Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 28, 2013 | Oct. 31, 2013 | |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 28-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'WTW | ' |
Entity Registrant Name | 'WEIGHT WATCHERS INTERNATIONAL INC | ' |
Entity Central Index Key | '0000105319 | ' |
Current Fiscal Year End Date | '--12-28 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 56,398,333 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 28, 2013 | Dec. 29, 2012 | ||
In Thousands, unless otherwise specified | ||||
CURRENT ASSETS | ' | ' | ||
Cash and cash equivalents | $181,255 | $70,215 | ||
Receivables (net of allowances: September 28, 2013 - $3,185 and December 29, 2012 - $3,447) | 34,312 | 37,363 | ||
Inventories (net of allowances: September 28, 2013 - $5,486 and December 29, 2012 - $5,469) | 33,562 | 46,846 | ||
Prepaid income taxes | 4,842 | 6,087 | ||
Deferred income taxes | 21,617 | 21,757 | ||
Prepaid expenses and other current assets | 28,824 | 35,699 | ||
TOTAL CURRENT ASSETS | 304,412 | 217,967 | ||
Property and equipment, net | 89,353 | 71,768 | ||
Franchise rights acquired | 841,433 | 787,007 | ||
Goodwill | 75,924 | 59,414 | ||
Trademarks and other intangible assets, net | 50,174 | 52,480 | ||
Deferred financing costs, net | 44,003 | 26,571 | ||
Other noncurrent assets | 2,937 | 3,400 | ||
TOTAL ASSETS | 1,408,236 | 1,218,607 | ||
CURRENT LIABILITIES | ' | ' | ||
Portion of long-term debt due within one year | 24,000 | 114,695 | ||
Accounts payable | 40,910 | 49,349 | ||
Dividend payable | 10,028 | 289 | ||
Derivative payable | 18,036 | 13,871 | ||
Accrued marketing and advertising | 17,010 | 27,437 | ||
Other accrued liabilities | 155,056 | 154,785 | ||
Income taxes payable | 27,122 | 1,268 | ||
Deferred revenue | 92,016 | 86,161 | ||
TOTAL CURRENT LIABILITIES | 384,178 | 447,855 | ||
Long-term debt | 2,370,000 | 2,291,669 | ||
Deferred income taxes | 146,204 | 129,431 | ||
Other | 17,248 | 15,111 | ||
TOTAL LIABILITIES | 2,917,630 | 2,884,066 | ||
TOTAL DEFICIT | ' | ' | ||
Common stock, $0 par value; 1,000,000 shares authorized; 111,988 shares issued | 0 | 0 | ||
Treasury stock, at cost, 55,592 shares at September 28, 2013 and 56,234 shares at December 29, 2012 | -3,257,555 | -3,281,831 | ||
Retained earnings | 1,742,505 | 1,603,513 | ||
Accumulated other comprehensive income | 5,656 | [1] | 12,859 | [1] |
TOTAL DEFICIT | -1,509,394 | -1,665,459 | ||
TOTAL LIABILITIES AND TOTAL DEFICIT | $1,408,236 | $1,218,607 | ||
[1] | Amounts in parentheses indicate debits |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, except Per Share data, unless otherwise specified | ||
Receivables, allowances | $3,185 | $3,447 |
Inventories, allowances | $5,486 | $5,469 |
Common stock, par value | $0 | $0 |
Common stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, shares issued | 111,988 | 111,988 |
Treasury stock, shares | 55,592 | 56,234 |
CONSOLIDATED_STATEMENTS_OF_NET
CONSOLIDATED STATEMENTS OF NET INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Meeting fees, net | $198,661 | $223,209 | $665,811 | $724,215 |
Product sales and other, net | 69,696 | 83,157 | 269,322 | 307,899 |
Internet revenues | 125,541 | 124,244 | 410,822 | 386,783 |
Revenues, net | 393,898 | 430,610 | 1,345,955 | 1,418,897 |
Cost of meetings, products and other | 146,497 | 159,056 | 503,340 | 533,469 |
Cost of Internet revenues | 17,442 | 15,721 | 54,262 | 47,706 |
Cost of revenues | 163,939 | 174,777 | 557,602 | 581,175 |
Gross profit | 229,959 | 255,833 | 788,353 | 837,722 |
Marketing expenses | 46,359 | 65,886 | 230,830 | 279,981 |
Selling, general and administrative expenses | 59,080 | 57,963 | 175,908 | 169,475 |
Operating income | 124,520 | 131,984 | 381,615 | 388,266 |
Interest expense | 26,892 | 23,225 | 76,298 | 60,149 |
Other (income) expense, net | -352 | -756 | 802 | 2,531 |
Early extinguishment of debt | 0 | 0 | 21,685 | 1,328 |
Income before income taxes | 97,980 | 109,515 | 282,830 | 324,258 |
Provision for income taxes | 37,722 | 42,151 | 108,903 | 124,827 |
Net income | $60,258 | $67,364 | $173,927 | $199,431 |
Earnings per share | ' | ' | ' | ' |
Basic | $1.07 | $1.21 | $3.10 | $3.23 |
Diluted | $1.07 | $1.20 | $3.09 | $3.19 |
Weighted average common shares outstanding | ' | ' | ' | ' |
Basic | 56,321 | 55,635 | 56,056 | 61,828 |
Diluted | 56,504 | 56,122 | 56,348 | 62,486 |
Dividends declared per common share | $0.18 | $0.18 | $0.53 | $0.53 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | |
Net income | $60,258 | $67,364 | $173,927 | $199,431 | |
Other comprehensive income: | ' | ' | ' | ' | |
Foreign currency translation adjustments | 3,486 | 2,038 | -4,727 | 1,669 | |
Income tax effect on foreign currency translation adjustments | -1,360 | -795 | 1,824 | -651 | |
Foreign currency translation adjustments, net of taxes | 2,126 | 1,243 | -2,903 | 1,018 | |
Changes in loss on derivatives | -12,132 | 1,913 | -7,049 | 7,977 | |
Income tax effect on changes in loss on derivatives | 4,732 | -746 | 2,749 | -3,111 | |
Changes in loss on derivatives, net of taxes | -7,400 | 1,167 | -4,300 | 4,866 | |
Net current period other comprehensive income (loss) | -5,274 | 2,410 | -7,203 | [1] | 5,884 |
Comprehensive income | $54,984 | $69,774 | $166,724 | $205,315 | |
[1] | Amounts in parentheses indicate debits |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 |
Operating activities: | ' | ' |
Net income | $173,927 | $199,431 |
Adjustments to reconcile net income to cash provided by operating activities: | ' | ' |
Depreciation and amortization | 33,115 | 26,681 |
Amortization of deferred financing costs | 5,715 | 5,178 |
Share-based compensation expense | 2,515 | 5,905 |
Deferred tax provision | 21,516 | 22,621 |
Allowance for doubtful accounts | -64 | -430 |
Reserve for inventory obsolescence, other | 7,358 | 8,245 |
Foreign currency exchange rate loss (gain) | 837 | -189 |
Loss on disposal of assets | 1,390 | 574 |
Loss on investment | 0 | 2,697 |
Early extinguishment of debt | 21,685 | 1,328 |
Changes in cash due to: | ' | ' |
Receivables | 2,841 | 8,291 |
Inventories | 7,240 | 6,710 |
Prepaid expenses | 7,243 | 2,834 |
Accounts payable | -8,105 | -10,173 |
UK self-employment liability | -7,272 | -30,018 |
Accrued liabilities | 5,520 | 19,374 |
Deferred revenue | 5,280 | 19,870 |
Income taxes | 20,696 | 2,014 |
Cash provided by operating activities | 301,437 | 290,943 |
Investing activities: | ' | ' |
Capital expenditures | -37,656 | -35,585 |
Capitalized software expenditures | -15,686 | -18,955 |
Cash paid for acquisitions | -78,354 | -17,000 |
Other items, net | 270 | -81 |
Cash used for investing activities | -131,426 | -71,621 |
Financing activities: | ' | ' |
Proceeds from new term loans | 2,400,000 | 1,449,397 |
Payments on long-term debt | -2,412,364 | -86,603 |
Payment of dividends | -19,701 | -32,465 |
Payments to acquire treasury stock | 0 | -1,504,208 |
Deferred financing costs | -44,817 | -25,542 |
Proceeds from stock options exercised | 15,655 | 10,863 |
Tax benefit of restricted stock units vested and stock options exercised | 2,128 | 3,021 |
Cash used for financing activities | -59,099 | -185,537 |
Effect of exchange rate changes on cash and cash equivalents and other | 128 | 625 |
Net increase in cash and cash equivalents | 111,040 | 34,410 |
Cash and cash equivalents, beginning of period | 70,215 | 53,199 |
Cash and cash equivalents, end of period | $181,255 | $87,609 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended | |
Sep. 28, 2013 | ||
Basis of Presentation | ' | |
1 | Basis of Presentation | |
The accompanying consolidated financial statements include the accounts of Weight Watchers International, Inc. and all of its subsidiaries. The term “Company” as used throughout these notes is used to indicate Weight Watchers International, Inc. and all of its businesses consolidated for purposes of its financial statements. The term “WWI” as used throughout these notes is used to indicate Weight Watchers International, Inc. and all of the Company’s businesses other than WW.com. The term “WW.com” as used throughout these notes is used to indicate WeightWatchers.com, Inc. and all of the Company’s Internet-based businesses. | ||
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include amounts that are based on management’s best estimates and judgments. While all available information has been considered, actual amounts could differ from those estimates. The consolidated financial statements are unaudited 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. | ||
