Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 28, 2014 | Jul. 31, 2014 | |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 28-Jun-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Trading Symbol | 'WTW | ' |
Entity Registrant Name | 'WEIGHT WATCHERS INTERNATIONAL INC | ' |
Entity Central Index Key | '0000105319 | ' |
Current Fiscal Year End Date | '--01-03 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 56,674,154 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 28, 2014 | Dec. 28, 2013 | ||
In Thousands, unless otherwise specified | ||||
CURRENT ASSETS | ' | ' | ||
Cash and cash equivalents | $276,470 | $174,557 | ||
Receivables (net of allowances: June 28, 2014 - $3,803 and December 28, 2013 - $3,477) | 37,290 | 36,248 | ||
Inventories | 28,509 | 40,939 | ||
Deferred income taxes | 23,010 | 24,457 | ||
Prepaid expenses and other current assets | 34,272 | 39,524 | ||
TOTAL CURRENT ASSETS | 399,551 | 315,725 | ||
Property and equipment, net | 81,092 | 87,052 | ||
Franchise rights acquired | 840,875 | 836,835 | ||
Goodwill | 114,826 | 79,294 | ||
Trademarks and other intangible assets, net | 49,150 | 45,297 | ||
Deferred financing costs, net | 38,129 | 42,046 | ||
Other noncurrent assets | 2,741 | 2,682 | ||
TOTAL ASSETS | 1,526,364 | 1,408,931 | ||
CURRENT LIABILITIES | ' | ' | ||
Portion of long-term debt due within one year | 30,000 | 30,000 | ||
Accounts payable | 37,917 | 45,496 | ||
Derivative payable | 39,304 | 7,578 | ||
Other accrued liabilities | 168,442 | 175,639 | ||
Income taxes payable | 18,951 | 10,777 | ||
Deferred revenue | 91,115 | 76,330 | ||
TOTAL CURRENT LIABILITIES | 385,729 | 345,820 | ||
Long-term debt | 2,346,000 | 2,358,000 | ||
Deferred income taxes | 175,977 | 164,064 | ||
Other | 16,557 | 15,669 | ||
TOTAL LIABILITIES | 2,924,263 | 2,883,553 | ||
Redeemable noncontrolling interests | 6,405 | 0 | ||
TOTAL DEFICIT | ' | ' | ||
Common stock, $0 par value; 1,000,000 shares authorized; 112,195 shares issued | 0 | 0 | ||
Treasury stock, at cost, 55,524 shares at June 28, 2014 and 55,562 shares at December 28, 2013 | -3,254,879 | -3,256,406 | ||
Retained earnings | 1,855,225 | 1,773,267 | ||
Accumulated other comprehensive income | -4,650 | [1] | 8,517 | [1] |
TOTAL DEFICIT | -1,404,304 | -1,474,622 | ||
TOTAL LIABILITIES AND TOTAL DEFICIT | $1,526,364 | $1,408,931 | ||
[1] | Amounts in parentheses indicate debits |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Jun. 28, 2014 | Dec. 28, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Receivables, allowances | $3,803 | $3,477 |
Common stock, par value | $0 | $0 |
Common stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, shares issued | 112,195 | 112,195 |
Treasury stock, shares | 55,524 | 55,562 |
CONSOLIDATED_STATEMENTS_OF_NET
CONSOLIDATED STATEMENTS OF NET INCOME (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Service revenues, net | $318,657 | $372,407 | $635,354 | $743,908 |
Product sales and other, net | 78,890 | 98,481 | 171,551 | 217,770 |
Revenues, net | 397,547 | 470,888 | 806,905 | 961,678 |
Cost of services | 135,345 | 142,631 | 279,954 | 297,301 |
Cost of product sales and other | 36,388 | 44,542 | 78,237 | 97,025 |
Cost of revenues | 171,733 | 187,173 | 358,191 | 394,326 |
Gross profit | 225,814 | 283,715 | 448,714 | 567,352 |
Marketing expenses | 46,231 | 70,750 | 161,566 | 192,951 |
Selling, general and administrative expenses | 65,019 | 58,989 | 121,531 | 117,306 |
Operating income | 114,564 | 153,976 | 165,617 | 257,095 |
Interest expense | 31,191 | 26,856 | 56,453 | 49,406 |
Other expense (income), net | 889 | -142 | 1,159 | 1,154 |
Gain on Brazil acquisition | 0 | 0 | -10,540 | 0 |
Early extinguishment of debt | 0 | 21,685 | 0 | 21,685 |
Income before income taxes | 82,484 | 105,577 | 118,545 | 184,850 |
Provision for income taxes | 28,392 | 40,661 | 42,922 | 71,181 |
Net income | 54,092 | 64,916 | 75,623 | 113,669 |
Net income attributable to the noncontrolling interest | -90 | 0 | -90 | 0 |
Net income attributable to Weight Watchers International, Inc. | $54,002 | $64,916 | $75,533 | $113,669 |
Earnings per share | ' | ' | ' | ' |
Basic | $0.95 | $1.16 | $1.34 | $2.03 |
Diluted | $0.95 | $1.15 | $1.33 | $2.02 |
Weighted average common shares outstanding | ' | ' | ' | ' |
Basic | 56,624 | 56,045 | 56,525 | 55,923 |
Diluted | 56,657 | 56,325 | 56,585 | 56,276 |
Dividends declared per common share | $0 | $0.18 | $0 | $0.35 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 6 Months Ended | ||||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | ||
Net income including noncontrolling interests | $54,092 | $64,916 | $75,623 | $113,669 | ||
Other comprehensive loss: | ' | ' | ' | ' | ||
Foreign currency translation adjustments | 5,360 | -8,190 | 4,060 | -8,213 | ||
Income tax effect on foreign currency translation adjustments | -2,512 | 3,194 | -1,587 | 3,184 | ||
