 2,740 | |||
Ending balance at Jun. 29, 2024 | $ (1,087,283) | $ 0 | $ (3,040,679) | $ (17,395) | $ 1,970,791 |
Ending balance (in shares) at Jun. 29, 2024 | 130,048 | 50,344 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Operating activities: | ||
Net loss | $ (324,633) | $ (67,851) |
Adjustments to reconcile net loss to cash used for operating activities: | ||
Depreciation and amortization | 19,948 | 24,869 |
Amortization of deferred financing costs and debt discount | 2,509 | 2,509 |
Impairment of franchise rights acquired | 257,988 | |
Impairment of intangible and long-lived assets | 197 | 189 |
Share-based compensation expense | 5,141 | 9,613 |
Deferred tax benefit | (14,948) | (5,824) |
Allowance for doubtful accounts | 6,886 | (143) |
Reserve for inventory obsolescence | 134 | 3,153 |
Foreign currency exchange rate gain | (1,249) | (841) |
Changes in cash due to: | ||
Receivables | 3,407 | 57 |
Inventories | 30 | 6,886 |
Prepaid expenses | 18,956 | 10,321 |
Accounts payable | 6,598 | 3,402 |
Accrued liabilities | (36,825) | (19,536) |
Deferred revenue | 142 | 1,975 |
Other long term assets and liabilities, net | (16,076) | (1,265) |
Income taxes | 33,819 | 5,429 |
Cash used for operating activities | (37,976) | (27,057) |
Investing activities: | ||
Capital expenditures | (730) | (1,746) |
Capitalized software and website development expenditures | (9,376) | (17,907) |
Cash paid for acquisitions, net of cash acquired | (38,362) | |
Other items, net | (5) | (8) |
Cash used for investing activities | (10,111) | (58,023) |
Financing activities: | ||
Taxes paid related to net share settlement of equity awards | (629) | (1,319) |
Proceeds from stock options exercised | 82 | |
Cash paid for acquisitions | (16,500) | (1,066) |
Other items, net | (3) | (38) |
Cash used for financing activities | (17,132) | (2,341) |
Effect of exchange rate changes on cash and cash equivalents | (1,438) | 541 |
Net decrease in cash and cash equivalents | (66,657) | (86,880) |
Cash and cash equivalents, beginning of period | 109,366 | 178,326 |
Cash and cash equivalents, end of period | $ 42,709 | $ 91,446 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 23,269 | $ 50,828 | $ (324,633) | $ (67,851) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 29, 2024 | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | From time to time, our directors and officers may engage in open-market transactions with respect to their Company equity holdings for diversification or other personal reasons. All such transactions by directors and officers must comply with the Company’s Amended and Restated Securities Trading Policy, which requires that such transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in the Company’s securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information. No contracts, instructions or written plans for the purchase or sale of Company securities were adopted or terminated by our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) during the quarter ended June 29, 2024 , that were intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). No “non-Rule 10b5–1 trading arrangements” (as defined by Item 408(c) of Regulation S-K) or other Rule 10b5-1 trading arrangements were entered into or terminated , nor were any such arrangements modified , by our directors or officers during such period. |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Non-Rule10b5-1 Arrangement Modified | false |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 29, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying consolidated financial statements include the accounts of WW International, Inc., all of its subsidiaries and the variable interest entities of which WW International, Inc. is the primary beneficiary. The terms “Company” and “WW” as used throughout these notes are used to indicate WW International, Inc. and all of its operations consolidated for purposes of its financial statements. The Company’s “Digital” business refers to providing subscriptions to the Company’s digital product offerings. The Company’s “Workshops + Digital” business refers to providing subscriptions for unlimited access to the Company’s workshops combined with the Company’s digital subscription product offerings. The Company’s “Clinical” business refers to providing subscriptions to the Company’s clinical product offerings provided by WeightWatchers Clinic (formerly referred to as Sequence). The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and include amounts that are based on management’s best estimates and assumptions. While all available information has been considered, actual amounts could differ from those estimates. These estimates and assumptions may change as new events occur and additional information is obtained, and such future changes may have an adverse impact on the Company's results of operations, financial position and liquidity. The consolidated financial statements include all of the Company’s majority-owned subsidiaries. All entities acquired, and any entity of which a majority interest was acquired, are included in the consolidated financial statements from the date of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s operating results for any interim period are not necessarily indicative of future or annual results. The consolidated financial statements are unaudited and, accordingly, they do not include all of the information necessary for a comprehensive presentation of results of operations, financial position and cash flow activity required by GAAP for complete financial statements but, in the opinion of management, reflect all adjustments including those of a normal recurring nature necessary for a fair statement of the interim results presented. As previously disclosed, effective the first day of fiscal 2024 (i.e., December 31, 2023), as a result of the continued evolution of the Company’s centralized organizational structure in fiscal 2023, and management’s 2024 strategic planning process, the Company’s reportable segments changed to one segment for the purpose of making operational and resource decisions and assessing financial performance. Since the Company operates in one operating segment and reportable segment, all required financial segment information can be found in the consolidated financial statements. In the second quarter of fiscal 2024, the Company identified and recorded an out-of-period adjustment related to an income tax error. The impact of correcting this error, which was immaterial to all current and prior period financial statements and corrected in the second quarter of fiscal 2024, resulted in an income tax expense of approximately $ 2,900 , with a corresponding decrease to net income, for the three months ended June 29, 2024. These consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for fiscal 2023 filed on February 28, 2024, which includes additional information about the Company, its results of operations, its financial position and its cash flows. |
Accounting Standards Adopted in
Accounting Standards Adopted in Current Year | 6 Months Ended |
Jun. 29, 2024 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Standards Adopted in Current Year | 2. Accounting Standards Adopted in Current Year There were no new accounting standards adopted during the six months ended June 29, 2024 . |
Leases
Leases | 6 Months Ended |
Jun. 29, 2024 | |
Leases [Abstract] | |
Leases | 3. Leases At June 29, 2024 and December 30, 2023, the Company’s lease assets and lease liabilities, primarily for its studios and corporate offices, were as follows: June 29, 2024 December 30, 2023 Assets: Operating leases $ 47,861 $ 52,272 Finance leases 1 5 Total lease assets $ 47,862 $ 52,277 Liabilities: Current Operating leases $ 9,492 $ 9,613 Finance leases 1 4 Noncurrent Operating leases 49,043 53,461 Finance leases — — Total lease liabilities $ 58,536 $ 63,078 For the three and six months ended June 29, 2024 and July 1, 2023, the components of the Company’s lease expense were as follows: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Operating lease cost: Fixed lease cost $ 3,910 $ 5,958 $ 7,893 $ 13,111 Lease termination (benefit) cost — ( 169 ) ( 156 ) 12,050 Variable lease cost 3 15 17 31 Total operating lease cost $ 3,913 $ 5,804 $ 7,754 $ 25,192 Finance lease cost: Amortization of leased assets 1 12 $ 3 $ 38 Interest on lease liabilities 0 0 0 0 Total finance lease cost $ 1 $ 12 $ 3 $ 38 Total lease cost $ 3,914 $ 5,816 $ 7,757 $ 25,230 As previously disclosed, in conjunction with the continued rationalization of its real estate portfolio, the Company entered into subleases with commencement dates in the first quarter of fiscal 2023. The Company recorded $ 916 and $ 1,827 of sublease income for the three and six months ended June 29, 2024, respectively, and $ 903 and $ 1,524 of sublease income for the three and six months ended July 1, 2023, respectively, as an offset to general and administrative expenses. At June 29, 2024 and December 30, 2023, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: June 29, 2024 December 30, 2023 Weighted Average Remaining Lease Term (years) Operating leases 7.00 7.31 Finance leases 0.45 0.48 Weighted Average Discount Rate Operating leases 7.58 7.54 Finance leases 3.69 4.10 The Company’s leases have remaining lease term s of 0 to 8 years with a weighted average lease term of 7.00 years as of June 29, 2024. At June 29, 2024, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Finance Total Remainder of fiscal 2024 $ 6,497 $ 1 $ 6,498 Fiscal 2025 13,323 — 13,323 Fiscal 2026 10,310 — 10,310 Fiscal 2027 9,493 — 9,493 Fiscal 2028 9,050 — 9,050 Fiscal 2029 8,952 — 8,952 Thereafter 17,852 — 17,852 Total lease payments $ 75,477 $ 1 $ 75,478 Less imputed interest 16,942 0 16,942 Present value of lease liabilities $ 58,535 $ 1 $ 58,536 Supplemental cash flow information related to leases for the six months ended June 29, 2024 and July 1, 2023 were as follows: Six Months Ended June 29, July 1, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 7,941 $ 13,507 Operating cash flows from finance leases $ 0 $ 0 Financing cash flows from finance leases $ 3 $ 38 Lease assets obtained (modified) in exchange for new (modified) operating lease liabilities $ 1,289 $ ( 7,287 ) Lease assets (modified) obtained in exchange for (modified) new finance lease liabilities $ ( 1 ) $ — |
Revenue
Revenue | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 4. Revenue Revenues are recognized when control of the promised services or goods is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services or goods. The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Digital Subscription Revenues $ 134,551 $ 147,381 $ 272,185 $ 296,725 Workshops + Digital Subscription Revenues 45,682 57,167 93,352 118,855 Clinical Subscription Revenues 19,723 7,592 38,475 7,592 Subscription Revenues, net $ 199,956 $ 212,140 $ 404,012 $ 423,172 Other Revenues, net 2,117 14,690 4,609 45,552 Revenues, net $ 202,073 $ 226,830 $ 408,621 $ 468,724 Information about Contract Balances For Subscription Revenues, the Company can collect payment in advance of providing services. Any amounts collected in advance of services being provided are recorded in deferred revenue. In the case where amounts are not collected, but the service has been provided and the revenue has been recognized, the amounts are recorded in accounts receivable. The opening and ending balances of the Company’s deferred revenues were as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of December 30, 2023 $ 33,966 $ 165 Net decrease during the period ( 117 ) ( 73 ) Balance as of June 29, 2024 $ 33,849 $ 92 Balance as of December 31, 2022 $ 32,156 $ 360 Net increase (decrease) during the period 3,549 ( 110 ) Balance as of July 1, 2023 $ 35,705 $ 250 Revenue recognized from amounts included in current deferred revenue as of December 30, 2023 was $ 30,757 f or the six months ended June 29, 2024 . Revenue recognized from amounts included in current deferred revenue as of December 31, 2022 was $ 31,096 for the six months ended July 1, 2023 . The Company’s long-term deferred revenue, which is included in other liabilities on its consolidated balance sheets, represents revenue that will not be recognized during the next 12 months and is generally related to upfront payments received as an inducement for entering into certain sales-based royalty agreements with third-party licensees. This revenue is amortized on a straight-line basis over the term of the applicable agreement. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 29, 2024 | |
Business Combinations [Abstract] | |
Acquisitions | 5. Acquisitions Acquisition of Sequence On April 10, 2023 (the “Closing Date”), the Company completed its previously announced acquisition of Weekend Health, Inc., doing business as Sequence, a Delaware corporation (“Sequence”), subject to the terms and conditions set forth in the Agreement and Plan of Merger, dated as of March 4, 2023, by and among the Company, Well Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company, Sequence, and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the Equityholders’ Representative (as defined therein) for Sequence (the “Merger Agreement”), pursuant to which Sequence continued as a wholly-owned subsidiary of the Company (the “Acquisition”). Sequence provided a technology powered care platform and mobile web application through its subscription based service, which included a comprehensive weight management program, pharmacotherapy treatment, nutrition plans, health insurance coordination services, and access to clinicians, dietitians, fitness coaches and care coordinators. As consideration for the Acquisition, the Company agreed to pay an aggregate amount equal to $ 132,000 , subject to the adjustments set forth in the Merger Agreement (the “Merger Consideration”). Subject to the terms and conditions of the Merger Agreement, the Merger Consideration has been paid, or is payable, as follows: (i) approximately $ 64,217 in cash (inclusive of approximately $ 25,800 of cash on the balance sheet of Sequence) and approximately $ 34,702 in the form of approximately 7,996 newly issued shares of Company common stock (valued at $ 4.34 per share), in each case, paid on or promptly following the Closing Date, (ii) $ 16,000 in cash paid on April 10, 2024, and (iii) $ 16,000 in cash to be paid on April 10, 2025, in each case, subject to the adjustments and deductions set forth in the Merger Agreement. The following table shows the purchase price allocation for Sequence to the acquired identifiable assets, liabilities assumed and goodwill: Total consideration: Cash paid at closing $ 64,217 Cash paid on April 10, 2024 16,000 Cash to be paid on April 10, 2025 (1) 12,420 Total cash payments $ 92,637 Less stock-based compensation expense attributable to post combination vesting ( 3,882 ) Common shares issued 7,996 Stock price as of April 10, 2023 (2) $ 4.12 Total stock issuance purchase price (2) 32,943 Aggregated merger consideration $ 121,698 Assets acquired: Cash $ 25,776 Prepaid expenses and other current assets 2,220 Property, plant and equipment 34 Intangible assets 7,222 Total assets acquired 35,252 Liabilities assumed: Accounts payable $ 70 Accrued liabilities 14 Deferred revenue 1,300 Deferred tax liability 1,912 Total liabilities assumed 3,296 Net assets acquired 31,956 Total goodwill $ 89,742 (1) Reflects $ 16,000 of cash payable on April 10, 2025 as Merger Consideration discounted using the Company’s weighted average cost of debt. (2) Represents the fair value of the shares transferred to the sellers as Merger Consideration , based on the number of shares to be issued, 7,996 , multiplied by the closing price of the Company ’ s shares on April 10, 2023 of $ 4.12 per share. The Acquisition has been accounted for under the purchase method of accounting. The Acquisition resulted in goodwill related to, among other things, expected synergies in operations. The goodwill will not be deductible for tax purposes. The results of operations of Sequence (now operating as WeightWatchers Clinic) have been included in the consolidated operating results of the Company from the Closing Date. The Company incurred transaction-related costs of $ 4,886 and $ 8,605 for the three and six months ended July 1, 2023, respectively . These costs were associated with legal and professional services and were recognized as operating expenses on the consolidated statements of operations. |