These statements should be read in conjunction with the Company’s Annual Report on Form 10-K for fiscal 2012, which includes additional information about the Company, its results of operations, its financial position and its cash flows. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | |
Sep. 28, 2013 | ||
Summary of Significant Accounting Policies | ' | |
2 | Summary of Significant Accounting Policies | |
Recently Issued Accounting Pronouncements: | ||
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued updated guidance on the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance requires companies to present either parenthetically on the face of the financial statements or in the notes, significant amounts reclassified from each component of accumulated other comprehensive income and the income statement line items affected by the reclassification. An entity would not need to show the income statement line item affected for certain components that are not required to be reclassified in their entirety to net income. This guidance is effective for annual periods, and interim periods within those periods, beginning after December 15, 2012. The Company adopted the provisions of this guidance in the first quarter of fiscal 2013, and such adoption did not affect the consolidated financial position, results of operations or cash flows of the Company. | ||
Reclassification: | ||
Certain prior year amounts have been reclassified to conform to the current period presentation. | ||
Revisions: | ||
As disclosed in the Company’s Annual Report on Form 10-K for fiscal 2012, prior to fiscal year ended December 29, 2012, the Company had included certain amounts due from third-party credit card companies within accounts receivable and other amounts within cash. The consolidated statement of cash flows for the nine months ended September 29, 2012 has been corrected to consistently include all such amounts within cash. The result of the revision on the previously reported amounts was to increase cash provided by operating activities by $1,288 and increase cash and cash equivalents beginning of period by $5,730. Separately, the Company identified a correction in the statement of cash flows for the nine months ended September 29, 2012 as it relates to foreign currency activity, resulting in a reclassification between accrued liabilities and effect of exchange rate changes on cash and cash equivalents and other in the amount of $11,510, which decreased cash provided by operating activities by a corresponding amount. These adjustments were not considered to be material individually or in the aggregate to previously issued financial statements. However, because of the significance of these adjustments, the Company revised its consolidated statement of cash flows for the nine months ended September 29, 2012. These revisions had no impact on the consolidated balance sheets, consolidated statements of income or consolidated statements of comprehensive income included in this report. | ||
For a discussion of the Company’s other significant accounting policies, see “Summary of Significant Accounting Policies” in the Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for fiscal 2012. |
Acquisitions_of_Franchisees
Acquisitions of Franchisees | 9 Months Ended | |
Sep. 28, 2013 | ||
Acquisitions of Franchisees | ' | |
3 | Acquisitions of Franchisees | |
The acquisitions of franchisees have been accounted for under the purchase method of accounting and, accordingly, earnings of acquired franchisees have been included in the consolidated operating results of the Company since the applicable date of acquisition. During the third and fourth quarters of fiscal 2012 and the first nine months of fiscal 2013, the Company acquired certain assets of its franchisees as outlined below. | ||
The acquisitions resulted in goodwill related to, among other things, expected synergies in operations. The Company expects that the majority of goodwill recorded in connection with the below acquisitions will be deductible for tax purposes. The effect of these franchise acquisitions was not material to the Company’s consolidated financial position, results of operations, or operating cash flows in the periods presented. | ||
On September 10, 2012, the Company acquired substantially all of the assets of its Southeastern Ontario and Ottawa, Canada franchisee, Slengora Limited, for a net purchase price of $16,755 plus assumed liabilities of $245. The total purchase price has been allocated to franchise rights acquired ($9,871), goodwill ($6,779), customer relationship value ($180), fixed assets ($81), inventory ($66) and prepaid expenses ($23). | ||
On November 2, 2012, the Company acquired substantially all of the assets of its Adirondacks franchisee, Weight Watchers of the Adirondacks, Inc., for a purchase price of $3,400. The total purchase price has been allocated to franchise rights acquired ($2,216), goodwill ($1,156), customer relationship value ($37), inventory ($29) and prepaid expenses ($10) offset by deferred revenue of $48. | ||
On December 20, 2012, the Company acquired substantially all of the assets of its Memphis, Tennessee franchisee, Weight Watchers of the Mid-South, Inc., for a purchase price of $10,000. The total purchase price has been allocated to franchise rights acquired ($8,396), goodwill ($1,461), customer relationship value ($209), inventory ($35), receivables ($9) and fixed assets ($4) offset by deferred revenue of $114. | ||
On March 4, 2013, the Company acquired substantially all of the assets of its Alberta and Saskatchewan, Canada franchisees, Weight Watchers of Alberta Ltd. and Weight Watchers of Saskatchewan Ltd., for an aggregate purchase price of $35,000. The total purchase price has been allocated to franchise rights acquired ($30,633), goodwill ($4,626), customer relationship value ($473), inventory ($218), fixed assets ($182) and prepaid expenses ($3) offset by deferred revenue of $1,135. | ||
On July 15, 2013, the Company acquired substantially all of the assets of its West Virginia franchisee, Weight Watchers of West Virginia, Inc., for a net purchase price of $16,028 less assumed assets, plus assumed liabilities, net of $28. The total purchase price has been preliminarily allocated to franchise rights acquired ($9,938), goodwill ($5,400), customer relationship value ($453) and fixed assets ($209). | ||
On July 22, 2013, the Company acquired substantially all of the assets of its Columbus, Ohio franchisee, Weight Watchers of Columbus, Inc., for a net purchase price of $23,357 plus assumed liabilities of $143 and its Reno, Nevada franchisee, Weight Watchers of Northern Nevada, Inc., for a net purchase price of $3,969 plus assumed liabilities of $31. The aggregate total purchase price has been preliminarily allocated to franchise rights acquired ($19,419), goodwill ($6,833), customer relationship value ($568), fixed assets ($363), inventory ($316) and prepaid expenses ($1). | ||
After the end of the Company’s third quarter of fiscal 2013, on October 28, 2013, the Company acquired substantially all of the assets of its Manitoba, Canada franchisee, Weight Watchers of Manitoba Ltd., for a net purchase price of $5,197 plus assumed liabilities of $28, and its Franklin and St. Lawrence Counties, New York franchisee, Weight Watchers of Franklin and St. Lawrence Counties Inc., for a net purchase price of $274 plus assumed liabilities of $1. Due to the timing of these acquisitions, the Company has not yet completed the respective purchase price allocations. The Company anticipates that, consistent with the above acquisitions, the purchase price for these acquisitions will be allocated primarily to franchise rights acquired and goodwill. |
Franchise_Rights_Acquired_Good
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Franchise Rights Acquired, Goodwill and Other Intangible Assets | ' | ||||||||||||||||
4 | Franchise Rights Acquired, Goodwill and Other Intangible Assets | ||||||||||||||||
Franchise rights acquired are due to acquisitions of the Company’s franchised territories. The franchise rights acquired allocated to the WW.com reporting segment relate to the acquisition of franchise promotion agreements and other factors associated with the acquired franchise territories. For the nine months ended September 28, 2013, the change in the carrying value of franchise rights acquired is due to the Company’s acquisitions of certain of its franchisees during fiscal 2013, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||
WWI | WW.com | ||||||||||||||||