Foreign currency translation adjustments, net of taxes | 2,848 | -4,996 | 2,473 | -5,029 | ||
Changes in loss on derivatives | -12,226 | 2,465 | -25,639 | 5,083 | ||
Income tax effect on changes in loss on derivatives | 4,768 | -962 | 9,999 | -1,983 | ||
Changes in loss on derivatives, net of taxes | -7,458 | 1,503 | -15,640 | 3,100 | ||
Net current period other comprehensive income (loss) | -4,610 | -3,493 | -13,167 | [1] | -1,929 | [1] |
Comprehensive income including noncontrolling interests | 49,482 | 61,423 | 62,456 | 111,740 | ||
Less: Net income attributable to the noncontrolling interest | -90 | 0 | -90 | 0 | ||
Less: Foreign currency translation adjustments, net of taxes attributable to the noncontrolling interest | -11 | 0 | -225 | 0 | ||
Comprehensive income attributable to the noncontrolling interest | -101 | 0 | -315 | 0 | ||
Comprehensive income attributable to Weight Watchers International, Inc. | $49,381 | $61,423 | $62,141 | $111,740 | ||
[1] | Amounts in parentheses indicate debits |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 |
Operating activities: | ' | ' |
Net income | $75,623 | $113,669 |
Adjustments to reconcile net income to cash provided by operating activities: | ' | ' |
Depreciation and amortization | 23,605 | 21,527 |
Amortization of deferred financing costs | 3,917 | 3,749 |
Share-based compensation expense | 4,427 | 2,234 |
Deferred tax provision | 19,909 | 13,874 |
Allowance for doubtful accounts | 224 | -31 |
Reserve for inventory obsolescence | 5,132 | 5,046 |
Foreign currency exchange rate loss | 1,132 | 1,117 |
Loss on disposal of assets | 15 | 1,373 |
Gain on Brazil acquisition | -10,540 | 0 |
Early extinguishment of debt | 0 | 21,685 |
Other items, net | -183 | 0 |
Changes in cash due to: | ' | ' |
Receivables | 173 | -1,190 |
Inventories | 8,436 | 5,733 |
Prepaid expenses | 4,940 | 3,639 |
Accounts payable | -7,824 | -14,321 |
Accrued liabilities | 3,695 | -12,232 |
Deferred revenue | 13,852 | 15,748 |
Income taxes | -1,034 | 3,665 |
Cash provided by operating activities | 145,499 | 178,013 |
Investing activities: | ' | ' |
Capital expenditures | -4,531 | -30,988 |
Capitalized software expenditures | -10,874 | -10,796 |
Cash paid for acquisitions | -16,678 | -35,000 |
Other items, net | 111 | 415 |
Cash used for investing activities | -31,972 | -76,369 |
Financing activities: | ' | ' |
Proceeds from new term loans | 0 | 2,400,000 |
Payments on long-term debt | -12,000 | -2,406,364 |
Payment of dividends | -79 | -9,858 |
Deferred financing costs | 0 | -44,783 |
Proceeds from stock options exercised | 139 | 9,630 |
Tax benefit of restricted stock units vested and stock options exercised | 1 | 1,731 |
Cash used for financing activities | -11,939 | -49,644 |
Effect of exchange rate changes on cash and cash equivalents and other | 325 | -2,238 |
Net increase in cash and cash equivalents | 101,913 | 49,762 |
Cash and cash equivalents, beginning of period | 174,557 | 70,215 |
Cash and cash equivalents, end of period | 276,470 | 119,977 |
United Kingdom | ' | ' |
Changes in cash due to: | ' | ' |
UK self-employment liability | $0 | ($7,272) |
Basis_of_Presentation
Basis of Presentation | 6 Months Ended | ||||||||
Jun. 28, 2014 | |||||||||
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 terms “Company” and “WWI” as used throughout these notes is used to indicate Weight Watchers International, Inc. and all of its operations consolidated for purposes of its financial statements. | |||||||||
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America 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 2013, which includes additional information about the Company, its results of operations, its financial position and its cash flows. | |||||||||
Revisions: | |||||||||
The classification of certain brand marketing funds received from licensees has been revised to reflect them as revenue as opposed to being recorded as an offset to expense, increasing the three and six months ended June 29, 2013 Product sales and other, net, Cost of product sales and other, Gross profit, Marketing expenses and Selling, general and administrative expenses as follows: | |||||||||
June 29, 2013 | |||||||||
Three | Six | ||||||||
Months | Months | ||||||||
Ended | Ended | ||||||||
Product sales and other, net | $ | 5,759 | $ | 9,621 | |||||
Cost of product sales and other | $ | 287 | $ | 662 | |||||
Gross profit | $ | 5,472 | $ | 8,959 | |||||
Marketing expenses | $ | 5,194 | $ | 8,481 | |||||
Selling, general and administrative expenses | $ | 278 | $ | 478 | |||||
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 three and six months ended June 29, 2013 consolidated statements of net income. These revisions had no impact on the consolidated balance sheets, consolidated statements of comprehensive income or consolidated statements of cash flows included in these financial statements. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | |
Jun. 28, 2014 | ||
Summary of Significant Accounting Policies | ' | |
2 | Summary of Significant Accounting Policies | |
Recently Issued Accounting Pronouncements: | ||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued updated guidance on accounting for revenue from contracts with customers. The objective of this guidance is to provide a single, comprehensive revenue recognition model, to remove existing industry specific guidance and to expand qualitative and quantitative disclosures. The core principle of the new standard is for revenue recognition to depict transfer of control to the customer in an amount that reflects consideration to which an entity expects to be entitled. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption not permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on the consolidated financial position, results of operations or cash flows of the Company. | ||
In April 2014, the FASB issued updated guidance on reporting discontinued operations and disclosures of disposals of components of an entity. This guidance raises the threshold for disposal transactions to qualify as discontinued operations and focuses on disposal transactions that represent strategic shifts having a major effect on operations and financial results, requiring additional disclosures and revising balance sheet presentation. This guidance is effective for fiscal years beginning after December 15, 2014, and interim periods within those fiscal years and is not expected to have a material impact to the Company’s financial position, results of operations or cash flows. | ||
Reclassification: | ||
Certain prior year amounts have been reclassified to conform to the current period presentation. With respect to the Company’s previously announced change in segment reporting, segment data for the three and six months ended June 29, 2013 has been revised to reflect the new reportable segment structure. See Note 13 for disclosures related to segments. | ||
In addition, the components of Revenues and Cost of revenues as presented in the Consolidated Statements of Net Income have been reclassified to reflect the integration of the Company’s Internet-based business with its meetings and other businesses. Revenues are comprised of service revenues, which are comprised of meetings fees, Online subscription revenue and eTools subscription revenue, and revenues from product sales and other. Cost of revenues is comprised of cost of services and cost of product sales and other. | ||
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 2013. |
Acquisitions_of_Franchisees_Ad
Acquisitions of Franchisees, Additional Equity Interest in Brazil and Wello | 6 Months Ended | ||||
Jun. 28, 2014 | |||||
Acquisitions of Franchisees, Additional Equity Interest in Brazil and Wello | ' | ||||
3 | Acquisitions of Franchisees, Additional Equity Interest in Brazil and Wello | ||||
Franchisee Acquisitions | |||||
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. Details of these franchise acquisitions are 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 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 allocated to franchise rights acquired ($10,131), goodwill ($5,212), customer relationship value ($448) 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 allocated to franchise rights acquired ($19,643), goodwill ($7,220), customer relationship value ($494), fixed assets ($116) and inventory ($27). | |||||
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. The total purchase price of the Manitoba, Canada franchisee has been allocated to franchise rights acquired ($4,525), goodwill ($449), customer relationship value ($249), inventory ($1) and prepaid expenses ($1). The total purchase price of the Franklin and St. Lawrence Counties, New York franchisee has been allocated to franchise rights acquired ($238), goodwill ($23), customer relationship value ($13) and prepaid expenses ($1). | |||||
Acquisition of Additional Equity Interest in Brazil | |||||
Prior to March 12, 2014, the Company had owned 35% of Vigilantes do Peso Marketing Ltda. (“VPM”), a Brazilian limited liability partnership. On March 12, 2014, the Company acquired an additional 45% equity interest in VPM for a net purchase price of $14,181 less cash acquired of $2,262. VPM was converted into a joint-stock corporation prior to closing and subsequently operates as a subsidiary of the Company with rights to conduct typical business lines. As a result of the acquisition, the Company gained a direct controlling financial interest in VPM and has therefore begun consolidating this entity since the date of acquisition. | |||||