Franchise Rights Acquired, Good
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 29, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6. Franchise Rights Acquired, Goodwill and Other Intangible Assets Franchise rights acquired are due to acquisitions of the Company’s franchised territories as well as the acquisition of franchise promotion agreements and other factors associated with the acquired franchise territories. For the six months ended June 29, 2024, the change in the carrying value of franchise rights acquired was due to the impairments of the United States, Australia, New Zealand and United Kingdom units of account as discussed below and the effect of exchange rate changes. Goodwill primarily relates to the acquisition of the Company by The Kraft Heinz Company (successor to H.J. Heinz Company) in 1978, and the Company’s acquisitions of WW.com, LLC (formerly known as WW.com, Inc. and WeightWatchers.com, Inc.) in 2005, Sequence in 2023 and the Company’s franchised territories. See Note 5 for additional information on the Company’s acquisitions. For the six months ended June 29, 2024, the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: Balance as of December 31, 2022 $ 155,998 Goodwill acquired during the period 89,742 Goodwill impairment ( 3,586 ) Effect of exchange rate changes 1,287 Balance as of December 30, 2023 $ 243,441 Effect of exchange rate changes ( 1,569 ) Balance as of June 29, 2024 $ 241,872 Change in Goodwill Reporting Units As discussed in Note 1, effective the first day of fiscal 2024 (i.e., December 31, 2023), as a result of the continued evolution of the Company’s centralized organizational structure in fiscal 2023, and management’s 2024 strategic planning process, the Company’s reportable segments changed to one segment for the purpose of making operational and resource decisions and assessing financial performance. In connection with the Company’s change to one reportable segment, the Company’s operating segments also changed to one segment. As a result of this change to the Company’s operating segments, the Company reassessed its reporting units for the evaluation of goodwill during the first quarter of fiscal 2024. In accordance with the Financial Accounting Standards Board’s Accounting Standards Codification 350, Intangibles—Goodwill and Other (“ASC 350”), the Company determines its reporting units based upon whether discrete financial information is available, if management regularly reviews the operating results of the component, the nature of the products offered to customers and the market characteristics of each reporting unit. A reporting unit is considered to be an operating segment or one level below an operating segment also known as a component. Prior to the change in operating segments, the Company’s reporting units for the evaluation of goodwill were determined by country. Component level financial information is reviewed by management across two business lines: Behavioral and Clinical. The Company’s “Behavioral” business line consists of the Company’s Workshops + Digital business and Digital business. Accordingly, these were determined to be the Company's new reporting units as of the first day of fiscal 2024. This change in reporting units qualified as a triggering event and required goodwill to be tested for impairment. As required by ASC 350, the Company tested goodwill for impairment immediately before and after the change in reporting units. As a result of these impairment analyses, it was determined that goodwill was not impaired before or after the change in reporting units. Franchise Rights Acquired Finite-lived franchise rights acquired are amortized over the remaining contractual period, which is generally less than one year . Indefinite-lived franchise rights acquired are tested for potential impairment on at least an annual basis or more often if events so require. In performing the impairment analysis for indefinite-lived franchise rights acquired, the fair value for franchise rights acquired is estimated using a discounted cash flow approach referred to as the hypothetical start-up approach for franchise rights related to the Company’s Workshops + Digital business and a relief from royalty methodology for franchise rights related to the Company’s Digital business. The aggregate estimated fair value for these franchise rights is then compared to the carrying value of the unit of account for these rights. The Company has determined the appropriate unit of account for purposes of assessing impairment to be the combination of the rights in both the Workshops + Digital business and the Digital business in the country in which the applicable acquisition occurred. The net book values of franchise rights acquired in the United States and United Kingdom units of account as of the June 29, 2024 balance sheet date were $ 122,922 and $ 2,632 , respectively. In its hypothetical start-up approach analysis for fiscal 2024, the Company assumed that the year of maturity was reached after 7 years. Subsequent to the year of maturity, the Company estimated future cash flows for the Workshops + Digital business in each country based on assumptions regarding revenue growth and operating income margins. In the Company’s relief from royalty approach analysis for fiscal 2024, the cash flows associated with the Digital business in each country were based on the expected Digital revenue for such country and the application of a royalty rate based on current market terms. The cash flows for the Workshops + Digital and the Digital businesses were discounted utilizing rates which were calculated using the weighted average cost of capital, which included the cost of equity and the cost of debt. Goodwill In performing the impairment analysis for goodwill, the fair value for the Company’s reporting units is estimated using a discounted cash flow approach. This approach involves projecting future cash flows attributable to the reporting unit and discounting those estimated cash flows using an appropriate discount rate. The estimated fair value is then compared to the carrying value of the reporting unit. The Company has determined the appropriate reporting units for purposes of assessing goodwill impairment to be the Behavioral and Clinical business lines. The net book values of goodwill in the Behavioral and Clinical reporting units as of the June 29, 2024 balance sheet date were $ 152,130 and $ 89,742 , respectively. In performing the impairment analysis for goodwill, for all of the Company’s reporting units, the Company estimated future cash flows by utilizing the historical debt-free cash flows (cash flows provided by operations less capital expenditures) attributable to each of the Behavioral and Clinical reporting units and then applied expected future operating income growth rates for the respective reporting unit. The Company utilized operating income as the basis for measuring its potential growth because it believes it is the best indicator of the performance of its business. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted average cost of capital, which included the cost of equity and the cost of debt. Indefinite-Lived Franchise Rights Acquired and Goodwill Annual Impairment Tests The Company reviews indefinite-lived franchise rights acquired and goodwill for potential impairment on at least an annual basis or more often if events so require. The Company performed its annual fair value impairment testing as of May 5, 2024 and May 7, 2023, each the first day of fiscal May, on its indefinite-lived franchise rights acquired and goodwill. In performing the annual impairment analyses as of May 5, 2024 and May 7, 2023, the Company determined that the carrying amounts of its franchise rights acquired with indefinite-lived units of account and goodwill reporting units did not exceed their respective fair values and, therefore, no impairment existed. Based on the results of the Company’s May 5, 2024 annual franchise rights acquired impairment test performed for its United States and United Kingdom units of account, which held 97.9 % and 2.1 %, respectively, of the Company’s indefinite-lived franchise rights acquired as of the June 29, 2024 balance sheet date, each unit of account had an estimated fair value at least 5 % higher than the respective unit's carrying value. Accordingly, a change in the underlying assumptions for the United States and United Kingdom units of account may change the results of the impairment assessment and, as such, could result in further impairment of the franchise rights acquired related to the United States and United Kingdom, for which the net book values were $ 122,922 and $ 2,632 , respectively, as of June 29, 2024. Based on the results of the Company’s May 5, 2024 annual goodwill impairment test performed for all of its reporting units, each unit had an estimated fair value at least 30 % higher than the respective unit’s carrying amount and, therefore, no impairment existed. First Quarter Fiscal 2024 Indefinite-Lived Franchise Rights Acquired and Goodwill Interim Impairment Tests During the quarter ended March 30, 2024, the Company identified various qualitative and quantitative factors which collectively indicated a triggering event had occurred. These factors included the continued decline in the Company’s stock price and market capitalization, and actual business performance. As a result of this triggering event, the Company performed interim impairment tests for all of its franchise rights acquired units of account and goodwill reporting units in the first quarter of fiscal 2024. In performing the interim franchise rights acquired impairment test as of March 30, 2024, the Company determined that the carrying amounts of its United States, Australia, New Zealand and United Kingdom franchise rights acquired with indefinite-lived units of account exceeded their respective fair values. Accordingly, the Company recorded impairment charges for its United States, Australia, New Zealand and United Kingdom units of account of $ 251,431 , $ 4,074 (which comprised the remaining balance of franchise rights acquired for the Australia unit of account), $ 2,328 (which comprised the remaining balance of franchise rights acquired for the New Zealand unit of account) and $ 155 , respectively, in the first quarter of fiscal 2024. These impairments were driven primarily by the weighted average cost of capital used in this interim impairment test, reflecting market factors, including higher interest rates and the trading values of the Company’s equity and debt, and, to a lesser extent, business performance. Based on the results of the interim goodwill impairment test as of March 30, 2024 performed for all of its reporting units, each unit had an estimated fair value at least 25 % higher than the respective unit’s carrying amount and, therefore, no impairment existed. Finite-lived Intangible Assets The carrying values of finite-lived intangible assets as of June 29, 2024 and December 30, 2023 were as follows: June 29, 2024 December 30, 2023 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software and website development costs $ 250,403 $ 203,389 $ 251,410 $ 195,696 Trademarks 12,192 12,069 12,188 12,024 Other 13,962 6,886 13,991 6,661 Trademarks and other intangible assets $ 276,557 $ 222,344 $ 277,589 $ 214,381 Franchise rights acquired 7,902 5,292 8,029 5,314 Total finite-lived intangible assets $ 284,459 $ 227,636 $ 285,618 $ 219,695 Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $ 8,472 and $ 17,762 for the three and six months ended June 29, 2024, respectively. Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $ 10,443 and $ 18,962 for the three and six months ended July 1, 2023, respectively. Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2024 $ 13,880 Fiscal 2025 $ 21,492 Fiscal 2026 $ 11,481 Fiscal 2027 $ 2,794 Fiscal 2028 $ 713 Fiscal 2029 $ 704 Thereafter $ 5,759 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 29, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 7. Long-Term Debt The components of the Company’s long-term debt were as follows: June 29, 2024 December 30, 2023 Principal Unamortized Unamortized Effective (1) Principal Unamortized Unamortized Effective (1) Revolving Credit Facility due $ — $ — $ — 0.00 % $ — $ — $ — 0.00 % Term Loan Facility due 945,000 4,158 8,617 9.44 % 945,000 4,712 9,766 9.21 % Senior Secured Notes due 500,000 3,672 — 4.64 % 500,000 4,058 — 4.70 % Total $ 1,445,000 $ 7,830 $ 8,617 7.77 % $ 1,445,000 $ 8,770 $ 9,766 7.64 % Less: Current portion — — Unamortized deferred 7,830 8,770 Unamortized debt discount 8,617 9,766 Total long-term debt $ 1,428,553 $ 1,426,464 (1) Includes amortization of deferred financing costs and debt discount. In the second quarter of fiscal 2021, in connection with its refinancing of its then-existing credit facilities, the Company incurred approximately $ 1,000,000 in an aggregate principal amount of borrowings under its new credit facilities (as amended from time to time, the “Credit Facilities”) and issued $ 500,000 in aggregate principal amount of 4.500 % Senior Secured Notes due 2029 (the “Senior Secured Notes”), each as described in further detail below. Credit Facilities The Credit Facilities were issued under a credit agreement, dated April 13, 2021 (as amended from time to time, the “Credit Agreement”), among the Company, as borrower, the lenders party thereto, and Bank of America, N.A. (“Bank of America”), as administrative agent and an issuing bank. The Credit Facilities consist of (1) $ 1,000,000 in aggregate principal amount of senior secured tranche B term loans due in 2028 (the “Term Loan Facility”) and (2) $ 175,000 in an aggregate principal amount of commitments under a senior secured revolving credit facility (which includes borrowing capacity available for letters of credit) due in 2026 (the “Revolving Credit Facility”). As of June 29, 2024, the Company had $ 945,000 in an aggregate principal amount of loans outstanding under the Credit Facilities, w ith $ 173,841 of availability and $ 1,159 in issued but undrawn letters of credit outstanding under the Revolving Credit Facility subject to its terms and conditions as discussed below. There were no outstanding borrowings under the Revolving Credit Facility as of June 29, 2024. All obligations under the Credit Agreement are guaranteed by, subject to certain exceptions, each of the Company’s current and future wholly-owned material domestic restricted subsidiaries. All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the assets of the Company and each guarantor, subject to customary exceptions, including: • a pledge of 100 % of the equity interests directly held by the Company and each guarantor in any wholly-owned material subsidiary of the Company or any guarantor (which pledge, in the case of any non-U.S. subsidiary of a U.S. subsidiary, will not include more than 65 % of the voting stock of such first-tier non-U.S. subsidiary), subject to certain exceptions; and • a security interest in substantially all other tangible and intangible assets of the Company and each guarantor, subject to certain exceptions. The Credit Facilities require the Company to prepay outstanding term loans, subject to certain exceptions, with: • 50 % (which percentage will be reduced to 25 % and 0 % if the Company attains certain first lien secured net leverage ratios) of the Company’s annual excess cash flow; • 100 % of the net cash proceeds of certain non-ordinary course asset sales by the Company and its restricted subsidiaries (including casualty and condemnation events, subject to de minimis thresholds), and subject to the right to reinvest 100 % of such proceeds, subject to certain qualifications; and • 100 % of the net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries, other than certain debt permitted under the Credit Agreement. The foregoing mandatory prepayments will be used to reduce the installments of principal on the Term Loan Facility. The Company may voluntarily repay outstanding loans under the Credit Facilities at any time without penalty, except for customary “breakage” costs with respect to Term SOFR loans under the Credit Facilities. In June 2023, in connection with the planned phase-out of LIBOR, the Company amended its Credit Facilities to replace LIBOR with Term SOFR as the benchmark rate under the Credit Agreement, which will be calculated to include a credit spread adjustment of 0.11448 %, 0.26161 %, 0.42826 %, or 0.71513 % for 1, 3, 6, or 12 months period, respectively, in addition to the Term SOFR Screen Rate (as defined in the Credit Agreement) and the margin (which was not amended). Borrowings under the Term Loan Facility bear interest at a rate per annum equal to, at the Company’s option, either (1) an applicable margin plus a base rate determined by reference to the highest of (a) 0.50 % per annum plus the Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America and (c) the Term SOFR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00 %; provided that such rate is not lower than a floor of 1.50 % or (2) an applicable margin plus a Term SOFR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, provided that Term SOFR is not lower than a floor of 0.50 %. Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid, plus, at the Company’s option, either (1) a base rate determined by reference to the highest of (a) 0.50 % per annum plus the Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America and (c) the Term SOFR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00 %; provided that such rate is not lower than a floor of 1.00 % or (2) a Term SOFR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, provided such rate is not lower than a floor of zero . As of June 29, 2024, the applicable margins for the Term SOFR rate borrowings under the Term Loan Facility and the Revolving Credit Facility were 3.50 % and 2.75 %, res pectively. On a quarterly basis, the Company pays a commitment fee to the lenders under the Revolving Credit Facility in respect of unutilized commitments thereunder, which commitment fee fluctuates depending upon the Company’s Consolidated First Lien Leverage Ratio (as defined in the Credit Agreement). The Credit Agreement contains other customary terms, including (1) representations, warranties and affirmative covenants, (2) negative covenants, including limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt, amendments of material agreements governing subordinated indebtedness, changes to lines of business and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions, and (3) customary events of default. The availability of certain baskets and the ability to enter into certain transactions are also subject to compliance with certain financial ratios. In addition, if the aggregate principal amount of extensions of credit outstanding under the Revolving Credit Facility as of any fiscal quarter end exceeds 35 % of the amount of the aggregate commitments under the Revolving Credit Facility in effect on such date, the Company must be in compliance with a Consolidated First Lien Leverage Ratio of 5.25 :1.00 for the period ending after the first fiscal quarter of 2024 through and including the first fiscal quarter of 2025, with a step down to 5.00 :1.00 for the period f ollowing the first fiscal quarter of 2025. As of June 29, 2024 , the Company’s actual Consolidated First Lien Leverage Ratio was 8.74 :1.00 and there were no borrowings under its Revolving Credit Facility and total letters of credit issued were $ 1,159 . The Company was not in compliance with the Consolidated First Lien Leverage Ratio as of June 29, 2024 , and as a result, the Company is limited to borrowing no more than 35 %, or $ 61,250 , of the amount of the aggregate commitments under the Revolving Credit Facility as of each fiscal quarter end until the Company complies with the applicable ratio. Senior Secured Notes The Senior Secured Notes were issued pursuant to an Indenture, dated as of April 13, 2021 (as amended, supplemented or modified from time to time, the “Indenture”), among the Company, the guarantors named therein and The Bank of New York Mellon, as trustee and notes collateral agent. The Indenture contains customary terms, events of default and covenants for an issuer of non-investment grade debt securities. These covenants include limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions. The Senior Secured Notes accrue interest at a rate per annum equal to 4.500 % and will mature on April 15, 2029 . Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year. Commencing April 15, 2024 , the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250 % of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125 % on or after April 15, 2025 and to 100.000 % on or after April 15, 2026 . If a change of control occurs, the Company must offer to purchase for cash the Senior Secured Notes at a purchase price equal to 101 % of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. Following the sale of certain assets and subject to certain conditions, the Company must offer to purchase for cash the Senior Secured Notes at a purchase price equal to 100 % of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. The Senior Secured Notes are guaranteed on a senior secured basis by the Company’s subsidiaries that guarantee the Credit Facilities. The Senior Secured Notes and the note guarantees are secured by a first-priority lien on all the collateral that secures the Credit Facilities, subject to a shared lien of equal priority with the Company’s and each guarantor’s obligations under the Credit Facilities and subject to certain thresholds, exceptions and permitted liens. Outstanding Debt At June 29, 2024, the Company had $ 1,445,000 outstanding under the Credit Facilities and the Senior Secured Notes, consisting of borrowings under the Term Loan Facility of $ 945,000 , $ 0 drawn down on the Revolving Credit Facility and $ 500,000 in aggregate principal amount of Senior Secured Notes issued and outstanding. At June 29, 2024 and December 30, 2023, the Company’s debt consisted of both fixed and variable-rate instruments. The Company has historically entered into interest rate swaps to hedge a portion of the cash flow exposure associated with the Company’s variable-rate borrowings. At June 29, 2024 , the Company did not have any interest rate swaps in effect. See Note 11 for further information on the Company’s use of interest rate swaps. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, exclusive of the impact of any applicable interest rate swaps, was approximately 7.77 % and 7.64 % per annum at June 29, 2024 and December 30, 2023, respectively, based on interest rates on these dates. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, including the impact of any applicable interest rate swaps, was approximately 7.20 % and 6.53 % per annum at June 29, 2024 and December 30, 2023, respectively, based on interest rates on these dates. |
Per Share Data
Per Share Data | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
Per Share Data | 8. Per Share Data Basic earnings (net loss) per share is calculated utilizing the weighted average number of common shares outstanding during the periods presented. Diluted earnings (net loss) per share is calculated utilizing the weighted average number of common shares outstanding during the periods presented adjusted for the effect of dilutive common stock equivalents. The following table sets forth the computation of basic and diluted earnings (net loss) per share: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Numerator: Net income (loss) $ 23,269 $ 50,828 $ ( 324,633 ) $ ( 67,851 ) Denominator: Weighted average shares of common stock outstanding 79,483 78,007 79,345 74,302 Effect of dilutive common stock equivalents 342 584 — — Weighted average diluted common shares outstanding 79,825 78,591 79,345 74,302 Earnings (net loss) per share Basic $ 0.29 $ 0.65 $ ( 4.09 ) $ ( 0.91 ) Diluted $ 0.29 $ 0.65 $ ( 4.09 ) $ ( 0.91 ) The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted earnings per share was 9,420 and 9,068 for the three months ended June 29, 2024 and July 1, 2023 , respectively. The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted net loss per share was 9,312 and 9,485 for the six months ended June 29, 2024 and July 1, 2023 , respectively. |
Taxes
Taxes | 6 Months Ended |
Jun. 29, 2024 | |
Income Tax Disclosure [Abstract] | |
Taxes | 9. Taxes Income Taxes The Company’s effective tax rates for the three and six months ended June 29, 2024 were ( 213.0 %) and ( 13.9 %) , respectively, compared to ( 1,740.0 %) and ( 40.4 %) for the three and six months ended July 1, 2023 , respectively. The effective tax rate for interim periods is determined using an annual effective tax rate, adjusted for discrete items. The forecasted full-year tax expense, which included an increase in valuation allowance against U.S. deferred tax assets, in relation to the Company’s forecasted full-year pretax loss (albeit minimal), drove the unusually high negative annual effective tax rate. Applying this negative annual effective tax rate to pretax income for the three months ended June 29, 2024 resulted in an income tax benefit and applying this negative annual effective tax rate to the pretax loss for the six months ended June 29, 2024 resulted in an income tax expense. In addition, the effective tax rates were impacted by approximately $ 2,900 of tax expense recorded for an out-of-period income tax adjustment and $ 2,181 of tax expense from a valuation allowance established to offset certain non-U.S. deferred tax assets due to the uncertainty of realizing future tax benefits. The adoption of the Organization for Economic Cooperation and Development’s global tax reform initiative, which introduces a global minimum tax of 15 % applicable to large multinational corporations, did not have an impact on the Company’s effective tax rates for the three and six months ended June 29, 2024. For the six months ended July 1, 2023, the difference between the U.S. federal statutory tax rate and the Company’s consolidated effective tax rate was primarily due to the valuation allowance noted above. In addition, the effective tax rate was impacted by tax expense from income earned in foreign jurisdictions, partially offset by a tax benefit related to foreign-derived intangible income. Non-Income Tax Matters The Internal Revenue Service (the “IRS”) notified the Company of certain penalties assessed related to the annual disclosure and reporting requirements of the Affordable Care Act. The Company is in the process of appealing this determination and does not believe it has any liability with respect to this matter. Until the appeals process is complete, the IRS will maintain a federal tax lien which is currently limited to certain IRS refunds due to the Company. |
Legal
Legal | 6 Months Ended |
Jun. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal | 10. Legal Due to the nature of the Company’s activities, it is, at times, subject to pending and threatened legal actions that arise out of the ordinary course of business. In the opinion of management, the disposition of any such matters is not expected, individually or in the aggregate, to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that the Company’s results of operations, financial condition or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 6 Months Ended |