Segment | Segment | Total | |||||||||||||||
Balance as of December 29, 2012 | $ | 777,826 | $ | 9,181 | $ | 787,007 | |||||||||||
Franchise rights acquired during the period | 30,867 | 29,123 | 59,990 | ||||||||||||||
Effect of exchange rate changes | (5,257 | ) | (307 | ) | (5,564 | ) | |||||||||||
Balance as of September 28, 2013 | $ | 803,436 | $ | 37,997 | $ | 841,433 | |||||||||||
Goodwill is due to the acquisition of the Company by H.J. Heinz Company (“Heinz”) in 1978, the acquisition of WW.com in 2005 and the acquisitions of the Company’s franchised territories. For the nine months ended September 28, 2013, the change in the carrying amount of goodwill is due to the Company’s acquisitions of certain of its franchisees during fiscal 2013, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||
WWI | WW.com | ||||||||||||||||
Segment | Segment | Total | |||||||||||||||
Balance as of December 29, 2012 | $ | 28,721 | $ | 30,693 | $ | 59,414 | |||||||||||
Goodwill acquired during the period | 9,556 | 7,303 | 16,859 | ||||||||||||||
Effect of exchange rate changes | (200 | ) | (149 | ) | (349 | ) | |||||||||||
Balance as of September 28, 2013 | $ | 38,077 | $ | 37,847 | $ | 75,924 | |||||||||||
Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $6,413 and $18,076 for the three and nine months ended September 28, 2013, respectively. Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $4,323 and $12,791 for the three and nine months ended September 29, 2012, respectively. | |||||||||||||||||
The carrying amount of finite-lived intangible assets as of September 28, 2013 and December 29, 2012 was as follows: | |||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||
Gross | Gross | ||||||||||||||||
Carrying | Accumulated | Carrying | Accumulated | ||||||||||||||
Amount | Amortization | Amount | Amortization | ||||||||||||||
Capitalized software costs | $ | 89,972 | $ | 63,252 | $ | 86,857 | $ | 54,134 | |||||||||
Trademarks | 10,623 | 9,880 | 10,342 | 9,615 | |||||||||||||
Website development costs | 68,048 | 45,637 | 57,042 | 38,357 | |||||||||||||
Other | 7,025 | 6,725 | 7,034 | 6,689 | |||||||||||||
$ | 175,668 | $ | 125,494 | $ | 161,275 | $ | 108,795 | ||||||||||
Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years is as follows: | |||||||||||||||||
Remainder of fiscal 2013 | $ | 5,557 | |||||||||||||||
Fiscal 2014 | $ | 21,477 | |||||||||||||||
Fiscal 2015 | $ | 15,295 | |||||||||||||||
Fiscal 2016 | $ | 6,206 | |||||||||||||||
Fiscal 2017 and thereafter | $ | 1,639 |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Long-Term Debt | ' | ||||||||||||||||
5 | Long-Term Debt | ||||||||||||||||
The components of the Company’s long-term debt are as follows: | |||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||
Effective | Effective | ||||||||||||||||
Balance | Rate | Balance | Rate | ||||||||||||||
Revolving Facility due April 2, 2018 | $ | 0 | 0 | % | $ | 0 | 0 | % | |||||||||
Tranche B-1 Term Facility due April 2, 2016 | 299,250 | 2.99 | % | 0 | 0 | % | |||||||||||
Tranche B-2 Term Facility due April 2, 2020 | 2,094,750 | 3.75 | % | 0 | 0 | % | |||||||||||
Revolver A-1 due June 30, 2014 | 0 | 0 | % | 6,374 | 3.12 | % | |||||||||||
Revolver A-2 due March 15, 2017 | 0 | 0 | % | 23,626 | 2.56 | % | |||||||||||
Term A-1 Loan due January 26, 2013 | 0 | 0 | % | 38,226 | 1.53 | % | |||||||||||
Term B Loan due January 26, 2014 | 0 | 0 | % | 129,445 | 1.9 | % | |||||||||||
Term C Loan due June 30, 2015 | 0 | 0 | % | 113,808 | 2.72 | % | |||||||||||
Term D Loan due June 30, 2016 | 0 | 0 | % | 118,217 | 2.77 | % | |||||||||||
Term E Loan due March 15, 2017 | 0 | 0 | % | 1,154,651 | 2.53 | % | |||||||||||
Term F Loan due March 15, 2019 | 0 | 0 | % | 822,017 | 3.92 | % | |||||||||||
Total Debt | 2,394,000 | 3.43 | % | 2,406,364 | 2.91 | % | |||||||||||
Less Current Portion | 24,000 | 114,695 | |||||||||||||||
Total Long-Term Debt | $ | 2,370,000 | $ | 2,291,669 | |||||||||||||
The Company’s credit facilities at the end of the first quarter of fiscal 2013 consisted of the following term loan facilities and revolving credit facilities: a tranche A-1 loan (“Term A-1 Loan”), a tranche B loan (“Term B Loan”), a tranche C loan (“Term C Loan”), a tranche D loan (“Term D Loan”), a tranche E loan (“Term E Loan”), a tranche F loan (“Term F Loan”), revolving credit facility A-1 (“Revolver A-1” ) and revolving credit facility A-2 (“Revolver A-2”). | |||||||||||||||||
On April 2, 2013, the Company refinanced its credit facilities pursuant to a Credit Agreement (the “New Credit Agreement”) among the Company, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and an issuing bank, The Bank of Nova Scotia, as revolving agent, swingline lender and an issuing bank, and the other parties thereto. The New Credit Agreement provides for (a) a revolving credit facility (including swing line loans and letters of credit) in an initial aggregate principal amount of $250,000 that will mature on April 2, 2018 (the “Revolving Facility”), (b) an initial term B-1 loan credit facility in an aggregate principal amount of $300,000 that will mature on April 2, 2016 (the “Tranche B-1 Term Facility”) and (c) an initial term B-2 loan credit facility in an aggregate principal amount of $2,100,000 that will mature on April 2, 2020 (the “Tranche B-2 Term Facility”, and together with the Tranche B-1 Term Facility, the “Term Facilities”; the Term Facilities and Revolving Facility collectively, the “WWI Credit Facility”). In connection with this refinancing, the Company used the proceeds from borrowings under the Term Facilities to pay off a total of $2,399,904 of outstanding loans, consisting of $128,759 of Term B Loans, $110,602 of Term C Loans, $117,612 of Term D Loans, $1,125,044 of Term E Loans, $817,887 of Term F Loans, $21,247 of loans under the Revolver A-1 and $78,753 of loans under the Revolver A-2. Following the refinancing of a total of $2,399,904 of loans, at April 2, 2013, the Company had $2,400,000 debt outstanding under the Term Facilities and $248,848 of availability under the Revolving Facility. The Company incurred fees of approximately $45,000 during the second quarter of fiscal 2013 in connection with this refinancing. In the second quarter of fiscal 2013, the Company wrote-off fees associated with this refinancing which resulted in the Company recording a charge of $21,685 in early extinguishment of debt. | |||||||||||||||||
At September 28, 2013, the Company had $2,394,000 outstanding under the WWI Credit Facility, consisting entirely of term loans and there were no loans outstanding under the Revolving Facility. In addition, at September 28, 2013, the Revolving Facility had $1,152 in issued but undrawn letters of credit outstanding thereunder and $248,848 in available unused commitments thereunder. The proceeds from borrowings under the Revolving Facility (including swing line loans and letters of credit) will be used for working capital and general corporate purposes. | |||||||||||||||||
Borrowings under the New Credit Agreement bear interest at a rate equal to, at the Company’s option, LIBOR plus an applicable margin or a base rate plus an applicable margin. LIBOR under the Tranche B-2 Term Facility is subject to a minimum interest rate of 0.75% and the base rate under the Tranche B-2 Term Facility is subject to a minimum interest rate of 1.75%. The applicable margin relating to both of the Term Facilities will increase by 25 basis points in the event that the Company receives a corporate rating of BB- (or lower) from S&P and a corporate rating of Ba3 (or lower) from Moody’s. The applicable margin relating to the Revolving Facility will fluctuate depending upon the Company’s total leverage ratio. At September 28, 2013, borrowings under the Tranche B-1 Term Facility bore interest at LIBOR plus an applicable margin of 2.75% and borrowings under the Tranche B-2 Term Facility bore interest at LIBOR plus an applicable margin of 3.00%. At the Company’s total leverage ratio as of September 28, 2013, had there been any borrowings under the Revolving Facility, it would have borne interest at LIBOR plus an applicable margin of 2.25% or base rate plus an applicable margin of 1.25%. On a quarterly basis, the Company will pay a commitment fee to the lenders under the Revolving Facility in respect of unutilized commitments thereunder, which commitment fee will fluctuate depending upon the Company’s total leverage ratio. At the Company’s total leverage ratio as of September 28, 2013, the commitment fee was 0.40% per annum. The Company also will pay customary letter of credit fees and fronting fees under the Revolving Facility. | |||||||||||||||||