The equity interest held immediately before the acquisition was $12. An implied fair value technique was used to measure acquisition date fair value of the equity interest to be $11,029. As a result of this transaction, the Company adjusted its previously held equity interest to fair value of $11,017 and recorded a charge of $477 associated with the settlement of the royalty-free arrangement of the Brazilian partnership. The net effect of these items resulted in the Company recognizing a gain of $10,540 ($6,429 after-tax or $0.11 per fully diluted share) in the first quarter of fiscal 2014. | |||||
The fair value of the redeemable noncontrolling interests has been preliminarily valued at $6,314. In connection with the acquisition, a call option and a put option were granted related to the 20% interest in VPM not owned by the Company. | |||||
The net purchase price of the Brazil acquisition has been preliminarily allocated as follows: | |||||
Fair value of consideration transferred: | |||||
Net purchase price | $ | 14,181 | |||
Less cash acquired | 2,262 | ||||
Total | 11,919 | ||||
Gain on acquisition | 10,540 | ||||
Redeemable noncontrolling interests | 6,314 | ||||
28,773 | |||||
Identifiable assets acquired and liabilities assumed: | |||||
Franchise rights acquired | 2,000 | ||||
Receivables | 1,139 | ||||
Fixed assets | 575 | ||||
Prepaid expenses | 421 | ||||
Inventory | 287 | ||||
Customer relationship value | 275 | ||||
Other assets | 199 | ||||
Accrued liabilities | (1,063 | ) | |||
Deferred tax on acquired intangibles | (680 | ) | |||
Deferred revenue | (445 | ) | |||
Income taxes payable | (258 | ) | |||
Accounts payable | (91 | ) | |||
Total identifiable net assets | 2,359 | ||||
Goodwill | $ | 26,414 | |||
The acquisition preliminarily resulted in goodwill related to, among other things, expected synergies in operations and the ability of the Company to provide VPM with various intellectual property and technology innovations which will afford additional future opportunities in the meetings and Online businesses within the growing market where VPM operates. The Company does not expect goodwill to be deductible for tax purposes. The amounts are preliminary because the valuations have not been finalized. | |||||
Acquisition of Wello | |||||
On April 16, 2014, the Company acquired Knowplicity, Inc., d/b/a Wello, an online fitness and personal training company for a net purchase price of $9,115 less cash acquired of $11. Payment was in the form of stock issued $4,345 and cash $4,770. The total purchase price of Wello has been preliminarily allocated to goodwill ($7,215), website development ($3,088), prepaid expenses ($4) and fixed assets ($1) offset by deferred tax liabilities ($1,204). As a result of the acquisition, Wello became a wholly owned subsidiary of the Company and the Company began to consolidate the entity since the date of acquisition. | |||||
Goodwill is related to, among other things, expected synergies in operations. The Company does not expect goodwill to be deductible for tax purposes. The amounts are preliminary because the valuations have not been finalized. |
Franchise_Rights_Acquired_Good
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6 Months Ended | ||||||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||||||
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 as well as the acquisition of franchise promotion agreements and other factors associated with the acquired franchise territories. For the six months ended June 28, 2014, the change in the carrying value of franchise rights acquired is due to the VPM acquisition, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||||||
Balance as of December 28, 2013 | $ | 836,835 | |||||||||||||||||||
Franchise rights acquired during the period | 2,000 | ||||||||||||||||||||
Amortization of Brazil franchise rights acquired | (200 | ) | |||||||||||||||||||
Effect of exchange rate changes | 2,240 | ||||||||||||||||||||
Balance as of June 28, 2014 | $ | 840,875 | |||||||||||||||||||
The franchise rights acquired related to the VPM acquisition are being amortized ratably over a 2 year period. | |||||||||||||||||||||
Goodwill primarily relates to the acquisition of the Company by H.J. Heinz Company in 1978, the acquisition of WeightWatchers.com, Inc. in 2005, the acquisitions of the Company’s franchised territories, the acquisition of the majority interest in VPM in the first quarter of fiscal 2014 and the acquisition of Wello in the second quarter of fiscal 2014, as described in Note 3. For the six months ended June 28, 2014, the change in the carrying amount of goodwill is due to the VPM and Wello acquisitions and the effect of exchange rate changes as follows: | |||||||||||||||||||||
North America | UK | CE | Other | Total | |||||||||||||||||
Balance as of December 28, 2013 | $ | 67,699 | $ | 1,530 | $ | 8,345 | $ | 1,720 | $ | 79,294 | |||||||||||
Goodwill acquired during the period | 7,215 | 0 | 0 | 26,414 | 33,629 | ||||||||||||||||
Effect of exchange rate changes | 37 | 0 | 0 | 1,866 | 1,903 | ||||||||||||||||