Jun. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | 11. Derivative Instruments and Hedging In June 2023, the Company amended the terms of its interest rate swap agreements to implement a forward-looking interest rate based on Term SOFR in place of LIBOR. Since the interest rate swap agreements were affected by reference rate reform, the Company applied the expedients and exceptions provided to preserve the past presentation of its derivatives without de-designating the existing hedging relationships. All amendments to interest rate swap agreements were executed with the existing counterparties and did not change the notional amounts, maturity dates, or other critical terms of the hedging relationships. As of June 29, 2024 , due to the termination of the interest rate swaps on March 31, 2024 as discussed below, the Company did no t have any interest rate swaps in effect. As of December 30, 2023, the Company had in effect interest rate swaps with an aggregate notional amount totaling $ 500,000 . On June 11, 2018, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (the “2018 swap”) with an effective date of April 2, 2020 and a termination date of March 31, 2024 . The initial notional amount of this swap was $ 500,000 . During the term of this swap, the notional amount decreased from $ 500,000 effective April 2, 2020 to $ 250,000 on March 31, 2021 . Following the transition from LIBOR to Term SOFR, this interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 3.1513 %. On June 7, 2019, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (the “2019 swap”, and together with the 2018 swap, the “interest rate swaps”) with an effective date of April 2, 2020 and a termination date of March 31, 2024 . The notional amount of this swap was $ 250,000 . Following the transition from LIBOR to Term SOFR, this interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 1.9645 %. The interest rate swaps qualified for hedge accounting and, therefore, changes in the fair value of the interest rate swaps were recorded in accumulated other comprehensive loss. As of June 29, 2024 , there was no cumulative unrealized gain for qualifying hedges reported as a component of accumulated other comprehensive loss. As of December 30, 2023, the cumulative unrealized gain for qualifying hedges was reported as a component of accumulated other comprehensive loss in the amount of $ 2,716 ($ 3,474 before taxes). The following table presents the aggregate fair value of the Company’s derivative financial instruments by balance sheet classification and location: Fair Value Balance Sheet Classification Balance Sheet June 29, 2024 December 30, 2023 Assets: Interest rate swaps Current asset Prepaid expenses and other current assets $ — $ 3,555 Total assets $ — $ 3,555 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 12. Fair Value Measurements Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. When measuring fair value, the Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs. Fair Value of Financial Instruments The Company’s significant financial instruments include long-term debt agreements as of June 29, 2024 . The Company’s significant financial instruments included long-term debt and interest rate swap agreements as of December 30, 2023. Since there were no outstanding borrowings under the Revolving Credit Facility as of June 29, 2024 and December 30, 2023, the fair value approximated a carrying value of $ 0 at both June 29, 2024 and December 30, 2023. The fair value of the Company’s Credit Facilities is determined by utilizing average bid prices on or near the end of each fiscal quarter (Level 2 input). As of June 29, 2024 and December 30, 2023, the fair value of the Company’s long-term debt was approximately $ 581,635 and $ 996,429 , respectively, as compared to the carrying value (net of deferred financing costs and debt discount) of $ 1,428,553 and $ 1,426,464 , respectively. Derivative Financial Instruments The fair values for the Company’s derivative financial instruments were determined using observable current market information such as the prevailing Term SOFR interest rate and Term SOFR yield curve rates and included consideration of counterparty credit risk. See Note 11 for disclosures related to the Company’s use of derivative financial instruments. The following table presents the aggregate fair value of the Company’s derivative financial instruments: Fair Value Measurements Using: Total Quoted Prices in Significant Other Significant Interest rate swaps current asset at June 29, 2024 $ — $ — $ — $ — Interest rate swaps current asset at December 30, 2023 $ 3,555 $ — $ 3,555 $ — The Company did no t have any transfers into or out of Levels 1 and 2 and did not maintain any assets or liabilities classified as Level 3 during the six months ended June 29, 2024 and the fiscal year ended December 30, 2023. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 29, 2024 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 13. Accumulated Other Comprehensive Loss Amounts reclassified out of accumulated other comprehensive loss were as follows: Changes in Accumulated Other Comprehensive Loss by Component (1) Six Months Ended June 29, 2024 Gain on Loss on Total Beginning balance at December 30, 2023 $ 2,716 $ ( 14,016 ) $ ( 11,300 ) Other comprehensive loss before reclassifications, net of tax ( 57 ) ( 3,379 ) ( 3,436 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) ( 2,659 ) — ( 2,659 ) Net current period other comprehensive loss $ ( 2,716 ) $ ( 3,379 ) $ ( 6,095 ) Ending balance at June 29, 2024 $ — $ ( 17,395 ) $ ( 17,395 ) (1) Amounts in parentheses indicate debits (2) See separate table below for details about these reclassifications Six Months Ended July 1, 2023 Gain on Loss on Total Beginning balance at December 31, 2022 $ 10,723 $ ( 16,193 ) $ ( 5,470 ) Other comprehensive income before reclassifications, net of tax 1,569 697 2,266 Amounts reclassified from accumulated other comprehensive loss, net of tax (2) ( 4,325 ) — ( 4,325 ) Net current period other comprehensive (loss) income $ ( 2,756 ) $ 697 $ ( 2,059 ) Ending balance at July 1, 2023 $ 7,967 $ ( 15,496 ) $ ( 7,529 ) (1) Amounts in parentheses indicate debits (2) See separate table below for details about these reclassifications Reclassifications out of Accumulated Other Comprehensive Loss (1) Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Details about Other Comprehensive Amounts Reclassified from Amounts Reclassified from Affected Line Item in the Gain on Qualifying Hedges Interest rate contracts $ — $ 3,190 $ 3,545 $ 5,768 Interest expense — 3,190 3,545 5,768 Income (loss) before income taxes — ( 798 ) ( 886 ) ( 1,443 ) (Benefit from) provision for income taxes $ — $ 2,392 $ 2,659 $ 4,325 Net income (loss) (1) Amounts in parentheses indicate debits to profit/loss |
Related Party
Related Party | 6 Months Ended |
Jun. 29, 2024 | |
Related Party Transactions [Abstract] | |
Related Party | 14. Related Party As previously disclosed, on October 18, 2015, the Company entered into the Strategic Collaboration Agreement with Oprah Winfrey, under which she consulted with the Company and participated in developing, planning, executing and enhancing the WW program and related initiatives, and provided it with services in her discretion to promote the Company and its programs, products and services for an initial term of five years (the “Initial Term”). As previously disclosed, on December 15, 2019, the Company entered into an amendment of the Strategic Collaboration Agreement with Ms. Winfrey, pursuant to which, among other things, the Initial Term of the Strategic Collaboration Agreement was extended until April 17, 2023 (with no additional successive renewal terms), after which a second term commenced that will continue through the earlier of the date of the Company’s 2025 annual meeting of shareholders or May 31, 2025. Ms. Winfrey will continue to provide certain consulting and other services to the Company during the second term. In addition to the Strategic Collaboration Agreement, Ms. Winfrey and her related entities provided services to the Company totaling $ 105 and $ 107 for the three and six months ended June 29, 2024 , respectively, and $ 87 and $ 322 for the three and six months ended July 1, 2023, respectively, which services included advertising, production and related fees. The Company had no outstanding payables to parties related to Ms. Winfrey at June 29, 2024 and December 30, 2023. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 29, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 15. Restructuring 2023 Plan As previously disclosed, in the fourth quarter of fiscal 2022, management reviewed the then-current global business operations of the Company as well as the different functions and systems supporting those operations and contrasted them with the Company's strategic priorities and requirements for fiscal 2023 and beyond. Based on that review, in December 2022, the Company's management resolved to centralize its global management of certain functions and systems, deprioritize and in some cases cease operations for certain non-strategic business lines, and continue the rationalization of its real estate portfolio to align with its future needs. Throughout December 2022 and January 2023, management developed and continued refining a detailed plan to achieve these goals. The Company committed to a restructuring plan consisting of (i) an organizational restructuring and rationalization of certain functions and systems to centralize the Company’s management, align resources with strategic business lines and reduce costs associated with certain functions and systems (the “Organizational Restructuring”) and (ii) the continued rationalization of its real estate portfolio and resulting operating lease termination charges and the associated employment termination costs (the “Real Estate Restructuring,” and together with the Organizational Restructuring, the “2023 Plan”). Refer to the tables below for the total restructuring charges under the 2023 Plan recorded for the three and six months ended June 29, 2024 and for the fiscal years ended December 30, 2023 and December 31, 2022. The cumulative amount incurred as of June 29, 2024 related to the aggregate 2023 Plan i s $ 74,754 . The Organizational Restructuring has resulted and will further result in the elimination of certain positions and the termination of employment for certain employees worldwide. Refer to the tables below for the employee termination benefit costs related to the Organizational Restructuring under the 2023 Plan recorded for the three and six months ended June 29, 2024 and for the fiscal years ended December 30, 2023 and December 31, 2022. The cumulative amount incurred as of June 29, 2024 related to the aggregate employee termination benefit costs related to the Organizational Restructuring under the 2023 Plan i s $ 43,413 . Refer to the tables below for the lease termination costs and employee termination benefit costs related to the Real Estate Restructuring under the 2023 Plan recorded for the three and six months ended June 29, 2024 and for the fiscal years ended December 30, 2023 and December 31, 2022, as applicable. The cumulative amount incurred as of June 29, 2024 related to the aggregate lease t ermination costs and employee termination benefit costs related to the Real Estate Restructuring under the 2023 Plan is $ 12,768 and $ 9,753 , res pectively. Refer to the tables below for the other cash restructuring charges and other non-cash restructuring charges under the 2023 Plan recorded for the three and six months ended June 29, 2024 and for the fiscal year ended December 30, 2023. The cumulative amount incurred as of June 29, 2024 related to the aggregate other cash restructuring charges and total non-cash restructuring charges under the 2023 Plan is $ 2,158 and $ 6,662 , res pectively. For the three and six months ended June 29, 2024, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 Cash restructuring charges: Real Estate Restructuring - Lease termination costs $ — $ ( 156 ) Real Estate Restructuring - Employee termination benefit costs ( 102 ) 2,277 Organizational Restructuring - Employee termination benefit costs 1,677 4,676 Other cash restructuring charges 308 581 Total cash restructuring charges $ 1,883 $ 7,378 Non-cash restructuring charges 27 25 Total restructuring charges $ 1,910 $ 7,403 For the three and six months ended June 29, 2024, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 Cost of revenues $ ( 102 ) $ 2,328 Selling, general and administrative expenses 2,012 5,075 Total restructuring charges $ 1,910 $ 7,403 For the fiscal year ended December 30, 2023, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Fiscal Year Ended December 30, 2023 Cash restructuring charges: Real Estate Restructuring - Lease termination costs $ 12,924 Real Estate Restructuring - Employee termination benefit costs 5,678 Organizational Restructuring - Employee termination benefit costs 26,927 Other cash restructuring charges 1,577 Total cash restructuring charges $ 47,106 Non-cash restructuring charges: Accelerated depreciation and amortization charges $ 6,831 Other non-cash restructuring charges ( 194 ) Total non-cash restructuring charges $ 6,637 Total restructuring charges $ 53,743 For the fiscal year ended December 30, 2023, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 30, 2023 Cost of revenues $ 21,116 Selling, general and administrative expenses 32,627 Total restructuring charges $ 53,743 For the fiscal year ended December 31, 2022, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Fiscal Year Ended December 31, 2022 Cash restructuring charges: Real Estate Restructuring - Employee termination benefit costs $ 1,798 Organizational Restructuring - Employee termination benefit costs 11,810 Total restructuring charges $ 13,608 For the fiscal year ended December 31, 2022, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 31, 2022 Cost of revenues $ 1,798 Selling, general and administrative expenses 11,810 Total restructuring charges $ 13,608 All expenses were recorded to general corporate expenses. The following table presents a roll-forward of cash restructuring-related liabilities, which is included within accrued expenses in the Company’s consolidated balance sheets: Real Estate Restructuring - Real Estate Restructuring - Organizational Restructuring - Lease termination costs Employee termination benefit costs Employee termination benefit costs Other cash restructuring charges Total Balance as of December 31, 2022 $ — $ 1,798 $ 11,810 $ — $ 13,608 Charges 12,924 5,678 26,927 1,577 47,106 Payments ( 12,768 ) ( 4,813 ) ( 15,142 ) ( 1,233 ) ( 33,956 ) Balance as of December 30, 2023 $ 156 $ 2,663 $ 23,595 $ 344 $ 26,758 Charges — 2,327 2,324 581 5,232 Payments — ( 453 ) ( 11,565 ) ( 698 ) ( 12,716 ) Change in estimate ( 156 ) ( 50 ) 2,352 — 2,146 Balance as of June 29, 2024 $ — $ 4,487 $ 16,706 $ 227 $ 21,420 As of June 29, 2024, the Company expects the remaining employee termination benefit liability related to the Real Estate Restructuring, the remaining employee termination benefit liability related to the Organizational Restructuring and other cash restructuring charges to be paid in full by the end of fiscal 2025. 