The New Credit Agreement contains customary covenants including covenants that, in certain circumstances, restrict the Company’s ability to incur additional indebtedness, pay dividends on and redeem capital stock, make other payments, including investments, sell its assets and enter into consolidations, mergers and transfers of all or substantially all of its assets. The Revolving Facility also requires the Company to maintain the Consolidated Leverage Ratio (as defined in the New Credit Agreement), but only if borrowings under the Revolving Facility exceed 20.0% of revolving commitments. The Term Facilities do not require the Company to maintain any financial ratios. The WWI Credit Facility is guaranteed by certain of the Company’s existing and future subsidiaries. Substantially all of the Company’s assets secure the WWI Credit Facility. | |||||||||||||||||
At September 28, 2013 and December 29, 2012, the Company’s debt consisted entirely of variable-rate instruments. Interest rate swaps were entered into to hedge a portion of the cash flow exposure associated with the Company’s variable-rate borrowings. The average interest rate on the Company’s debt, exclusive of the impact of swaps, was approximately 3.65% and 2.99% per annum at September 28, 2013 and December 29, 2012, respectively. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Earnings Per Share | ' | ||||||||||||||||
6 | Earnings Per Share | ||||||||||||||||
Basic earnings per share (“EPS”) are calculated utilizing the weighted average number of common shares outstanding during the periods presented. Diluted EPS 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 EPS: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 28, | September 29, | September 28, | September 29, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 60,258 | $ | 67,364 | $ | 173,927 | $ | 199,431 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares of common stock outstanding | 56,321 | 55,635 | 56,056 | 61,828 | |||||||||||||
Effect of dilutive common stock equivalents | 183 | 487 | 292 | 658 | |||||||||||||
Weighted average diluted common shares outstanding | 56,504 | 56,122 | 56,348 | 62,486 | |||||||||||||
Earnings per share | |||||||||||||||||
Basic | $ | 1.07 | $ | 1.21 | $ | 3.1 | $ | 3.23 | |||||||||
Diluted | $ | 1.07 | $ | 1.2 | $ | 3.09 | $ | 3.19 | |||||||||
The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted EPS was 1,355 and 766 for the three months ended September 28, 2013 and September 29, 2012, respectively, and 1,294 and 462 for the nine months ended September 28, 2013 and September 29, 2012, respectively. |
Stock_Plans
Stock Plans | 9 Months Ended | |
Sep. 28, 2013 | ||
Stock Plans | ' | |
7 | Stock Plans | |
On May 6, 2008 and May 12, 2004, respectively, the Company’s shareholders approved the 2008 Stock Incentive Plan (the “2008 Plan”) and the 2004 Stock Incentive Plan (the “2004 Plan” and together with the 2008 Plan, the “Stock Plans”). These plans are designed to promote the long-term financial interests and growth of the Company by attracting, motivating and retaining employees with the ability to contribute to the success of the business and to align compensation for the Company’s employees over a multi-year period directly with the interests of the shareholders of the Company. The Company’s Board of Directors or a committee thereof administers the Stock Plans. |
Income_Taxes
Income Taxes | 9 Months Ended | |
Sep. 28, 2013 | ||
Income Taxes | ' | |
8 | Income Taxes | |
The effective tax rate for both the three months and nine months ended September 28, 2013 and September 29, 2012 was 38.5%. For both the three and nine months ended September 28, 2013 and September 29, 2012, the primary differences between the US federal statutory tax rate and the Company’s consolidated effective tax rate were state income taxes and increases in valuation allowances, offset by lower rates in certain foreign jurisdictions. |
Legal
Legal | 9 Months Ended | |
Sep. 28, 2013 | ||
Legal | ' | |
9 | Legal | |
Due to the nature of the Company’s activities, it is also, at times, subject to pending and threatened legal actions that arise out of the ordinary course of business. In the opinion of management, based in part upon advice of legal counsel, the disposition of any such matters is not expected to have a material effect on the Company’s results of operations, financial condition or cash flows. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging | 9 Months Ended | |
Sep. 28, 2013 | ||
Derivative Instruments and Hedging | ' | |
10 | Derivative Instruments and Hedging | |
As of September 28, 2013 and September 29, 2012, the Company had in effect an interest rate swap with a notional amount totaling $467,500 and $640,500, respectively. In January 2009, the Company entered into this forward-starting interest rate swap with an effective date of January 4, 2010 and a termination date of January 27, 2014. During the remaining term of this forward-starting interest rate swap, the notional amount will fluctuate, but will be no higher than the amount outstanding as of the end of the third quarter of fiscal 2013. The initial notional amount of this swap was $425,000 and the highest notional amount since its effective date was $755,000. Effective April 2, 2013, due to the Company’s debt refinancing, the Company ceased the application of hedge accounting for this swap. Accordingly, changes in the fair value of this swap have been recorded in earnings subsequent to April 2, 2013 and were immaterial for the three and nine months ended September 28, 2013. | ||
On July 26, 2013, in order to hedge an additional portion of its variable rate debt, the Company entered into a forward-starting interest rate swap with an effective date of March 31, 2014 and a termination date of April 2, 2020. The initial notional amount of this swap is $1,500,000. During the term of this swap, the notional amount will decrease and the highest notional amount will be $1,500,000. This swap qualifies for hedge accounting and, therefore, changes in the fair value of this swap have been recorded in accumulated other comprehensive income (loss). | ||
As of September 28, 2013 and September 29, 2012, cumulative unrealized losses for qualifying hedges were reported as a component of accumulated other comprehensive income in the amounts of $10,902 ($17,873 before taxes) and $8,456 ($13,863 before taxes), respectively. | ||
The Company expects approximately $9,104 ($14,924 before taxes) of derivative losses included in accumulated other comprehensive income at September 28, 2013, based on current market rates, will be reclassified into earnings within the next twelve months. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
11 | 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 and interest rate swap agreements. | |||||||||||||||||
The fair value of the Company’s long-term debt is determined by utilizing average bid prices on or near the end of each fiscal quarter (Level 2 input). As of September 28, 2013 and September 29, 2012, the fair value of the Company’s long-term debt was approximately $2,355,846 and $2,390,017, respectively. | |||||||||||||||||
Derivative Financial Instruments | |||||||||||||||||
The fair values for the Company’s derivative financial instruments are determined using observable current market information such as the prevailing LIBOR interest rate and LIBOR yield curve rates and include consideration of counterparty credit risk. See Note 10 for disclosures related to derivative financial instruments. | |||||||||||||||||
The following table presents the aggregate fair value of the Company’s derivative financial instruments: | |||||||||||||||||
Fair Value Measurements Using: | |||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||
Total | Active Markets | Significant Other | Unobservable | ||||||||||||||
Fair | for Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Interest rate swap asset at September 28, 2013 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | |||||||||
Interest rate swap asset at December 29, 2012 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | |||||||||
Interest rate swap liability at September 28, 2013 | $ | 18,036 | $ | 0 | $ | 18,036 | $ | 0 | |||||||||
Interest rate swap liability at December 29, 2012 | $ | 13,871 | $ | 0 | $ | 13,871 | $ | 0 |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 9 Months Ended | ||||||||||||
Sep. 28, 2013 | |||||||||||||