Balance as of June 28, 2014 | $ | 74,951 | $ | 1,530 | $ | 8,345 | $ | 30,000 | $ | 114,826 | |||||||||||
The carrying amount of finite-lived intangible assets as of June 28, 2014 and December 28, 2013 was as follows: | |||||||||||||||||||||
June 28, 2014 | December 28, 2013 | ||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||
Carrying | Accumulated | Carrying | Accumulated | ||||||||||||||||||
Amount | Amortization | Amount | Amortization | ||||||||||||||||||
Capitalized software costs | $ | 92,987 | $ | 68,567 | $ | 85,095 | $ | 62,418 | |||||||||||||
Website development costs | 75,098 | 54,141 | 69,660 | 48,060 | |||||||||||||||||
Trademarks | 10,774 | 10,090 | 10,691 | 9,955 | |||||||||||||||||
Other | 10,193 | 7,104 | 7,021 | 6,737 | |||||||||||||||||
$ | 189,052 | $ | 139,902 | $ | 172,467 | $ | 127,170 | ||||||||||||||
Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $6,986 and $13,179 for the three and six months ended June 28, 2014, respectively. Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $5,846 and $11,663 for the three and six months ended June 29, 2013, respectively. | |||||||||||||||||||||
Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years is as follows: | |||||||||||||||||||||
Remainder of fiscal 2014 | $ | 14,180 | |||||||||||||||||||
Fiscal 2015 | $ | 19,252 | |||||||||||||||||||
Fiscal 2016 | $ | 10,829 | |||||||||||||||||||
Fiscal 2017 | $ | 4,147 | |||||||||||||||||||
Fiscal 2018 and thereafter | $ | 742 |
LongTerm_Debt
Long-Term Debt | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
Long-Term Debt | ' | ||||||||||||||||
5 | Long-Term Debt | ||||||||||||||||
The components of the Company’s long-term debt are as follows: | |||||||||||||||||
June 28, 2014 | December 28, 2013 | ||||||||||||||||
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 | 297,000 | 3.09 | % | 298,500 | 2.97 | % | |||||||||||
Tranche B-2 Term Facility due April 2, 2020 | 2,079,000 | 3.93 | % | 2,089,500 | 3.75 | % | |||||||||||
Total Debt | 2,376,000 | 3.82 | % | 2,388,000 | 3.49 | % | |||||||||||
Less Current Portion | 30,000 | 30,000 | |||||||||||||||
Total Long-Term Debt | $ | 2,346,000 | $ | 2,358,000 | |||||||||||||
The Company’s credit facilities at the end of the first six months of fiscal 2013 consisted of the following term loan facilities and revolving credit facilities: a tranche 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 $44,817 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 June 28, 2014, the Company had $2,376,000 outstanding under the WWI Credit Facility, consisting entirely of term loans and there were no loans outstanding under the Revolving Facility. In addition, at June 28, 2014, the Revolving Facility had $1,554 in issued but undrawn letters of credit outstanding thereunder and $248,446 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. On February 21, 2014, both S&P and Moody’s issued revised corporate ratings of the Company of B+ and B1, respectively. As a result, effective February 21, 2014, the applicable margin on borrowings under the Tranche B-1 Term Facility went from 2.75% to 3.00% and on borrowings under the Tranche B-2 Term Facility went from 3.00% to 3.25%. The applicable margin relating to the Revolving Facility will fluctuate depending upon the Company’s Consolidated Leverage Ratio (as defined in the New Credit Agreement). At June 28, 2014, borrowings under the Tranche B-1 Term Facility bore interest at LIBOR plus an applicable margin of 3.00% and borrowings under the Tranche B-2 Term Facility bore interest at LIBOR plus an applicable margin of 3.25%. Based on the Company’s Consolidated Leverage Ratio as of June 28, 2014, 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 Consolidated Leverage Ratio. Based on the Company’s Consolidated Leverage Ratio as of June 28, 2014, 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 requires the Company to not exceed a specified Consolidated Leverage Ratio, but only if borrowings under the Revolving Facility exceed 20.0% of revolving commitments as of the end of such fiscal quarter. As of June 28, 2014, borrowings in excess of $50,000 would require us to not exceed such ratio. As of June 28, 2014, there were no borrowings under our Revolving Facility and total letters of credit issued were $1,554. 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 June 28, 2014 and December 28, 2013, 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 3.89% and 3.65% per annum at June 28, 2014 and December 28, 2013, respectively. The average interest rate on our debt including the impact of swaps was approximately 4.08% per annum at December 28, 2013. The Company’s forward starting swap became effective on March 31, 2014. The average interest rate on our debt including the impact of swaps was approximately 4.92% per annum at June 28, 2014. |
Earnings_Per_Share