2022 Plan As previously disclosed, in the second quarter of fiscal 2022, the Company committed to a restructuring plan consisting of (i) an organizational realignment to simplify the Company’s corporate structure and reduce associated costs (the “Organizational Realignment”) and (ii) a continued rationalization of its real estate portfolio resulting in the termination of certain of the Company’s operating leases (together with the Organizational Realignment, the “2022 Plan”). The Organizational Realignment has resulted in the elimination of certain positions and termination of employment for certain employees worldwide. Refer to the tables below for the total restructuring charges under the 2022 Plan recorded for the fiscal year ended December 31, 2022. The cumulative amount incurred as of June 29, 2024 related to the aggregate 202 2 Plan is $ 28,629 . For the fiscal year ended December 31, 2022, the components of the Company’s restructuring charges for the 2022 Plan were as follows: Fiscal Year Ended December 31, 2022 Cash restructuring charges: Lease termination costs $ 2,424 Employee termination benefit costs 19,170 Other cash restructuring charges 995 Total cash restructuring charges $ 22,589 Non-cash restructuring charges: Lease impairments $ 2,680 Accelerated depreciation and amortization charges 1,453 Other non-cash restructuring charges 459 Total non-cash restructuring charges $ 4,592 Total restructuring charges $ 27,181 For the fiscal year ended December 31, 2022, restructuring charges for the 2022 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 31, 2022 Cost of revenues $ 6,476 Selling, general and administrative expenses 20,705 Total restructuring charges $ 27,181 All expenses were recorded to general corporate expenses. The following table presents a roll-forward of cash restructuring-related liabilities, which is included within accrued expenses in the Company’s consolidated balance sheets: Lease termination costs Employee termination benefit costs Other cash restructuring charges Total Balance as of January 1, 2022 $ — $ — $ — $ — Charges 2,424 19,170 995 22,589 Payments ( 1,877 ) ( 10,909 ) — ( 12,786 ) Balance as of December 31, 2022 $ 547 $ 8,261 $ 995 $ 9,803 Payments ( 122 ) ( 8,880 ) ( 995 ) ( 9,997 ) Change in estimate ( 425 ) 1,560 — 1,135 Balance as of December 30, 2023 $ — $ 941 $ — $ 941 Payments — ( 734 ) — ( 734 ) Change in estimate — 313 — 313 Balance as of June 29, 2024 $ — $ 520 $ — $ 520 As of June 29, 2024, the Company expects the remaining employee termination benefit liability to be paid in full by the end of fiscal 2024 . |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 29, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Event | 16. Subsequent Event On July 27, 2024, in connection with the strategic streamlining of its operational structure to optimize its clinical and behavioral product portfolio and its cost-savings initiative, the Company committed to a plan of reduction in force that will result in the elimination of certain positions and the termination of employment for certain employees worldwide (the “2024 Restructuring Plan”). The C ompany anticipates recording restructuring charges that it currently estimates will range between $ 12,000 to $ 15,000 in the aggregate with respect to employee termination ben efit costs, which are expected to consist primarily of general and administrative expenses. These charges are expected to be recorded in the second half of fiscal 2024. Substantially all of the costs arising from the 2024 Restructuring Plan are expected to result in cash expenditures related to separation payments and other employee termination expenses. The Company expects the 2024 Restructuring Plan to be fully executed by the end of fiscal 2025. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 29, 2024 | |
Accounting Policies [Abstract] | |
Use of Estimates | The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and include amounts that are based on management’s best estimates and assumptions. While all available information has been considered, actual amounts could differ from those estimates. These estimates and assumptions may change as new events occur and additional information is obtained, and such future changes may have an adverse impact on the Company's results of operations, financial position and liquidity. |
Revenue Recognition | Revenues are recognized when control of the promised services or goods is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services or goods. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Leases [Abstract] | |
Schedule of Lease Assets and Lease Liabilities | At June 29, 2024 and December 30, 2023, the Company’s lease assets and lease liabilities, primarily for its studios and corporate offices, were as follows: June 29, 2024 December 30, 2023 Assets: Operating leases $ 47,861 $ 52,272 Finance leases 1 5 Total lease assets $ 47,862 $ 52,277 Liabilities: Current Operating leases $ 9,492 $ 9,613 Finance leases 1 4 Noncurrent Operating leases 49,043 53,461 Finance leases — — Total lease liabilities $ 58,536 $ 63,078 |
Schedule of Components of Lease Expense | For the three and six months ended June 29, 2024 and July 1, 2023, the components of the Company’s lease expense were as follows: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Operating lease cost: Fixed lease cost $ 3,910 $ 5,958 $ 7,893 $ 13,111 Lease termination (benefit) cost — ( 169 ) ( 156 ) 12,050 Variable lease cost 3 15 17 31 Total operating lease cost $ 3,913 $ 5,804 $ 7,754 $ 25,192 Finance lease cost: Amortization of leased assets 1 12 $ 3 $ 38 Interest on lease liabilities 0 0 0 0 Total finance lease cost $ 1 $ 12 $ 3 $ 38 Total lease cost $ 3,914 $ 5,816 $ 7,757 $ 25,230 |
Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates | At June 29, 2024 and December 30, 2023, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: June 29, 2024 December 30, 2023 Weighted Average Remaining Lease Term (years) Operating leases 7.00 7.31 Finance leases 0.45 0.48 Weighted Average Discount Rate Operating leases 7.58 7.54 Finance leases 3.69 4.10 |
Schedule of Maturity of Lease Liabilities | At June 29, 2024, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Finance Total Remainder of fiscal 2024 $ 6,497 $ 1 $ 6,498 Fiscal 2025 13,323 — 13,323 Fiscal 2026 10,310 — 10,310 Fiscal 2027 9,493 — 9,493 Fiscal 2028 9,050 — 9,050 Fiscal 2029 8,952 — 8,952 Thereafter 17,852 — 17,852 Total lease payments $ 75,477 $ 1 $ 75,478 Less imputed interest 16,942 0 16,942 Present value of lease liabilities $ 58,535 $ 1 $ 58,536 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the six months ended June 29, 2024 and July 1, 2023 were as follows: Six Months Ended June 29, July 1, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 7,941 $ 13,507 Operating cash flows from finance leases $ 0 $ 0 Financing cash flows from finance leases $ 3 $ 38 Lease assets obtained (modified) in exchange for new (modified) operating lease liabilities $ 1,289 $ ( 7,287 ) Lease assets (modified) obtained in exchange for (modified) new finance lease liabilities $ ( 1 ) $ — |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source | The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Digital Subscription Revenues $ 134,551 $ 147,381 $ 272,185 $ 296,725 Workshops + Digital Subscription Revenues 45,682 57,167 93,352 118,855 Clinical Subscription Revenues 19,723 7,592 38,475 7,592 Subscription Revenues, net $ 199,956 $ 212,140 $ 404,012 $ 423,172 Other Revenues, net 2,117 14,690 4,609 45,552 Revenues, net $ 202,073 $ 226,830 $ 408,621 $ 468,724 |
Schedule of Deferred Revenues | The opening and ending balances of the Company’s deferred revenues were as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of December 30, 2023 $ 33,966 $ 165 Net decrease during the period ( 117 ) ( 73 ) Balance as of June 29, 2024 $ 33,849 $ 92 Balance as of December 31, 2022 $ 32,156 $ 360 Net increase (decrease) during the period 3,549 ( 110 ) Balance as of July 1, 2023 $ 35,705 $ 250 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Business Combinations [Abstract] | |
Summary of Purchase Price Allocation for Acquired Identifiable Assets, Liabilities Assumed and Goodwill | The following table shows the purchase price allocation for Sequence to the acquired identifiable assets, liabilities assumed and goodwill: Total consideration: Cash paid at closing $ 64,217 Cash paid on April 10, 2024 16,000 Cash to be paid on April 10, 2025 (1) 12,420 Total cash payments $ 92,637 Less stock-based compensation expense attributable to post combination vesting ( 3,882 ) Common shares issued 7,996 Stock price as of April 10, 2023 (2) $ 4.12 Total stock issuance purchase price (2) 32,943 Aggregated merger consideration $ 121,698 Assets acquired: Cash $ 25,776 Prepaid expenses and other current assets 2,220 Property, plant and equipment 34 Intangible assets 7,222 Total assets acquired 35,252 Liabilities assumed: Accounts payable $ 70 Accrued liabilities 14 Deferred revenue 1,300 Deferred tax liability 1,912 Total liabilities assumed 3,296 Net assets acquired 31,956 Total goodwill $ 89,742 (1) Reflects $ 16,000 of cash payable on April 10, 2025 as Merger Consideration discounted using the Company’s weighted average cost of debt. (2) Represents the fair value of the shares transferred to the sellers as Merger Consideration , based on the number of shares to be issued, 7,996 , multiplied by the closing price of the Company ’ s shares on April 10, 2023 of $ 4.12 per share. |
Franchise Rights Acquired, Go_2
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | For the six months ended June 29, 2024, the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: Balance as of December 31, 2022 $ 155,998 Goodwill acquired during the period 89,742 Goodwill impairment ( 3,586 ) Effect of exchange rate changes 1,287 Balance as of December 30, 2023 $ 243,441 Effect of exchange rate changes ( 1,569 ) Balance as of June 29, 2024 $ 241,872 |
Schedule of Carrying Values of Finite-lived Intangible Assets | The carrying values of finite-lived intangible assets as of June 29, 2024 and December 30, 2023 were as follows: June 29, 2024 December 30, 2023 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software and website development costs $ 250,403 $ 203,389 $ 251,410 $ 195,696 Trademarks 12,192 12,069 12,188 12,024 Other 13,962 6,886 13,991 6,661 Trademarks and other intangible assets $ 276,557 $ 222,344 $ 277,589 $ 214,381 Franchise rights acquired 7,902 5,292 8,029 5,314 Total finite-lived intangible assets $ 284,459 $ 227,636 $ 285,618 $ 219,695 |
Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets | Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2024 $ 13,880 Fiscal 2025 $ 21,492 Fiscal 2026 $ 11,481 Fiscal 2027 $ 2,794 Fiscal 2028 $ 713 Fiscal 2029 $ 704 Thereafter $ 5,759 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The components of the Company’s long-term debt were as follows: June 29, 2024 December 30, 2023 Principal Unamortized Unamortized Effective (1) Principal Unamortized Unamortized Effective (1) Revolving Credit Facility due $ — $ — $ — 0.00 % $ — $ — $ — 0.00 % Term Loan Facility due 945,000 4,158 8,617 9.44 % 945,000 4,712 9,766 9.21 % Senior Secured Notes due 500,000 3,672 — 4.64 % 500,000 4,058 — 4.70 % Total $ 1,445,000 $ 7,830 $ 8,617 7.77 % $ 1,445,000 $ 8,770 $ 9,766 7.64 % Less: Current portion — — Unamortized deferred 7,830 8,770 Unamortized debt discount 8,617 9,766 Total long-term debt $ 1,428,553 $ 1,426,464 (1) Includes amortization of deferred financing costs and debt discount. |
Per Share Data (Tables)
Per Share Data (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Net Loss) Per Share | The following table sets forth the computation of basic and diluted earnings (net loss) per share: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Numerator: Net income (loss) $ 23,269 $ 50,828 $ ( 324,633 ) $ ( 67,851 ) Denominator: Weighted average shares of common stock outstanding 79,483 78,007 79,345 74,302 Effect of dilutive common stock equivalents 342 584 — — Weighted average diluted common shares outstanding 79,825 78,591 79,345 74,302 Earnings (net loss) per share Basic $ 0.29 $ 0.65 $ ( 4.09 ) $ ( 0.91 ) Diluted $ 0.29 $ 0.65 $ ( 4.09 ) $ ( 0.91 ) |
Derivative Instruments and He_2
Derivative Instruments and Hedging (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Aggregate Fair Value of Derivative Financial Instruments by Balance Sheet Classification and Location | The following table presents the aggregate fair value of the Company’s derivative financial instruments by balance sheet classification and location: Fair Value Balance Sheet Classification Balance Sheet June 29, 2024 December 30, 2023 Assets: Interest rate swaps Current asset Prepaid expenses and other current assets $ — $ 3,555 Total assets $ — $ 3,555 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Aggregate Fair Value of Derivative Financial Instruments | The following table presents the aggregate fair value of the Company’s derivative financial instruments: Fair Value Measurements Using: Total Quoted Prices in Significant Other Significant Interest rate swaps current asset at June 29, 2024 $ — $ — $ — $ — Interest rate swaps current asset at December 30, 2023 $ 3,555 $ — $ 3,555 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss by Component | Amounts reclassified out of accumulated other comprehensive loss were as follows: Changes in Accumulated Other Comprehensive Loss by Component (1) Six Months Ended June 29, 2024 Gain on Loss on Total Beginning balance at December 30, 2023 $ 2,716 $ ( 14,016 ) $ ( 11,300 ) Other comprehensive loss before reclassifications, net of tax ( 57 ) ( 3,379 ) ( 3,436 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) ( 2,659 ) — ( 2,659 ) Net current period other comprehensive loss $ ( 2,716 ) $ ( 3,379 ) $ ( 6,095 ) Ending balance at June 29, 2024 $ — $ ( 17,395 ) $ ( 17,395 ) (1) Amounts in parentheses indicate debits (2) See separate table below for details about these reclassifications Six Months Ended July 1, 2023 Gain on Loss on Total Beginning balance at December 31, 2022 $ 10,723 $ ( 16,193 ) $ ( 5,470 ) Other comprehensive income before reclassifications, net of tax 1,569 697 2,266 Amounts reclassified from accumulated other comprehensive loss, net of tax (2) ( 4,325 ) — ( 4,325 ) Net current period other comprehensive (loss) income $ ( 2,756 ) $ 697 $ ( 2,059 ) Ending balance at July 1, 2023 $ 7,967 $ ( 15,496 ) $ ( 7,529 ) (1) Amounts in parentheses indicate debits (2) See separate table below for details about these reclassifications |