Accumulated Other Comprehensive Income | ' | ||||||||||||
12 | Accumulated Other Comprehensive Income | ||||||||||||
Amounts reclassified out of accumulated other comprehensive income are as follows: | |||||||||||||
Changes in Accumulated Other Comprehensive Income by Component (a) | |||||||||||||
Nine Months Ended September 28, 2013 | |||||||||||||
Loss on | Foreign | Total | |||||||||||
Qualifying | Currency | ||||||||||||
Hedges | Translation | ||||||||||||
Adjustments | |||||||||||||
Beginning Balance at December 29, 2012 | $ | (6,602 | ) | $ | 19,461 | $ | 12,859 | ||||||
Other comprehensive loss before reclassifications, net of tax | (8,922 | ) | (2,903 | ) | (11,825 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 4,622 | 0 | 4,622 | ||||||||||
Net current period other comprehensive loss | (4,300 | ) | (2,903 | ) | (7,203 | ) | |||||||
Ending Balance at September 28, 2013 | $ | (10,902 | ) | $ | 16,558 | $ | 5,656 | ||||||
(a) | Amounts in parentheses indicate debits | ||||||||||||
(b) | See separate table below for details about these reclassifications | ||||||||||||
Reclassifications out of Accumulated Other Comprehensive Income (a) | |||||||||||||
Amounts Reclassified from | |||||||||||||
Accumulated Other Comprehensive | |||||||||||||
Income | |||||||||||||
Details about Other | Three Months | Nine Months | Affected Line Item in the | ||||||||||
Comprehensive Income | Ended | Ended | Statement Where Net Income is | ||||||||||
Components | September 28, | September 28, | Presented | ||||||||||
2013 | 2013 | ||||||||||||
Loss on Qualifying Hedges | |||||||||||||
Interest rate contracts | $ | (2,460 | ) | $ | (7,577 | ) | Interest expense | ||||||
(2,460 | ) | (7,577 | ) | Income before income taxes | |||||||||
960 | 2,955 | Provision for income taxes | |||||||||||
$ | (1,500 | ) | $ | (4,622 | ) | Net income | |||||||
(a) Amounts in parentheses indicate debits to profit / loss |
Segment_Data
Segment Data | 9 Months Ended | ||||||||||||
Sep. 28, 2013 | |||||||||||||
Segment Data | ' | ||||||||||||
13 | Segment Data | ||||||||||||
The Company has two reportable segments: WWI and WW.com. WWI has multiple operating segments which have been aggregated into one reportable segment. WWI and WW.com are two separate and distinct businesses for which discrete financial information is available. This discrete financial information is maintained and managed separately and is reviewed regularly by the chief operating decision maker. | |||||||||||||
Information about the Company’s reportable segments is as follows: | |||||||||||||
Three Months Ended September 28, 2013 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 267,327 | $ | 126,571 | $ | 393,898 | |||||||
Depreciation and amortization | $ | 10,739 | $ | 2,815 | $ | 13,554 | |||||||
Operating income | $ | 41,919 | $ | 82,601 | $ | 124,520 | |||||||
Interest expense | 26,892 | ||||||||||||
Other income, net | (352 | ) | |||||||||||
Provision for taxes | 37,722 | ||||||||||||
Net income | $ | 60,258 | |||||||||||
Three Months Ended September 29, 2012 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 305,657 | $ | 124,953 | $ | 430,610 | |||||||
Depreciation and amortization | $ | 8,660 | $ | 2,363 | $ | 11,023 | |||||||
Operating income | $ | 60,476 | $ | 71,508 | $ | 131,984 | |||||||
Interest expense | 23,225 | ||||||||||||
Other income, net | (756 | ) | |||||||||||
Provision for taxes | 42,151 | ||||||||||||
Net income | $ | 67,364 | |||||||||||
Nine Months Ended September 28, 2013 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 931,437 | $ | 414,518 | $ | 1,345,955 | |||||||
Depreciation and amortization | $ | 30,543 | $ | 8,287 | $ | 38,830 | |||||||
Operating income | $ | 143,500 | $ | 238,115 | $ | 381,615 | |||||||
Interest expense | 76,298 | ||||||||||||
Other expense, net | 802 | ||||||||||||
Early extinguishment of debt | 21,685 | ||||||||||||
Provision for taxes | 108,903 | ||||||||||||
Net income | $ | 173,927 | |||||||||||
Nine Months Ended September 29, 2012 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 1,029,524 | $ | 389,373 | $ | 1,418,897 | |||||||
Depreciation and amortization | $ | 24,597 | $ | 7,262 | $ | 31,859 | |||||||
Operating income | $ | 199,461 | $ | 188,805 | $ | 388,266 | |||||||
Interest expense | 60,149 | ||||||||||||
Other expense, net | 2,531 | ||||||||||||
Early extinguishment of debt | 1,328 | ||||||||||||
Provision for taxes | 124,827 | ||||||||||||
Net income | $ | 199,431 | |||||||||||
There has not been a material change in total assets from the Company’s Annual Report on Form 10-K for fiscal 2012. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 28, 2013 | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements: | |
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued updated guidance on the reporting of amounts reclassified out of accumulated other comprehensive income. This guidance requires companies to present either parenthetically on the face of the financial statements or in the notes, significant amounts reclassified from each component of accumulated other comprehensive income and the income statement line items affected by the reclassification. An entity would not need to show the income statement line item affected for certain components that are not required to be reclassified in their entirety to net income. This guidance is effective for annual periods, and interim periods within those periods, beginning after December 15, 2012. The Company adopted the provisions of this guidance in the first quarter of fiscal 2013, and such adoption did not affect the consolidated financial position, results of operations or cash flows of the Company. | |
Reclassification | ' |
Reclassification: | |
Certain prior year amounts have been reclassified to conform to the current period presentation. |
Franchise_Rights_Acquired_Good1
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Changes in Carrying Value of Franchise Rights Acquired | ' | ||||||||||||||||
For the nine months ended September 28, 2013, the change in the carrying value of franchise rights acquired is due to the Company’s acquisitions of certain of its franchisees during fiscal 2013, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||
WWI | WW.com | ||||||||||||||||
Segment | Segment | Total | |||||||||||||||
Balance as of December 29, 2012 | $ | 777,826 | $ | 9,181 | $ | 787,007 | |||||||||||
Franchise rights acquired during the period | 30,867 | 29,123 | 59,990 | ||||||||||||||
Effect of exchange rate changes | (5,257 | ) | (307 | ) | (5,564 | ) | |||||||||||
Balance as of September 28, 2013 | $ | 803,436 | $ | 37,997 | $ | 841,433 | |||||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||
For the nine months ended September 28, 2013, the change in the carrying amount of goodwill is due to the Company’s acquisitions of certain of its franchisees during fiscal 2013, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||
WWI | WW.com | ||||||||||||||||
Segment | Segment | Total | |||||||||||||||
Balance as of December 29, 2012 | $ | 28,721 | $ | 30,693 | $ | 59,414 | |||||||||||
Goodwill acquired during the period | 9,556 | 7,303 | 16,859 | ||||||||||||||
Effect of exchange rate changes | (200 | ) | (149 | ) | (349 | ) | |||||||||||
Balance as of September 28, 2013 | $ | 38,077 | $ | 37,847 | $ | 75,924 | |||||||||||
Schedule of Finite-Lived Intangible Assets by Major Class | ' | ||||||||||||||||
The carrying amount of finite-lived intangible assets as of September 28, 2013 and December 29, 2012 was as follows: | |||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||
Gross | Gross | ||||||||||||||||
Carrying | Accumulated | Carrying | Accumulated | ||||||||||||||
Amount | Amortization | Amount | Amortization | ||||||||||||||
Capitalized software costs | $ | 89,972 | $ | 63,252 | $ | 86,857 | $ | 54,134 | |||||||||
Trademarks | 10,623 | 9,880 | 10,342 | 9,615 | |||||||||||||
Website development costs | 68,048 | 45,637 | 57,042 | 38,357 | |||||||||||||
Other | 7,025 | 6,725 | 7,034 | 6,689 | |||||||||||||
$ | 175,668 | $ | 125,494 | $ | 161,275 | $ | 108,795 | ||||||||||
Schedule of Expected Amortization Expense | ' | ||||||||||||||||
Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years is as follows: | |||||||||||||||||
Remainder of fiscal 2013 | $ | 5,557 | |||||||||||||||
Fiscal 2014 | $ | 21,477 | |||||||||||||||
Fiscal 2015 | $ | 15,295 | |||||||||||||||
Fiscal 2016 | $ | 6,206 | |||||||||||||||
Fiscal 2017 and thereafter | $ | 1,639 |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Schedule of Long-term Debt Instruments | ' | ||||||||||||||||