Earnings Per Share | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
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 | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 54,002 | $ | 64,916 | $ | 75,533 | $ | 113,669 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares of common stock outstanding | 56,624 | 56,045 | 56,525 | 55,923 | |||||||||||||
Effect of dilutive common stock equivalents | 33 | 280 | 60 | 353 | |||||||||||||
Weighted average diluted common shares outstanding | 56,657 | 56,325 | 56,585 | 56,276 | |||||||||||||
Earnings per share | |||||||||||||||||
Basic | $ | 0.95 | $ | 1.16 | $ | 1.34 | $ | 2.03 | |||||||||
Diluted | $ | 0.95 | $ | 1.15 | $ | 1.33 | $ | 2.02 | |||||||||
The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted EPS was 3,350 and 1,335 for the three months ended June 28, 2014 and June 29, 2013, respectively, and 2,762 and 1,275 for the six months ended June 28, 2014 and June 29, 2013, respectively. |
Stock_Plans
Stock Plans | 6 Months Ended | |
Jun. 28, 2014 | ||
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”). On May 6, 2014, the Company’s shareholders approved the 2014 Stock Incentive Plan (the “2014 Plan”), which replaces the 2008 Plan and 2004 Plan for all equity-based awards granted on or after May 6, 2014. The 2014 Plan is 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 2014 Plan. |
Income_Taxes
Income Taxes | 6 Months Ended | |
Jun. 28, 2014 | ||
Income Taxes | ' | |
8 | Income Taxes | |
The effective tax rates for the three and six months ended June 28, 2014 were 34.4% and 36.2%, respectively. The effective tax rate for both the three and six months ended June 29, 2013 was 38.5%. For both the three and six months ended June 28, 2014, 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 our valuation allowances offset by a net tax benefit associated with the closure of our China business and lower rates in certain foreign jurisdictions. For both the three and six months ended June 29, 2013, 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. During the three months ended June 28, 2014 the Company recorded a $1,500 increase to its valuation allowance related to tax benefits for foreign losses that are not expected to be realized. The recognition of this valuation allowance should have occurred in prior periods as the losses were incurred. However, the impact is not material to any previously issued period or the expected full year 2014 financial statements. As a result, the Company corrected this error in the second quarter of fiscal 2014. |
Legal
Legal | 6 Months Ended | |
Jun. 28, 2014 | ||
Legal | ' | |
9 | Legal | |
Jeri Connolly et al. v. Weight Watchers North America, Inc. | ||
In August 2013, the Company was contacted by plaintiffs’ counsel in the previously filed and settled Sabatino v. Weight Watchers North America, Inc. case (“Sabatino”), threatening to file a new class action on behalf of the Company’s current and former service providers in California asserting various wage and hour claims, including but not limited to claims for unpaid overtime and minimum wage violations, which allegedly accrued after the effective date of the Sabatino settlement. On March 17, 2014, the parties came to an agreement in principle to settle the matter on a class-wide basis for $1,688. On April 29, 2014, the parties executed a Memorandum of Understanding to document the terms and conditions of settlement and, the following day, plaintiffs filed a complaint regarding the claims at issue in the Northern District of California. On June 11, 2014, the parties filed a formal settlement agreement and other required documents for the Court’s preliminary approval. On July 21, 2014, the parties received the Court’s preliminary approval of the settlement agreement. A hearing seeking the Court’s final approval of the settlement is scheduled for December 2014. The Company believes that its previously recorded reserve is adequate with respect to this matter. | ||
In re Weight Watchers International, Inc. Securities Litigation | ||
In March 2014, two substantially identical putative class action complaints alleging violation of the federal securities laws were filed by individual shareholders against the Company, certain of the Company’s current and former officers and directors, and the Company’s controlling shareholder, in the United States District Court for the Southern District of New York. The complaints were purportedly filed on behalf of all purchasers of the Company’s common stock, no par value per share, between February 14, 2012 and October 30, 2013, inclusive (the “Class”). The complaints allege that, during that period, the defendants disseminated materially false and misleading statements and/or concealed material adverse facts. The complaints allege claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5. The plaintiffs seek to recover unspecified damages on behalf of the Class. In June 2014, the Court consolidated the cases and appointed lead plaintiffs and lead counsel. The Company continues to believe that the suits are without merit and intends to defend them vigorously. | ||