Reclassifications out of Accumulated Other Comprehensive Loss | Reclassifications out of Accumulated Other Comprehensive Loss (1) Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Details about Other Comprehensive Amounts Reclassified from Amounts Reclassified from Affected Line Item in the Gain on Qualifying Hedges Interest rate contracts $ — $ 3,190 $ 3,545 $ 5,768 Interest expense — 3,190 3,545 5,768 Income (loss) before income taxes — ( 798 ) ( 886 ) ( 1,443 ) (Benefit from) provision for income taxes $ — $ 2,392 $ 2,659 $ 4,325 Net income (loss) (1) Amounts in parentheses indicate debits to profit/loss |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Components of Restructuring Expenses | For the three and six months ended June 29, 2024, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 Cash restructuring charges: Real Estate Restructuring - Lease termination costs $ — $ ( 156 ) Real Estate Restructuring - Employee termination benefit costs ( 102 ) 2,277 Organizational Restructuring - Employee termination benefit costs 1,677 4,676 Other cash restructuring charges 308 581 Total cash restructuring charges $ 1,883 $ 7,378 Non-cash restructuring charges 27 25 Total restructuring charges $ 1,910 $ 7,403 For the three and six months ended June 29, 2024, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 Cost of revenues $ ( 102 ) $ 2,328 Selling, general and administrative expenses 2,012 5,075 Total restructuring charges $ 1,910 $ 7,403 For the fiscal year ended December 30, 2023, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Fiscal Year Ended December 30, 2023 Cash restructuring charges: Real Estate Restructuring - Lease termination costs $ 12,924 Real Estate Restructuring - Employee termination benefit costs 5,678 Organizational Restructuring - Employee termination benefit costs 26,927 Other cash restructuring charges 1,577 Total cash restructuring charges $ 47,106 Non-cash restructuring charges: Accelerated depreciation and amortization charges $ 6,831 Other non-cash restructuring charges ( 194 ) Total non-cash restructuring charges $ 6,637 Total restructuring charges $ 53,743 For the fiscal year ended December 30, 2023, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 30, 2023 Cost of revenues $ 21,116 Selling, general and administrative expenses 32,627 Total restructuring charges $ 53,743 For the fiscal year ended December 31, 2022, the components of the Company’s restructuring charges for the 2023 Plan were as follows: Fiscal Year Ended December 31, 2022 Cash restructuring charges: Real Estate Restructuring - Employee termination benefit costs $ 1,798 Organizational Restructuring - Employee termination benefit costs 11,810 Total restructuring charges $ 13,608 For the fiscal year ended December 31, 2022, restructuring charges for the 2023 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 31, 2022 Cost of revenues $ 1,798 Selling, general and administrative expenses 11,810 Total restructuring charges $ 13,608 For the fiscal year ended December 31, 2022, the components of the Company’s restructuring charges for the 2022 Plan were as follows: Fiscal Year Ended December 31, 2022 Cash restructuring charges: Lease termination costs $ 2,424 Employee termination benefit costs 19,170 Other cash restructuring charges 995 Total cash restructuring charges $ 22,589 Non-cash restructuring charges: Lease impairments $ 2,680 Accelerated depreciation and amortization charges 1,453 Other non-cash restructuring charges 459 Total non-cash restructuring charges $ 4,592 Total restructuring charges $ 27,181 For the fiscal year ended December 31, 2022, restructuring charges for the 2022 Plan were recorded in the Company’s consolidated statements of operations as follows: Fiscal Year Ended December 31, 2022 Cost of revenues $ 6,476 Selling, general and administrative expenses 20,705 Total restructuring charges $ 27,181 |
Schedule of Restructuring-related Liabilities | The following table presents a roll-forward of cash restructuring-related liabilities, which is included within accrued expenses in the Company’s consolidated balance sheets: Real Estate Restructuring - Real Estate Restructuring - Organizational Restructuring - Lease termination costs Employee termination benefit costs Employee termination benefit costs Other cash restructuring charges Total Balance as of December 31, 2022 $ — $ 1,798 $ 11,810 $ — $ 13,608 Charges 12,924 5,678 26,927 1,577 47,106 Payments ( 12,768 ) ( 4,813 ) ( 15,142 ) ( 1,233 ) ( 33,956 ) Balance as of December 30, 2023 $ 156 $ 2,663 $ 23,595 $ 344 $ 26,758 Charges — 2,327 2,324 581 5,232 Payments — ( 453 ) ( 11,565 ) ( 698 ) ( 12,716 ) Change in estimate ( 156 ) ( 50 ) 2,352 — 2,146 Balance as of June 29, 2024 $ — $ 4,487 $ 16,706 $ 227 $ 21,420 The following table presents a roll-forward of cash restructuring-related liabilities, which is included within accrued expenses in the Company’s consolidated balance sheets: Lease termination costs Employee termination benefit costs Other cash restructuring charges Total Balance as of January 1, 2022 $ — $ — $ — $ — Charges 2,424 19,170 995 22,589 Payments ( 1,877 ) ( 10,909 ) — ( 12,786 ) Balance as of December 31, 2022 $ 547 $ 8,261 $ 995 $ 9,803 Payments ( 122 ) ( 8,880 ) ( 995 ) ( 9,997 ) Change in estimate ( 425 ) 1,560 — 1,135 Balance as of December 30, 2023 $ — $ 941 $ — $ 941 Payments — ( 734 ) — ( 734 ) Change in estimate — 313 — 313 Balance as of June 29, 2024 $ — $ 520 $ — $ 520 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 29, 2024 USD ($) | Jun. 29, 2024 USD ($) Segment | |
Accounting Policies [Abstract] | ||
Number of operating segments | 1 | |
Number of reportable segments | 1 | |
Income tax out-of-period adjustment | $ | $ 2,900 | $ 2,900 |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Assets: | ||
Operating leases | $ 47,861 | $ 52,272 |
Finance leases | $ 1 | $ 5 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Total lease assets | $ 47,862 | $ 52,277 |
Current | ||
Operating leases | 9,492 | 9,613 |
Finance leases | $ 1 | $ 4 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other accrued liabilities | Other accrued liabilities |
Noncurrent | ||
Operating leases | $ 49,043 | $ 53,461 |
Total lease liabilities | $ 58,536 | $ 63,078 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Operating lease cost: | ||||
Fixed lease cost | $ 3,910 | $ 5,958 | $ 7,893 | $ 13,111 |
Lease termination (benefit) cost | (169) | (156) | 12,050 | |
Variable lease cost | 3 | 15 | 17 | 31 |
Total operating lease cost | 3,913 | 5,804 | 7,754 | 25,192 |
Finance lease cost: | ||||
Amortization of leased assets | 1 | 12 | 3 | 38 |
Interest on lease liabilities | 0 | 0 | 0 | 0 |
Total finance lease cost | 1 | 12 | 3 | 38 |
Total lease cost | $ 3,914 | $ 5,816 | $ 7,757 | $ 25,230 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Lessee Lease Description [Line Items] | ||||
Sublease income | $ 916 | $ 903 | $ 1,827 | $ 1,524 |
Lease weighted average remaining lease term | 7 years | |||
Minimum | ||||
Lessee Lease Description [Line Items] | ||||
Leases, remaining lease term | 0 years | |||
Maximum | ||||
Lessee Lease Description [Line Items] | ||||
Leases, remaining lease term | 8 years |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates (Detail) | Jun. 29, 2024 | Dec. 30, 2023 |
Weighted Average Remaining Lease Term (years) | ||
Operating leases | 7 years | 7 years 3 months 21 days |
Finance leases | 5 months 12 days | 5 months 23 days |
Weighted Average Discount Rate | ||
Operating leases | 7.58% | 7.54% |
Finance leases | 3.69% | 4.10% |
Leases - Schedule of Maturity o
Leases - Schedule of Maturity of Lease Liabilities (Detail) $ in Thousands | Jun. 29, 2024 USD ($) |
Operating Leases | |
Remainder of fiscal 2024 | $ 6,497 |
Fiscal 2025 | 13,323 |
Fiscal 2026 | 10,310 |
Fiscal 2027 | 9,493 |
Fiscal 2028 | 9,050 |
Fiscal 2029 | 8,952 |
Thereafter | 17,852 |
Total lease payments | 75,477 |
Less imputed interest | 16,942 |
Present value of lease liabilities | 58,535 |
Finance Leases | |
Remainder of fiscal 2024 | 1 |
Total lease payments | 1 |
Less imputed interest | 0 |
Present value of lease liabilities | 1 |
Total | |
Remainder of fiscal 2024 | 6,498 |
Fiscal 2025 | 13,323 |
Fiscal 2026 | 10,310 |
Fiscal 2027 | 9,493 |
Fiscal 2028 | 9,050 |
Fiscal 2029 | 8,952 |
Thereafter | 17,852 |
Total lease payments | 75,478 |
Less imputed interest | 16,942 |
Present value of lease liabilities | $ 58,536 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from operating leases | $ 7,941 | $ 13,507 |
Operating cash flows from finance leases | 0 | 0 |
Financing cash flows from finance leases | 3 | 38 |
Lease assets obtained (modified) in exchange for new (modified) operating lease liabilities | 1,289 | $ (7,287) |
Lease assets (modified) obtained in exchange for (modified) new finance lease liabilities | $ (1) |
Revenue - Schedule of Revenues
Revenue - Schedule of Revenues Disaggregated by Revenue Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 202,073 | $ 226,830 | $ 408,621 | $ 468,724 |
Digital Subscription Revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 134,551 | 147,381 | 272,185 | 296,725 |
Workshops + Digital Subscription Revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 45,682 | 57,167 | 93,352 | 118,855 |
Clinical Subscription Revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 19,723 | 7,592 | 38,475 | 7,592 |
Subscription Revenues, net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 199,956 | 212,140 | 404,012 | 423,172 |
Other Revenues, net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 2,117 | $ 14,690 | $ 4,609 | $ 45,552 |
Revenue - Schedule of Deferred
Revenue - Schedule of Deferred Revenues (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Deferred Revenue - Short Term | ||
Contract With Customer Asset And Liability [Line Items] | ||
Deferred Revenue, Beginning balance | $ 33,966 | $ 32,156 |
Net increase (decrease) during the period | (117) | 3,549 |
Deferred Revenue, Ending balance | 33,849 | 35,705 |
Deferred Revenue - Long Term | ||
Contract With Customer Asset And Liability [Line Items] | ||
Deferred Revenue, Beginning balance | 165 | 360 |
Net increase (decrease) during the period | (73) | (110) |
Deferred Revenue, Ending balance | $ 92 | $ 250 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Revenues [Abstract] | ||
Deferred revenue recognized | $ 30,757 | $ 31,096 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - Weekend Health, Inc. d/b/a Sequence - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Apr. 10, 2023 | Jul. 01, 2023 | Jul. 01, 2023 | Apr. 10, 2025 | Apr. 10, 2024 | |
Business Acquisition [Line Items] | |||||
Business acquisition effective date | Apr. 10, 2023 | ||||
Business acquisition, aggregate purchase price | $ 132,000 | ||||
Business acquisition, cash payment | 64,217 | ||||
Business acquisition, purchase price allocation, cash | 25,800 | ||||
Business acquisition, amount paid one year from closing date | $ 16,000 | ||||
Transaction related costs | $ 4,886 | $ 8,605 | |||
Scenario Forecast | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, amount to be paid two years from closing date | $ 16,000 | ||||
Common Stock | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, equity interest issued as consideration for acquisition, value | $ 34,702 | ||||
Business acquisition, equity interest issued as consideration for acquisition, shares | 7,996 | ||||
Business acquisition, common stock price per share | $ 4.34 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price Allocation for Acquired Identifiable Assets, Liabilities Assumed and Goodwill (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Apr. 10, 2023 | Apr. 10, 2025 | Jun. 29, 2024 | Apr. 10, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | |
Liabilities assumed: | |||||||
Total goodwill | $ 241,872 | $ 243,441 | $ 155,998 | ||||
Weekend Health, Inc. d/b/a Sequence | |||||||
Total consideration: | |||||||
Cash paid at closing | $ 64,217 | ||||||
Cash paid on April 10, 2024 | $ 16,000 | ||||||
Aggregated merger consideration | 132,000 | ||||||
Assets acquired: | |||||||
Cash | 25,800 | ||||||
Weekend Health, Inc. d/b/a Sequence | Purchase Price Allocation | |||||||
Total consideration: | |||||||
Cash paid at closing | 64,217 | ||||||
Cash paid on April 10, 2024 | $ 16,000 | ||||||
Payments in Cash to Acquire Businesses, Total | 92,637 | ||||||
Less stock-based compensation expense attributable to post combination vesting | (3,882) | ||||||
Aggregated merger consideration | 121,698 | ||||||
Assets acquired: | |||||||
Cash | 25,776 | ||||||
Prepaid expenses and other current assets | 2,220 | ||||||
Property, plant and equipment | 34 | ||||||
Intangible assets | 7,222 | ||||||
Total assets acquired | 35,252 | ||||||
Liabilities assumed: | |||||||
Accounts payable | 70 | ||||||
Accrued liabilities | 14 | ||||||
Deferred revenue | 1,300 | ||||||
Deferred tax liability | 1,912 | ||||||
Total liabilities assumed | 3,296 | ||||||
Net assets acquired | 31,956 | ||||||
Total goodwill | $ 89,742 | ||||||
Weekend Health, Inc. d/b/a Sequence | Common Stock | |||||||
Total consideration: | |||||||
Common shares issued | 7,996 | ||||||
Stock price as of April 10, 2023 | $ 4.34 | ||||||
Weekend Health, Inc. d/b/a Sequence | Common Stock | Purchase Price Allocation | |||||||
Total consideration: | |||||||
Common shares issued | 7,996 | ||||||
Stock price as of April 10, 2023 | [1] | $ 4.12 | |||||
Total stock issuance purchase price | [1] | $ 32,943 | |||||
Weekend Health, Inc. d/b/a Sequence | Scenario Forecast | |||||||