The components of the Company’s long-term debt are as follows: | |||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||
Effective | Effective | ||||||||||||||||
Balance | Rate | Balance | Rate | ||||||||||||||
Revolving Facility due April 2, 2018 | $ | 0 | 0 | % | $ | 0 | 0 | % | |||||||||
Tranche B-1 Term Facility due April 2, 2016 | 299,250 | 2.99 | % | 0 | 0 | % | |||||||||||
Tranche B-2 Term Facility due April 2, 2020 | 2,094,750 | 3.75 | % | 0 | 0 | % | |||||||||||
Revolver A-1 due June 30, 2014 | 0 | 0 | % | 6,374 | 3.12 | % | |||||||||||
Revolver A-2 due March 15, 2017 | 0 | 0 | % | 23,626 | 2.56 | % | |||||||||||
Term A-1 Loan due January 26, 2013 | 0 | 0 | % | 38,226 | 1.53 | % | |||||||||||
Term B Loan due January 26, 2014 | 0 | 0 | % | 129,445 | 1.9 | % | |||||||||||
Term C Loan due June 30, 2015 | 0 | 0 | % | 113,808 | 2.72 | % | |||||||||||
Term D Loan due June 30, 2016 | 0 | 0 | % | 118,217 | 2.77 | % | |||||||||||
Term E Loan due March 15, 2017 | 0 | 0 | % | 1,154,651 | 2.53 | % | |||||||||||
Term F Loan due March 15, 2019 | 0 | 0 | % | 822,017 | 3.92 | % | |||||||||||
Total Debt | 2,394,000 | 3.43 | % | 2,406,364 | 2.91 | % | |||||||||||
Less Current Portion | 24,000 | 114,695 | |||||||||||||||
Total Long-Term Debt | $ | 2,370,000 | $ | 2,291,669 | |||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||||||||||||||||
The following table sets forth the computation of basic and diluted EPS: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 28, | September 29, | September 28, | September 29, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 60,258 | $ | 67,364 | $ | 173,927 | $ | 199,431 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares of common stock outstanding | 56,321 | 55,635 | 56,056 | 61,828 | |||||||||||||
Effect of dilutive common stock equivalents | 183 | 487 | 292 | 658 | |||||||||||||
Weighted average diluted common shares outstanding | 56,504 | 56,122 | 56,348 | 62,486 | |||||||||||||
Earnings per share | |||||||||||||||||
Basic | $ | 1.07 | $ | 1.21 | $ | 3.1 | $ | 3.23 | |||||||||
Diluted | $ | 1.07 | $ | 1.2 | $ | 3.09 | $ | 3.19 | |||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
Fair Value, Assets Measured on Recurring Basis | ' | ||||||||||||||||
The following table presents the aggregate fair value of the Company’s derivative financial instruments: | |||||||||||||||||
Fair Value Measurements Using: | |||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||
Total | Active Markets | Significant Other | Unobservable | ||||||||||||||
Fair | for Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Interest rate swap asset at September 28, 2013 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | |||||||||
Interest rate swap asset at December 29, 2012 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | |||||||||
Interest rate swap liability at September 28, 2013 | $ | 18,036 | $ | 0 | $ | 18,036 | $ | 0 | |||||||||
Interest rate swap liability at December 29, 2012 | $ | 13,871 | $ | 0 | $ | 13,871 | $ | 0 |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 9 Months Ended | ||||||||||||
Sep. 28, 2013 | |||||||||||||
Changes in Accumulated Other Comprehensive Income by Component | ' | ||||||||||||
Changes in Accumulated Other Comprehensive Income by Component (a) | |||||||||||||
Nine Months Ended September 28, 2013 | |||||||||||||
Loss on | Foreign | Total | |||||||||||
Qualifying | Currency | ||||||||||||
Hedges | Translation | ||||||||||||
Adjustments | |||||||||||||
Beginning Balance at December 29, 2012 | $ | (6,602 | ) | $ | 19,461 | $ | 12,859 | ||||||
Other comprehensive loss before reclassifications, net of tax | (8,922 | ) | (2,903 | ) | (11,825 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 4,622 | 0 | 4,622 | ||||||||||
Net current period other comprehensive loss | (4,300 | ) | (2,903 | ) | (7,203 | ) | |||||||
Ending Balance at September 28, 2013 | $ | (10,902 | ) | $ | 16,558 | $ | 5,656 | ||||||
(a) | Amounts in parentheses indicate debits | ||||||||||||
(b) | See separate table below for details about these reclassifications | ||||||||||||
Reclassifications out of Accumulated Other Comprehensive Income | ' | ||||||||||||
Reclassifications out of Accumulated Other Comprehensive Income (a) | |||||||||||||
Amounts Reclassified from | |||||||||||||
Accumulated Other Comprehensive | |||||||||||||
Income | |||||||||||||
Details about Other | Three Months | Nine Months | Affected Line Item in the | ||||||||||
Comprehensive Income | Ended | Ended | Statement Where Net Income is | ||||||||||
Components | September 28, | September 28, | Presented | ||||||||||
2013 | 2013 | ||||||||||||
Loss on Qualifying Hedges | |||||||||||||
Interest rate contracts | $ | (2,460 | ) | $ | (7,577 | ) | Interest expense | ||||||
(2,460 | ) | (7,577 | ) | Income before income taxes | |||||||||
960 | 2,955 | Provision for income taxes | |||||||||||
$ | (1,500 | ) | $ | (4,622 | ) | Net income | |||||||
(a) Amounts in parentheses indicate debits to profit / loss |
Segment_Data_Tables
Segment Data (Tables) | 9 Months Ended | ||||||||||||
Sep. 28, 2013 | |||||||||||||
Schedule of Segment Reporting Information, by Segment | ' | ||||||||||||
Information about the Company’s reportable segments is as follows: | |||||||||||||
Three Months Ended September 28, 2013 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 267,327 | $ | 126,571 | $ | 393,898 | |||||||
Depreciation and amortization | $ | 10,739 | $ | 2,815 | $ | 13,554 | |||||||
Operating income | $ | 41,919 | $ | 82,601 | $ | 124,520 | |||||||
Interest expense | 26,892 | ||||||||||||
Other income, net | (352 | ) | |||||||||||
Provision for taxes | 37,722 | ||||||||||||
Net income | $ | 60,258 | |||||||||||
Three Months Ended September 29, 2012 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 305,657 | $ | 124,953 | $ | 430,610 | |||||||
Depreciation and amortization | $ | 8,660 | $ | 2,363 | $ | 11,023 | |||||||
Operating income | $ | 60,476 | $ | 71,508 | $ | 131,984 | |||||||
Interest expense | 23,225 | ||||||||||||
Other income, net | (756 | ) | |||||||||||
Provision for taxes | 42,151 | ||||||||||||
Net income | $ | 67,364 | |||||||||||
Nine Months Ended September 28, 2013 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 931,437 | $ | 414,518 | $ | 1,345,955 | |||||||
Depreciation and amortization | $ | 30,543 | $ | 8,287 | $ | 38,830 | |||||||
Operating income | $ | 143,500 | $ | 238,115 | $ | 381,615 | |||||||
Interest expense | 76,298 | ||||||||||||
Other expense, net | 802 | ||||||||||||
Early extinguishment of debt | 21,685 | ||||||||||||
Provision for taxes | 108,903 | ||||||||||||
Net income | $ | 173,927 | |||||||||||
Nine Months Ended September 29, 2012 | |||||||||||||
WWI | WW.com | Consolidated | |||||||||||
Total revenue | $ | 1,029,524 | $ | 389,373 | $ | 1,418,897 | |||||||
Depreciation and amortization | $ | 24,597 | $ | 7,262 | $ | 31,859 | |||||||
Operating income | $ | 199,461 | $ | 188,805 | $ | 388,266 | |||||||
Interest expense | 60,149 | ||||||||||||
Other expense, net | 2,531 | ||||||||||||
Early extinguishment of debt | 1,328 | ||||||||||||
Provision for taxes | 124,827 | ||||||||||||
Net income | $ | 199,431 | |||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 29, 2012 |
Cash provided by operating activities | ' |
Organization and Summary of Significant Accounting Policies Disclosure [Line Items] | ' |
Statement Adjustment | $1,288 |
Cash provided by operating activities | Foreign Currency | ' |
Organization and Summary of Significant Accounting Policies Disclosure [Line Items] | ' |
Statement Adjustment | 11,510 |
Cash and cash equivalents | ' |
Organization and Summary of Significant Accounting Policies Disclosure [Line Items] | ' |
Statement Adjustment | $5,730 |
Acquisitions_of_Franchisees_Ad
Acquisitions of Franchisees - Additional Information (Detail) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 | Sep. 10, 2012 | Sep. 10, 2012 | Sep. 10, 2012 | Nov. 02, 2012 | Nov. 02, 2012 | Nov. 02, 2012 | Dec. 20, 2012 | Dec. 20, 2012 | Dec. 20, 2012 | Mar. 04, 2013 | Mar. 04, 2013 | Mar. 04, 2013 | Mar. 04, 2013 | Jul. 15, 2013 | Jul. 15, 2013 | Jul. 15, 2013 | Jul. 15, 2013 | Jul. 22, 2013 | Jul. 22, 2013 | Jul. 22, 2013 | Jul. 22, 2013 | Jul. 22, 2013 | Oct. 28, 2013 | Oct. 28, 2013 |