New York State Department of Taxation and Finance Matter | ||
In 2010, the New York State Department of Taxation and Finance (“NYSDTF”) initiated an audit of the Online products (Online memberships and eTools) being sold by WeightWatchers.com to determine whether such products should be subject to New York state sales tax. On August 26, 2011, the NYSDTF issued a letter to the Company setting forth its position as to why the Online products sold by its Online subsidiary should be taxable. After discussions, the parties entered into a settlement agreement which included the following material terms: (1) the NYSDTF would not initiate any legal proceedings against the Company for any alleged unpaid sales taxes for its Online products; (2) the Company agreed to pay the NYSDTF $1,748 in lieu of claims of unpaid sales taxes; (3) the Company agreed to impose a sales tax for its Online products sold to New York-based customers going forward; and (4) the NYSDTF agreed that the Company could challenge the taxability of future versions of the Company’s Online products. On April 28, 2014, the Company sent the NYSDTF a signed copy of the settlement agreement, and the corresponding settlement payment. The Company updated its systems to begin charging sales tax to Online customers in New York effective June 1, 2014. | ||
Other Litigation Matters | ||
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 | 6 Months Ended | |
Jun. 28, 2014 | ||
Derivative Instruments and Hedging | ' | |
10 | Derivative Instruments and Hedging | |
As of June 28, 2014 and June 29, 2013, the Company had in effect interest rate swaps with notional amounts totaling $1,500,000 and $468,750, respectively. In January 2009, the Company entered into a forward-starting interest rate swap with an effective date of January 4, 2010 and a termination date of January 27, 2014. 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 were recorded in earnings subsequent to April 2, 2013 and were immaterial for the six months ended June 28, 2014. | ||
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 from $1,500,000 effective March 31, 2014 to $1,250,000 on April 3, 2017 with a further reduction to $1,000,000 on April 1, 2019. This interest rate swap effectively fixes the variable interest rate on the notional amount of this swap at 2.38%. 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 June 28, 2014 and December 28, 2013, cumulative unrealized losses for qualifying hedges were reported as a component of accumulated other comprehensive income (loss) in the amounts of $20,243 ($33,186 before taxes) and $4,603 ($7,546 before taxes), respectively. | ||
The Company is hedging forecasted transactions for periods not exceeding the next seven years. The Company expects approximately $11,685 ($19,156 before taxes) of derivative losses included in accumulated other comprehensive income (loss) at June 28, 2014, based on current market rates, will be reclassified into earnings within the next 12 months. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
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 June 28, 2014 and June 29, 2013, the fair value of the Company’s long-term debt was approximately $1,928,087 and $2,394,323, 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 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 liability at June 28, 2014 | $ | 39,304 | $ | 0 | $ | 39,304 | $ | 0 | |||||||||
Interest rate swap liability at December 28, 2013 | $ | 7,578 | $ | 0 | $ | 7,578 | $ | 0 |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 6 Months Ended | ||||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||||
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) | |||||||||||||||||||
Six Months Ended June 28, 2014 | |||||||||||||||||||
Loss on | Foreign | Total | |||||||||||||||||
Qualifying | Currency | ||||||||||||||||||
Hedges | Translation | ||||||||||||||||||
Adjustments | |||||||||||||||||||
Beginning Balance at December 28, 2013 | $ | (4,603 | ) | $ | 13,120 | $ | 8,517 | ||||||||||||
Other comprehensive loss before reclassifications, net of tax | (19,872 | ) | 2,473 | (17,399 | ) | ||||||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 4,232 | 0 | 4,232 | ||||||||||||||||
Net current period other comprehensive loss | (15,640 | ) | 2,473 | (13,167 | ) | ||||||||||||||
Ending Balance at June 28, 2014 | $ | (20,243 | ) | $ | 15,593 | $ | (4,650 | ) | |||||||||||
(a) Amounts in parentheses indicate debits | |||||||||||||||||||
(b) See separate table below for details about these reclassifications | |||||||||||||||||||