Total consideration: | |||||||
Cash to be paid on April 10, 2025 | $ 16,000 | ||||||
Weekend Health, Inc. d/b/a Sequence | Scenario Forecast | Purchase Price Allocation | |||||||
Total consideration: | |||||||
Cash to be paid on April 10, 2025 | [2] | $ 12,420 | |||||
[1] Represents the fair value of the shares transferred to the sellers as Merger Consideration , based on the number of shares to be issued, 7,996 , multiplied by the closing price of the Company ’ s shares on April 10, 2023 of $ 4.12 per share. Reflects $ 16,000 of cash payable on April 10, 2025 as Merger Consideration discounted using the Company’s weighted average cost of debt. |
Acquisitions - Summary of Pur_2
Acquisitions - Summary of Purchase Price Allocation for Acquired Identifiable Assets, Liabilities Assumed and Goodwill (Parenthetical) (Detail) - Weekend Health, Inc. d/b/a Sequence - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Apr. 10, 2023 | Apr. 10, 2025 | |
Scenario Forecast | |||
Business Acquisition [Line Items] | |||
Cash to be paid on April 10, 2025 | $ 16,000 | ||
Common Stock | |||
Business Acquisition [Line Items] | |||
Common shares issued | 7,996 | ||
Stock price | $ 4.34 | ||
Purchase Price Allocation | Scenario Forecast | |||
Business Acquisition [Line Items] | |||
Cash to be paid on April 10, 2025 | [1] | $ 12,420 | |
Purchase Price Allocation | Common Stock | |||
Business Acquisition [Line Items] | |||
Common shares issued | 7,996 | ||
Stock price | [2] | $ 4.12 | |
[1] Reflects $ 16,000 of cash payable on April 10, 2025 as Merger Consideration discounted using the Company’s weighted average cost of debt. Represents the fair value of the shares transferred to the sellers as Merger Consideration , based on the number of shares to be issued, 7,996 , multiplied by the closing price of the Company ’ s shares on April 10, 2023 of $ 4.12 per share. |
Franchise Rights Acquired, Go_3
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | |||
May 05, 2024 | Mar. 30, 2024 | May 07, 2023 | Jun. 29, 2024 | Dec. 30, 2023 | |
Goodwill [Line Items] | |||||
Beginning balance | $ 243,441,000 | $ 155,998,000 | |||
Goodwill acquired during the period | 89,742,000 | ||||
Goodwill impairment | $ 0 | $ 0 | $ 0 | (3,586,000) | |
Effect of exchange rate changes | (1,569,000) | 1,287,000 | |||
Ending balance | $ 241,872,000 | $ 243,441,000 |
Franchise Rights Acquired, Go_4
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
May 05, 2024 USD ($) | Mar. 30, 2024 USD ($) | May 07, 2023 USD ($) | Jun. 29, 2024 USD ($) | Mar. 30, 2024 USD ($) | Jul. 01, 2023 USD ($) | Jun. 29, 2024 USD ($) Segment | Jul. 01, 2023 USD ($) | Dec. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reportable segments | Segment | 1 | |||||||||
Number of operating segments | Segment | 1 | |||||||||
Finite-lived intangible assets, aggregate amortization expense | $ 8,472,000 | $ 10,443,000 | $ 17,762,000 | $ 18,962,000 | ||||||
Goodwill impairment | $ 0 | $ 0 | $ 0 | $ 3,586,000 | ||||||
Net book value of goodwill | 241,872,000 | $ 241,872,000 | $ 243,441,000 | $ 155,998,000 | ||||||
Franchise right maturity period | 7 years | |||||||||
Behavioral Reporting Unit | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Net book value of goodwill | 152,130,000 | $ 152,130,000 | ||||||||
Clinical Reporting Unit | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Net book value of goodwill | $ 89,742,000 | $ 89,742,000 | ||||||||
All Reporting Units | Minimum | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Percentage of estimated fair value in excess of carrying amount | 30% | 25% | 25% | |||||||
Franchise rights acquired | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Indefinite-lived intangible assets, impairment charges | $ 0 | $ 0 | ||||||||
Franchise rights acquired | Maximum | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Finite-lived intangible assets, estimated useful life (in years) | 1 year | 1 year | ||||||||
Franchise rights acquired | United States | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Net book value of franchise rights acquired | $ 122,922,000 | $ 122,922,000 | ||||||||
Indefinite-lived intangible assets, impairment charges | $ 251,431,000 | |||||||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Asset Impairment Charges | |||||||||
Percentage of franchise rights acquired | 97.90% | 97.90% | ||||||||
Franchise rights acquired | United States | Minimum | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Percentage of estimated fair value in excess of carrying amount | 5% | 5% | ||||||||
Franchise rights acquired | United Kingdom | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Net book value of franchise rights acquired | $ 2,632,000 | $ 2,632,000 | ||||||||
Indefinite-lived intangible assets, impairment charges | $ 155,000 | |||||||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Asset Impairment Charges | |||||||||
Percentage of franchise rights acquired | 2.10% | 2.10% | ||||||||
Franchise rights acquired | United Kingdom | Minimum | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Percentage of estimated fair value in excess of carrying amount | 5% | 5% | ||||||||
Franchise rights acquired | Australia | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Indefinite-lived intangible assets, impairment charges | $ 4,074,000 | |||||||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Asset Impairment Charges | |||||||||
Franchise rights acquired | New Zealand | ||||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||||||
Indefinite-lived intangible assets, impairment charges | $ 2,328,000 | |||||||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Asset Impairment Charges |
Franchise Rights Acquired, Go_5
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Carrying Values of Finite-lived Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 284,459 | $ 285,618 |
Accumulated Amortization | 227,636 | 219,695 |
Capitalized software and website development costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 250,403 | 251,410 |
Accumulated Amortization | 203,389 | 195,696 |
Trademarks | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 12,192 | 12,188 |
Accumulated Amortization | 12,069 | 12,024 |
Other | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 13,962 | 13,991 |
Accumulated Amortization | 6,886 | 6,661 |
Trademarks and other intangible assets | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 276,557 | 277,589 |
Accumulated Amortization | 222,344 | 214,381 |
Franchise rights acquired | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 7,902 | 8,029 |
Accumulated Amortization | $ 5,292 | $ 5,314 |
Franchise Rights Acquired, Go_6
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets (Detail) $ in Thousands | Jun. 29, 2024 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of fiscal 2024 | $ 13,880 |
Fiscal 2025 | 21,492 |
Fiscal 2026 | 11,481 |
Fiscal 2027 | 2,794 |
Fiscal 2028 | 713 |
Fiscal 2029 | 704 |
Thereafter | $ 5,759 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 | |
Debt Instrument | |||
Total debt | $ 1,445,000 | $ 1,445,000 | |
Unamortized deferred financing costs | 7,830 | 8,770 | |
Unamortized debt discount | 8,617 | 9,766 | |
Total long term debt | $ 1,428,553 | $ 1,426,464 | |
Effective rate | [1] | 7.77% | 7.64% |
Revolving Credit Facility due April 13, 2026 | |||
Debt Instrument | |||
Total debt | $ 0 | ||
Effective rate | [1] | 0% | 0% |
Term Loan Facility due April 13, 2028 | |||
Debt Instrument | |||
Total debt | $ 945,000 | $ 945,000 | |
Unamortized deferred financing costs | 4,158 | 4,712 | |
Unamortized debt discount | $ 8,617 | $ 9,766 | |
Effective rate | [1] | 9.44% | 9.21% |
Senior Secured Notes due April 15, 2029 | |||
Debt Instrument | |||
Total debt | $ 500,000 | $ 500,000 | |
Unamortized deferred financing costs | $ 3,672 | $ 4,058 | |
Effective rate | [1] | 4.64% | 4.70% |
[1] Includes amortization of deferred financing costs and debt discount. |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | 6 Months Ended | 12 Months Ended | ||||||
Mar. 30, 2025 | Jul. 01, 2023 | Apr. 13, 2021 USD ($) | Jun. 29, 2024 USD ($) | Mar. 29, 2025 | Dec. 30, 2023 USD ($) | Jul. 03, 2021 USD ($) | ||
Debt Instrument | ||||||||
Loan outstanding amount | $ 1,445,000,000 | $ 1,445,000,000 | ||||||
Aggregate principal amount | $ 1,428,553,000 | $ 1,426,464,000 | ||||||
Percentage of equity interests pledged | 100% | |||||||
Percentage of annual excess cash flow | 50% | |||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio one | 25% | |||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio two | 0% | |||||||
Percentage of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries | 100% | |||||||
Percentage of right to invest of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries subject to certain qualifications | 100% | |||||||
Percentage of net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries | 100% | |||||||
Effective Interest Rate | [1] | 7.77% | 7.64% | |||||
Average interest rate on outstanding debt, exclusive the impact of swap | 7.77% | 7.64% | ||||||
Average interest rate on outstanding debt, including the impact of swap | 7.20% | 6.53% | ||||||
One-Month Term Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.11448% | |||||||
Three-Month Term Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.26161% | |||||||
Six-Month Term Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.42826% | |||||||
Twelve-Month Term Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.71513% | |||||||
Maximum | ||||||||
Debt Instrument | ||||||||
Pledge percentage of first tier foreign subsidiaries directly owned by company or wholly owned subsidiaries | 65% | |||||||
4.500% Senior Secured Notes due 2029 | ||||||||
Debt Instrument | ||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | |||||||
Aggregate principal amount | $ 500,000,000 | |||||||
Credit Facilities | ||||||||
Debt Instrument | ||||||||
Credit Facility, maximum borrowing capacity | $ 1,000,000,000 | |||||||
Loan outstanding amount | $ 945,000,000 | |||||||
Term Loan Facility due April 13, 2028 | ||||||||
Debt Instrument | ||||||||
Loan outstanding amount | $ 945,000,000 | $ 945,000,000 | ||||||
Effective Interest Rate | [1] | 9.44% | 9.21% | |||||
Term Loan Facility due April 13, 2028 | Federal Funds Effective Rate | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.50% | |||||||
Term Loan Facility due April 13, 2028 | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 1% | |||||||
Debt instrument variable rate floor percent determined option one | 0.50% | |||||||
Effective Interest Rate | 3.50% | |||||||
Term Loan Facility due April 13, 2028 | Maximum | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Debt instrument variable rate floor percent determined option one | 1.50% | |||||||
Senior Secured Notes due April 15, 2029 | ||||||||
Debt Instrument | ||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | |||||||
Loan outstanding amount | $ 500,000,000 | $ 500,000,000 | ||||||
Effective Interest Rate | [1] | 4.64% | 4.70% | |||||
Debt instrument issued date | Apr. 13, 2021 | |||||||
Debt instrument, mature date | Apr. 15, 2029 | |||||||
Debt instrument interest payment term | Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year. | |||||||
Debt Instrument, redemption, description | Commencing April 15, 2024, the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125% on or after April 15, 2025 and to 100.000% on or after April 15, 2026. | |||||||
Senior Secured Notes due April 15, 2029 | Change of Control | ||||||||
Debt Instrument | ||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 101% | |||||||
Senior Secured Notes due April 15, 2029 | Sale of Assets | ||||||||
Debt Instrument | ||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 100% | |||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2024 | ||||||||
Debt Instrument | ||||||||
Debt Instrument, percentage of principal can be redeemed | 102.25% | |||||||
Debt Instrument, redemption date | Apr. 15, 2024 | |||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2025 | ||||||||
Debt Instrument | ||||||||
Debt Instrument, percentage of principal can be redeemed | 101.125% | |||||||
Debt Instrument, redemption date | Apr. 15, 2025 | |||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2026 | ||||||||
Debt Instrument | ||||||||
Debt Instrument, percentage of principal can be redeemed | 100% | |||||||
Debt Instrument, redemption date | Apr. 15, 2026 | |||||||
Credit Facilities and Senior Secured Notes | ||||||||
Debt Instrument | ||||||||
Loan outstanding amount | $ 1,445,000,000 | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument | ||||||||
Credit Facility, maximum borrowing capacity | 61,250,000 | |||||||
Loan outstanding amount | 0 | |||||||
Aggregate principal amount | 0 | $ 0 | ||||||
Credit facility available amount | 173,841,000 | |||||||
Line of credit facility, issued but undrawn letters of credit | $ 1,159,000 | |||||||
Effective Interest Rate | [1] | 0% | 0% | |||||
Minimum outstanding amount to compliance springing maintenance covenant | 35% | |||||||
Consolidated first lien leverage ratio | 8.74 | |||||||
Revolving Credit Facility | Forecast | ||||||||
Debt Instrument | ||||||||
Consolidated first lien leverage ratio compliance | 5 | 5.25 | ||||||
Revolving Credit Facility | Federal Funds Effective Rate | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 0.50% | |||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Credit facility, interest rate | 1% | |||||||
Debt instrument variable rate floor percent determined option one | 0% | |||||||
Effective Interest Rate | 2.75% | |||||||
Revolving Credit Facility | Maximum | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument | ||||||||
Debt instrument variable rate floor percent determined option one | 1% | |||||||
Revolving Credit Facility | Senior Secured Revolving Credit Facility | ||||||||
Debt Instrument | ||||||||
Debt Instrument, maturity year | 2026 | |||||||
Credit Facility, maximum borrowing capacity | $ 175,000,000 | |||||||
Term Loan Facility | Senior Secured Tranche B Term Loan | ||||||||
Debt Instrument | ||||||||
Debt Instrument, maturity year | 2028 | |||||||
Credit Facility, maximum borrowing capacity | $ 1,000,000,000 | |||||||
[1] Includes amortization of deferred financing costs and debt discount. |
Per Share Data - Computation of
Per Share Data - Computation of Basic and Diluted Earnings (Net Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Numerator: | ||||
Net income (loss) | $ 23,269 | $ 50,828 | $ (324,633) | $ (67,851) |