In Thousands, unless otherwise specified | Slengora Limited | Slengora Limited | Slengora Limited | Adirondacks Inc | Adirondacks Inc | Adirondacks Inc | Mid South Inc | Mid South Inc | Mid South Inc | Alberta Ltd and Saskatchewan Ltd | Alberta Ltd and Saskatchewan Ltd | Alberta Ltd and Saskatchewan Ltd | Alberta Ltd and Saskatchewan Ltd | West Virginia, Inc. | West Virginia, Inc. | West Virginia, Inc. | West Virginia, Inc. | Columbus, Inc. | Northern Nevada, Inc. | Columbus, Inc. and Northern Nevada, Inc. | Columbus, Inc. and Northern Nevada, Inc. | Columbus, Inc. and Northern Nevada, Inc. | Manitoba Ltd | Franklin and St Lawrence Counties Inc | ||
Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Preliminary Allocation | Subsequent Event | Subsequent Event | ||||||||||
Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | |||||||||||||||||||||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, net purchase price | ' | ' | $16,755 | ' | ' | $3,400 | ' | ' | $10,000 | ' | ' | $35,000 | ' | ' | ' | $16,028 | ' | ' | ' | $23,357 | $3,969 | ' | ' | ' | $5,197 | $274 |
Business acquisition, assumed liabilities | ' | ' | 245 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 143 | 31 | ' | ' | ' | 28 | 1 |
Business acquisition, purchase price allocation, intangible assets | ' | ' | ' | 180 | 9,871 | ' | 37 | 2,216 | ' | 209 | 8,396 | ' | ' | 473 | 30,633 | ' | ' | 453 | 9,938 | ' | ' | ' | 568 | 19,419 | ' | ' |
Business acquisition, purchase price allocation, goodwill | 75,924 | 59,414 | 6,779 | ' | ' | 1,156 | ' | ' | 1,461 | ' | ' | ' | 4,626 | ' | ' | ' | 5,400 | ' | ' | ' | ' | 6,833 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, inventory | ' | ' | 66 | ' | ' | 29 | ' | ' | 35 | ' | ' | ' | 218 | ' | ' | ' | ' | ' | ' | ' | ' | 316 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, fixed assets | ' | ' | 81 | ' | ' | ' | ' | ' | 4 | ' | ' | ' | 182 | ' | ' | ' | 209 | ' | ' | ' | ' | 363 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, prepaid expenses and other current assets | ' | ' | 23 | ' | ' | 10 | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, deferred revenue | ' | ' | ' | ' | ' | 48 | ' | ' | 114 | ' | ' | ' | 1,135 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, purchase price allocation, receivables | ' | ' | ' | ' | ' | ' | ' | ' | 9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, assets and liabilities assumed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Changes_in_Carrying_Value_of_F
Changes in Carrying Value of Franchise Rights Acquired (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 28, 2013 |
Franchise Rights Acquired [Line Items] | ' |
Beginning balance | $787,007 |
Franchise rights acquired during the period | 59,990 |
Effect of exchange rate changes | -5,564 |
Ending balance | 841,433 |
WWI | ' |
Franchise Rights Acquired [Line Items] | ' |
Beginning balance | 777,826 |
Franchise rights acquired during the period | 30,867 |
Effect of exchange rate changes | -5,257 |
Ending balance | 803,436 |
WW.com | ' |
Franchise Rights Acquired [Line Items] | ' |
Beginning balance | 9,181 |
Franchise rights acquired during the period | 29,123 |
Effect of exchange rate changes | -307 |
Ending balance | $37,997 |
Changes_in_Carrying_Amount_of_
Changes in Carrying Amount of Goodwill (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 28, 2013 |
Goodwill [Line Items] | ' |
Beginning balance | $59,414 |
Goodwill acquired during the period | 16,859 |
Effect of exchange rate changes | -349 |
Ending balance | 75,924 |
WWI | ' |
Goodwill [Line Items] | ' |
Beginning balance | 28,721 |
Goodwill acquired during the period | 9,556 |
Effect of exchange rate changes | -200 |
Ending balance | 38,077 |
WW.com | ' |
Goodwill [Line Items] | ' |
Beginning balance | 30,693 |
Goodwill acquired during the period | 7,303 |
Effect of exchange rate changes | -149 |
Ending balance | $37,847 |
Franchise_Rights_Acquired_Good2
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Goodwill and Intangible Assets Disclosure | ' | ' | ' | ' |
Finite-lived intangible assets, aggregate amortization expense | $6,413 | $4,323 | $18,076 | $12,791 |
Carrying_Amount_of_FiniteLived
Carrying Amount of Finite-Lived Intangible Assets (Detail) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | $175,668 | $161,275 |
Accumulated Amortization | 125,494 | 108,795 |
Capitalized software costs | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 89,972 | 86,857 |
Accumulated Amortization | 63,252 | 54,134 |
Trademarks | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 10,623 | 10,342 |
Accumulated Amortization | 9,880 | 9,615 |
Website development costs | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 68,048 | 57,042 |
Accumulated Amortization | 45,637 | 38,357 |
Other | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 7,025 | 7,034 |
Accumulated Amortization | $6,725 | $6,689 |
Estimated_Amortization_Expense
Estimated Amortization Expense of Existing Finite-Lived Intangible Assets (Detail) (USD $) | Sep. 28, 2013 |
In Thousands, unless otherwise specified | |
Expected Amortization Expense | ' |
Remainder of fiscal 2013 | $5,557 |
Fiscal 2014 | 21,477 |
Fiscal 2015 | 15,295 |
Fiscal 2016 | 6,206 |
Fiscal 2017 and thereafter | $1,639 |
Components_of_LongTerm_Debt_De
Components of Long-Term Debt (Detail) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument | ' | ' |
Total Debt | $2,394,000 | $2,406,364 |
Less Current Portion | 24,000 | 114,695 |
Effective Interest Rate | 3.43% | 2.91% |
Total Long-Term Debt | 2,370,000 | 2,291,669 |
Revolving Facility due April 2, 2018 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 0 |
Effective Interest Rate | 0.00% | 0.00% |
Tranche B-1 Term Facility due April 2, 2016 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 299,250 | 0 |
Effective Interest Rate | 2.99% | 0.00% |
Tranche B-2 Term Facility due April 2, 2020 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 2,094,750 | 0 |
Effective Interest Rate | 3.75% | 0.00% |
Revolver A-1 Loan due June 30, 2014 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 6,374 |
Effective Interest Rate | 0.00% | 3.12% |
Revolver A-2 Loan due March 15, 2017 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 23,626 |
Effective Interest Rate | 0.00% | 2.56% |
Term A-1 Loan due January 26, 2013 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 38,226 |
Effective Interest Rate | 0.00% | 1.53% |
Term B Loan due January 26, 2014 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 129,445 |
Effective Interest Rate | 0.00% | 1.90% |
Term C Loan due June 30, 2015 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 113,808 |
Effective Interest Rate | 0.00% | 2.72% |
Term D Loan due June 30, 2016 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 118,217 |
Effective Interest Rate | 0.00% | 2.77% |
Term E Loan due March 15, 2017 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 1,154,651 |
Effective Interest Rate | 0.00% | 2.53% |
Term F Loan due March 15, 2019 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | $0 | $822,017 |
Effective Interest Rate | 0.00% | 3.92% |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | ||||||||||||||||||
In Thousands, unless otherwise specified | Apr. 30, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 29, 2012 | Apr. 02, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Apr. 02, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Apr. 02, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 02, 2013 | Sep. 28, 2013 |
Tranche B-2 Term Facility due April 2, 2020 | Tranche B-2 Term Facility due April 2, 2020 | Tranche B-2 Term Facility due April 2, 2020 | Tranche B-1 Term Facility due April 2, 2016 | Tranche B-1 Term Facility due April 2, 2016 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Term B Loan due January 26, 2014 | Term C Loan due June 30, 2015 | Term D Loan due June 30, 2016 | Term E Loan due March 15, 2017 | Term F Loan due March 15, 2019 | Revolver A-1 Loan due June 30, 2014 | Revolver A-2 Loan due March 15, 2017 | Term Loan Facility | WWI Credit Facility | ||||||||
London Interbank Offered Rate (LIBOR) | Base Rate Plus | London Interbank Offered Rate (LIBOR) | London Interbank Offered Rate (LIBOR) | Base Rate Plus | |||||||||||||||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
WWI Credit Facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | $2,100,000 | ' | ' | $300,000 | ' | ' | $250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fees incurred in connection with debt refinancing | ' | ' | 45,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments of term loan | 2,399,904 | ' | ' | ' | 2,412,364 | 86,603 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 128,759 | 110,602 | 117,612 | 1,125,044 | 817,887 | 21,247 | 78,753 | ' | ' |