Denominator: | ||||
Weighted average shares of common stock outstanding | 79,483 | 78,007 | 79,345 | 74,302 |
Effect of dilutive common stock equivalents | 342 | 584 | ||
Weighted average diluted common shares outstanding | 79,825 | 78,591 | 79,345 | 74,302 |
Earnings (net loss) per share | ||||
Basic | $ 0.29 | $ 0.65 | $ (4.09) | $ (0.91) |
Diluted | $ 0.29 | $ 0.65 | $ (4.09) | $ (0.91) |
Per Share Data - Additional Inf
Per Share Data - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive common stock equivalents excluded from the calculation of diluted earnings (net loss) per share | 9,420 | 9,068 | 9,312 | 9,485 |
Taxes - Additional Information
Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Income Taxes [Line Items] | ||||
Effective tax rate | (213.00%) | (1740.00%) | (13.90%) | (40.40%) |
Income tax out-of-period adjustment | $ 2,900 | $ 2,900 | ||
Foreign | ||||
Income Taxes [Line Items] | ||||
Tax expense from change in valuation allowance | $ 2,181 | $ 2,181 | ||
Organization for Economic Cooperation and Development Global Tax Reform Initiative | ||||
Income Taxes [Line Items] | ||||
Percentage of global minimum tax | 15% |
Derivative Instruments and He_3
Derivative Instruments and Hedging - Additional Information (Detail) - Interest Rate Swaps - USD ($) | Mar. 31, 2021 | Apr. 02, 2020 | Jun. 07, 2019 | Jun. 11, 2018 | Jun. 29, 2024 | Dec. 30, 2023 |
Derivative | ||||||
Cumulative gain for qualifying hedges reported as a component of accumulated other comprehensive loss net of tax | $ 0 | $ 2,716,000 | ||||
Cumulative gain for qualifying hedges reported as a component of accumulated other comprehensive loss before tax | 3,474,000 | |||||
2018 Swap | ||||||
Derivative | ||||||
Forward-starting interest rate swap, effective date | Apr. 02, 2020 | |||||
Forward starting interest rate swap, termination date | Mar. 31, 2024 | |||||
Derivative interest rate swap percentage | 3.1513% | |||||
2019 Swap | ||||||
Derivative | ||||||
Forward-starting interest rate swap, effective date | Apr. 02, 2020 | |||||
Forward starting interest rate swap, termination date | Mar. 31, 2024 | |||||
Derivative interest rate swap percentage | 1.9645% | |||||
Cash Flow Hedging | ||||||
Derivative | ||||||
Notional amount | $ 0 | $ 500,000,000 | ||||
Cash Flow Hedging | 2018 Swap | ||||||
Derivative | ||||||
Notional amount | $ 250,000,000 | $ 500,000,000 | $ 500,000,000 | |||
Forward-starting interest rate swap, effective date | Mar. 31, 2021 | Apr. 02, 2020 | ||||
Cash Flow Hedging | 2019 Swap | ||||||
Derivative | ||||||
Notional amount | $ 250,000,000 |
Derivative Instruments and He_4
Derivative Instruments and Hedging - Aggregate Fair Value of Derivative Financial Instruments by Balance Sheet Classification and Location (Detail) $ in Thousands | Dec. 30, 2023 USD ($) |
Derivative [Line Items] | |
Derivative assets | $ 3,555 |
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Assets |
Interest Rate Swaps | |
Derivative [Line Items] | |
Derivative assets, current | $ 3,555 |
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid Expense and Other Assets, Current |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Jun. 29, 2024 | Dec. 30, 2023 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt outstanding amount | $ 1,428,553,000 | $ 1,426,464,000 |
Fair value of long-term debt | 581,635,000 | 996,429,000 |
Fair value assets, transfer between level 1 to level 2 | 0 | 0 |
Fair value liabilities, transfer between level 1 to level 2 | 0 | 0 |
Fair value assets, transfer between level 2 to level 1 | 0 | 0 |
Fair value liabilities, transfer between level 2 to level 1 | 0 | 0 |
Revolving Credit Facility | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of long-term debt | 0 | 0 |
Debt outstanding amount | $ 0 | $ 0 |
Fair Value Measurements - Aggre
Fair Value Measurements - Aggregate Fair Value of Derivative Financial Instruments (Detail) - Fair Value, Measurements, Recurring - Interest Rate Swaps $ in Thousands | Dec. 30, 2023 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |
Interest rate swaps current asset | $ 3,555 |
Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |
Interest rate swaps current asset | $ 3,555 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss by Component (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Other comprehensive (loss) income before reclassifications, net of tax | [1] | $ (3,436) | $ 2,266 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | (2,659) | (4,325) |
Net current period other comprehensive (loss) income | [1] | (6,095) | (2,059) |
Gain on Qualifying Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning balance | [1] | 2,716 | 10,723 |
Other comprehensive (loss) income before reclassifications, net of tax | [1] | (57) | 1,569 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | (2,659) | (4,325) |
Net current period other comprehensive (loss) income | [1] | (2,716) | (2,756) |
Ending balance | [1] | 7,967 | |
Loss on Foreign Currency Translation | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning balance | [1] | (14,016) | (16,193) |
Other comprehensive (loss) income before reclassifications, net of tax | [1] | (3,379) | 697 |
Net current period other comprehensive (loss) income | [1] | (3,379) | 697 |
Ending balance | [1] | (17,395) | (15,496) |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning balance | [1] | (11,300) | (5,470) |
Ending balance | [1] | $ (17,395) | $ (7,529) |
[1] Amounts in parentheses indicate debits See separate table below for details about these reclassifications |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reclassifications out of Accumulated Other Comprehensive Loss (Detail) - Interest Rate Contracts - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | ||
Interest Expense | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
Gain on Qualifying Hedges | [1] | $ 3,190 | $ 3,545 | $ 5,768 |
Income (Loss) Before Income Taxes | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
Gain on Qualifying Hedges | [1] | 3,190 | 3,545 | 5,768 |
(Benefit From) Provision For Income Taxes | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
Gain on Qualifying Hedges | [1] | (798) | (886) | (1,443) |
Net Income (Loss) | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
Gain on Qualifying Hedges | [1] | $ 2,392 | $ 2,659 | $ 4,325 |
[1] Amounts in parentheses indicate debits to profit/loss |
Related Party - Additional Info
Related Party - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Oct. 18, 2015 | Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Dec. 30, 2023 | |
Related Party Transaction [Line Items] | ||||||
Initial agreement term | 5 years | |||||
Services provided by related party | $ 47,665,000 | $ 65,744,000 | $ 106,647,000 | $ 125,604,000 | ||
Ms. Winfrey And Her Related Entities | Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Services provided by related party | 105,000 | $ 87,000 | 107,000 | $ 322,000 | ||
Accounts payable to related party | $ 0 | $ 0 | $ 0 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | 18 Months Ended | 21 Months Ended | 27 Months Ended | |
Jun. 29, 2024 | Jun. 29, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | Jun. 29, 2024 | Jun. 29, 2024 | Jun. 29, 2024 | |
2023 Plan | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 1,910 | $ 7,403 | $ 53,743 | $ 13,608 | |||
2023 Plan | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 74,754 | ||||||
2023 Plan | Other Cash Restructuring Charges | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 2,158 | ||||||
2023 Plan | Non-cash Restructuring Charges | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | 6,662 | ||||||
2023 Plan | Real Estate Restructuring | Lease Termination Costs | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 12,768 | ||||||
2023 Plan | Real Estate Restructuring | Employee Termination Benefit Costs | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | 9,753 | ||||||
2023 Plan | Organizational Restructuring | Employee Termination Benefit Costs | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 43,413 | ||||||
2022 Plan | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 27,181 | ||||||
2022 Plan | Cumulative Amount Incurred | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring charges | $ 28,629 |
Restructuring - Components of R
Restructuring - Components of Restructuring Charges (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 29, 2024 | Jun. 29, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | |
2023 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | $ 1,883 | $ 7,378 | $ 47,106 | $ 13,608 |
Non-cash restructuring charges | 27 | 25 | 6,637 | |
Total restructuring charges | 1,910 | 7,403 | 53,743 | 13,608 |
2023 Plan | Other Cash Restructuring Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | 308 | 581 | 1,577 | |
2023 Plan | Accelerated Depreciation And Amortization Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Non-cash restructuring charges | 6,831 | |||
2023 Plan | Other Non-cash Restructuring Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Non-cash restructuring charges | (194) | |||
2023 Plan | Real Estate Restructuring | Lease Termination Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | (156) | 12,924 | ||
2023 Plan | Real Estate Restructuring | Employee Termination Benefit Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | (102) | 2,277 | 5,678 | 1,798 |
2023 Plan | Organizational Restructuring | Employee Termination Benefit Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | $ 1,677 | $ 4,676 | $ 26,927 | 11,810 |
2022 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | 22,589 | |||
Non-cash restructuring charges | 4,592 | |||
Total restructuring charges | 27,181 | |||
2022 Plan | Lease Termination Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | 2,424 | |||
2022 Plan | Employee Termination Benefit Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | 19,170 | |||
2022 Plan | Other Cash Restructuring Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash restructuring charges | 995 | |||
2022 Plan | Lease Impairments | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Non-cash restructuring charges | 2,680 | |||
2022 Plan | Accelerated Depreciation And Amortization Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Non-cash restructuring charges | 1,453 | |||
2022 Plan | Other Non-cash Restructuring Charges | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Non-cash restructuring charges | $ 459 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Charges (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 29, 2024 | Jun. 29, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | |
2023 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | $ 1,910 | $ 7,403 | $ 53,743 | $ 13,608 |
2023 Plan | Cost of Revenues | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | (102) | 2,328 | 21,116 | 1,798 |
2023 Plan | Selling, General and Administrative Expenses | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | $ 2,012 | $ 5,075 | $ 32,627 | 11,810 |
2022 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | 27,181 | |||
2022 Plan | Cost of Revenues | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | 6,476 | |||
2022 Plan | Selling, General and Administrative Expenses | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | $ 20,705 |
Restructuring - Schedule of R_2
Restructuring - Schedule of Restructuring-related Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | 18 Months Ended | |
Jun. 29, 2024 | Jun. 29, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | Jun. 29, 2024 | |
2023 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 1,910 | $ 7,403 | $ 53,743 | $ 13,608 | |
2023 Plan | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 26,758 | 13,608 | $ 13,608 | ||
Restructuring charges | 5,232 | 47,106 | |||
Payments | (12,716) | (33,956) | |||
Change in estimate | 2,146 | ||||
Ending Balance | 21,420 | 21,420 | 26,758 | 13,608 | 21,420 |
2023 Plan | Other Cash Restructuring Charges | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 344 | ||||
Restructuring charges | 581 | 1,577 | |||
Payments | (698) | (1,233) | |||
Ending Balance | 227 | 227 | 344 | 227 | |
2023 Plan | Real Estate Restructuring | Lease Termination Costs | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 156 | ||||
Restructuring charges | 12,924 | ||||
Payments | (12,768) | ||||
Change in estimate | (156) | ||||
Ending Balance | 156 | ||||
2023 Plan | Real Estate Restructuring | Employee Termination Benefit Costs | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 2,663 | 1,798 | 1,798 | ||
Restructuring charges | 2,327 | 5,678 | |||
Payments | (453) | (4,813) | |||
Change in estimate | (50) | ||||
Ending Balance | 4,487 | 4,487 | 2,663 | 1,798 | 4,487 |
2023 Plan | Organizational Restructuring | Employee Termination Benefit Costs | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 23,595 | 11,810 | 11,810 | ||
Restructuring charges | 2,324 | 26,927 | |||
Payments | (11,565) | (15,142) | |||
Change in estimate | 2,352 | ||||
Ending Balance | 16,706 | 16,706 | 23,595 | 11,810 | 16,706 |
2022 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 27,181 | ||||
2022 Plan | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 941 | 9,803 | 9,803 | ||
Restructuring charges | 22,589 | ||||
Payments | (734) | (9,997) | (12,786) | ||
Change in estimate | 313 | 1,135 | |||
Ending Balance | 520 | 520 | 941 | 9,803 | 520 |
2022 Plan | Lease Termination Costs | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 547 | 547 | |||
Restructuring charges | 2,424 | ||||
Payments | (122) | (1,877) | |||
Change in estimate | (425) | ||||
Ending Balance | 547 | ||||
2022 Plan | Employee Termination Benefit Costs | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 941 | 8,261 | 8,261 | ||
Restructuring charges | 19,170 | ||||
Payments | (734) | (8,880) | (10,909) | ||
Change in estimate | 313 | 1,560 | |||
Ending Balance | $ 520 | $ 520 | 941 | 8,261 | 520 |
2022 Plan | Other Cash Restructuring Charges | Cash Restructuring-Related Liabilities Roll-Forward | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Beginning Balance | 995 | $ 995 | |||
Restructuring charges | 995 | ||||
Payments | $ (995) | ||||
Ending Balance | $ 995 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - Subsequent Event - 2024 Restructuring Plan - Employee Termination Benefit Costs $ in Thousands | Jul. 27, 2024 USD ($) |
Minimum | |
Subsequent Event [Line Items] | |
Restructuring charges | $ 12,000 |
Maximum | |
Subsequent Event [Line Items] | |
Restructuring charges | $ 15,000 |