Early extinguishment of debt charge | ' | 0 | 21,685 | 0 | 21,685 | 1,328 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility available amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 248,848 | 248,848 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt outstanding amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,400,000 | ' |
Line of credit facility, aggregate principal amount outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,394,000 |
Line of credit facility, issued but undrawn letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,152 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
WWI Credit Facility, minimum interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 0.75% | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
WWI Credit Facility, additional interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | 2.75% | ' | ' | 2.25% | 1.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional applicable margin in the event the Company receives a corporate rating of BB- from S&P (or lower) and a corporate rating of Ba3 from Moody's (or lower) | ' | 0.25% | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, commitment fee on unused commitments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.40% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit agreement customary covenants, percentage by which borrowings under Revolving Facility to exceed revolving commitments to require maintenance of specified financial ratio | ' | 20.00% | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average interest rate on debt | ' | 3.65% | ' | ' | 3.65% | ' | 2.99% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted EPS (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Numerator: | ' | ' | ' | ' |
Net income | $60,258 | $67,364 | $173,927 | $199,431 |
Denominator: | ' | ' | ' | ' |
Weighted average shares of common stock outstanding | 56,321 | 55,635 | 56,056 | 61,828 |
Effect of dilutive common stock equivalents | 183 | 487 | 292 | 658 |
Weighted average diluted common shares outstanding | 56,504 | 56,122 | 56,348 | 62,486 |
Earnings per share | ' | ' | ' | ' |
Basic | $1.07 | $1.21 | $3.10 | $3.23 |
Diluted | $1.07 | $1.20 | $3.09 | $3.19 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Anti-dilutive common stock equivalents excluded from the calculation of diluted EPS | 1,355 | 766 | 1,294 | 462 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | |
Income Taxes | ' | ' | ' | ' |
Effective income tax rate | 38.50% | 38.50% | 38.50% | 38.50% |
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging - Additional Information (Detail) (USD $) | Sep. 28, 2013 | Jul. 31, 2013 | Jan. 01, 2011 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Jul. 26, 2013 | Sep. 29, 2012 | Jul. 26, 2013 | Jan. 01, 2011 | Jan. 01, 2011 |
In Thousands, unless otherwise specified | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | Interest Rate Swap | |
Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | ||||||
Maximum | Forward starting swaps | Forward starting swaps | |||||||||
Maximum | |||||||||||
Derivative | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amount | ' | ' | ' | ' | ' | $467,500 | $1,500,000 | $640,500 | $1,500,000 | $425,000 | $755,000 |
Forward starting interest rate swap, termination date | ' | 2-Apr-20 | 27-Jan-14 | ' | ' | ' | ' | ' | ' | ' | ' |
Forward-starting interest rate swap, effective date | ' | 31-Mar-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive income/(loss), net of tax | ' | ' | ' | 10,902 | 8,456 | ' | ' | ' | ' | ' | ' |
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive income/(loss), before tax | ' | ' | ' | 17,873 | 13,863 | ' | ' | ' | ' | ' | ' |
Derivative losses included in accumulated other comprehensive income/(loss) that are expected to be reclassified into earnings within the next 12 months, net of tax | 9,104 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative losses included in accumulated other comprehensive income/(loss) that are expected to be reclassified into earnings within the next 12 months, before tax | $14,924 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | Sep. 28, 2013 | Sep. 29, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Measurement Inputs, Disclosure | ' | ' |
Fair value of long-term debt | $2,355,846 | $2,390,017 |
Aggregate_Fair_Value_of_Deriva
Aggregate Fair Value of Derivative Financial Instruments (Detail) (Fair Value, Measurements, Recurring, Interest Rate Swap, USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap asset | $0 | $0 |
Interest rate swap liability | 18,036 | 13,871 |
Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap asset | 0 | 0 |
Interest rate swap liability | 0 | 0 |
Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap asset | 0 | 0 |
Interest rate swap liability | 18,036 | 13,871 |
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap asset | 0 | 0 |
Interest rate swap liability | $0 | $0 |
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Income by Component (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||
Beginning Balance | ' | ' | $12,859 | [1] | ' | |
Other comprehensive loss before reclassifications, net of tax | ' | ' | -11,825 | [1] | ' | |
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 4,622 | [1],[2] | ' | |
Net current period other comprehensive income (loss) | -5,274 | 2,410 | -7,203 | [1] | 5,884 | |
Ending Balance | 5,656 | [1] | ' | 5,656 | [1] | ' |
Loss on Qualifying Hedges | ' | ' | ' | ' | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||
Beginning Balance | ' | ' | -6,602 | [1] | ' | |
Other comprehensive loss before reclassifications, net of tax | ' | ' | -8,922 | [1] | ' | |
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 4,622 | [1],[2] | ' | |
Net current period other comprehensive income (loss) | ' | ' | -4,300 | [1] | ' | |
Ending Balance | -10,902 | [1] | ' | -10,902 | [1] | ' |
Foreign Currency Translation Adjustments | ' | ' | ' | ' | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||
Beginning Balance | ' | ' | 19,461 | [1] | ' | |
Other comprehensive loss before reclassifications, net of tax | ' | ' | -2,903 | [1] | ' | |
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 0 | [1],[2] | ' | |
Net current period other comprehensive income (loss) | ' | ' | -2,903 | [1] | ' | |
Ending Balance | $16,558 | [1] | ' | $16,558 | [1] | ' |
[1] | Amounts in parentheses indicate debits | |||||
[2] | See separate table below for details about these reclassifications |
Reclassifications_out_of_Accum
Reclassifications out of Accumulated Other Comprehensive Income (Detail) (Loss on Qualifying Hedges, Interest Rate Contract, USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 28, 2013 | ||
Loss on Qualifying Hedges | Interest Rate Contract | ' | ' | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ' | ' | ||
Interest expense | ($2,460) | [1] | ($7,577) | [1] |
Income before income taxes | -2,460 | [1] | -7,577 | [1] |
Provision for income taxes | 960 | [1] | 2,955 | [1] |
Net income | ($1,500) | [1] | ($4,622) | [1] |
[1] | Amounts in parentheses indicate debits to profit / loss |
Segment_Data_Additional_Inform
Segment Data - Additional Information (Detail) | 9 Months Ended |
Sep. 28, 2013 | |
Segment | |
Segment Reporting Information | ' |
Number of reportable segments | 2 |
WWI | ' |
Segment Reporting Information | ' |
Number of reportable segments | 1 |
Information_About_Reportable_S
Information About Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Segment Reporting Information | ' | ' | ' | ' | ' |
Total revenue | $393,898 | ' | $430,610 | $1,345,955 | $1,418,897 |
Depreciation and amortization | 13,554 | ' | 11,023 | 38,830 | 31,859 |
Operating income | 124,520 | ' | 131,984 | 381,615 | 388,266 |
Interest expense | 26,892 | ' | 23,225 | 76,298 | 60,149 |
Other (income) expense, net | -352 | ' | -756 | 802 | 2,531 |
Early extinguishment of debt | 0 | 21,685 | 0 | 21,685 | 1,328 |
Provision for taxes | 37,722 | ' | 42,151 | 108,903 | 124,827 |
Net income | 60,258 | ' | 67,364 | 173,927 | 199,431 |
WWI | ' | ' | ' | ' | ' |
Segment Reporting Information | ' | ' | ' | ' | ' |
Total revenue | 267,327 | ' | 305,657 | 931,437 | 1,029,524 |
Depreciation and amortization | 10,739 | ' | 8,660 | 30,543 | 24,597 |
Operating income | 41,919 | ' | 60,476 | 143,500 | 199,461 |
WW.com | ' | ' | ' | ' | ' |
Segment Reporting Information | ' | ' | ' | ' | ' |
Total revenue | 126,571 | ' | 124,953 | 414,518 | 389,373 |
Depreciation and amortization | 2,815 | ' | 2,363 | 8,287 | 7,262 |
Operating income | $82,601 | ' | $71,508 | $238,115 | $188,805 |