Six Months Ended June 29, 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 | (22 | ) | (5,029 | ) | (5,051 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 3,122 | 0 | 3,122 | ||||||||||||||||
Net current period other comprehensive income (loss) | 3,100 | (5,029 | ) | (1,929 | ) | ||||||||||||||
Ending Balance at June 29, 2013 | $ | (3,502 | ) | $ | 14,432 | $ | 10,930 | ||||||||||||
(a) Amounts in parentheses indicate debits | |||||||||||||||||||
(b) See separate table below for details about these reclassifications | |||||||||||||||||||
Reclassifications out of Accumulated Other Comprehensive Income (a) | |||||||||||||||||||
Details about Other Comprehensive | Three Months Ended | Six Months Ended | Affected Line Item in the Statement | ||||||||||||||||
Income Components | June 28, 2014 | June 29, 2013 | June 28, 2014 | June 29, 2013 | Where Net Income is Presented | ||||||||||||||
Amounts Reclassified from | Amounts Reclassified from | ||||||||||||||||||
Accumulated Other | Accumulated Other | ||||||||||||||||||
Comprehensive Income | Comprehensive Income | ||||||||||||||||||
Loss on Qualifying Hedges | |||||||||||||||||||
Interest rate contracts | $ | (6,117 | ) | $ | (2,460 | ) | $ | (6,937 | ) | $ | (5,117 | ) | Interest expense | ||||||
(6,117 | ) | (2,460 | ) | (6,937 | ) | (5,117 | ) | Income before income taxes | |||||||||||
2,386 | 959 | 2,705 | 1,995 | Provision for income taxes | |||||||||||||||
$ | (3,731 | ) | $ | (1,501 | ) | $ | (4,232 | ) | $ | (3,122 | ) | Net income | |||||||
(a) Amounts in parentheses indicate debits to profit / loss |
Segment_Data
Segment Data | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
Segment Data | ' | ||||||||||||||||
13 | Segment Data | ||||||||||||||||
Effective December 29, 2013, the Company realigned its organizational structure to improve the leverage of its significant assets and the alignment of its innovation efforts by integrating its Internet-based business with its meetings and other businesses and assigning responsibility for those integrated businesses on a geographical basis. This resulted in the Company changing the determination of its reportable segments such that the Company now has four reportable segments: North America, United Kingdom, Continental Europe and Other. Other consists of Asia Pacific and emerging markets operations and franchise revenues and related costs, all of which have been grouped together as if they were a single reportable segment because they do not meet any of the quantitative thresholds and are immaterial for separate disclosure. To be consistent with the information that is presented to the chief operating decision maker, the Company does not include intercompany activity in the segment results. Segment information for the three and six months ended June 29, 2013 presented below has been revised to reflect the new reportable segment structure. | |||||||||||||||||
Total Revenue | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
North America | $ | 248,490 | $ | 317,805 | $ | 512,896 | $ | 650,669 | |||||||||
United Kingdom | 43,428 | 47,244 | 85,627 | 96,189 | |||||||||||||
Continental Europe | 84,250 | 82,430 | 168,481 | 164,631 | |||||||||||||
Other | 21,379 | 23,409 | 39,901 | 50,189 | |||||||||||||
Total revenue | $ | 397,547 | $ | 470,888 | $ | 806,905 | $ | 961,678 | |||||||||
Net Income | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment operating income: | |||||||||||||||||
North America | $ | 88,865 | $ | 127,768 | $ | 146,673 | $ | 230,218 | |||||||||
United Kingdom | 13,397 | 9,297 | 11,851 | 14,227 | |||||||||||||
Continental Europe | 32,075 | 26,188 | 37,918 | 30,277 | |||||||||||||
Other | 5,693 | 4,825 | 6,781 | 8,924 | |||||||||||||
Total segment operating income | 140,030 | 168,078 | 203,223 | 283,646 | |||||||||||||
General corporate expenses | (25,466 | ) | (14,102 | ) | (37,606 | ) | (26,551 | ) | |||||||||
Interest expense | 31,191 | 26,856 | 56,453 | 49,406 | |||||||||||||
Other expense, net | 889 | (142 | ) | 1,159 | 1,154 | ||||||||||||
Early extinguishment of debt | 0 | 21,685 | 0 | 21,685 | |||||||||||||
Gain on Brazil acquisition | 0 | — | (10,540 | ) | 0 | ||||||||||||
Provision for taxes | 28,392 | 40,661 | 42,922 | 71,181 | |||||||||||||
Net Income | 54,092 | 64,916 | 75,623 | 113,669 | |||||||||||||
Net income attributable to noncontrolling interest | (90 | ) | 0 | (90 | ) | 0 | |||||||||||
Net income attributable to Weight Watchers International, Inc. | $ | 54,002 | $ | 64,916 | $ | 75,533 | $ | 113,669 | |||||||||
Depreciation and Amortization | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, 2014 | June 29, 2013 | June 28, 2014 | June 29, 2013 | ||||||||||||||
North America | $ | 8,358 | $ | 7,986 | $ | 16,336 | $ | 16,477 | |||||||||
United Kingdom | 356 | 256 | 714 | 543 | |||||||||||||
Continental Europe | 616 | 540 | 1,209 | 1,098 | |||||||||||||
Other | 745 | 503 | 1,093 | 950 | |||||||||||||
Total segment depreciation and amortization | 10,075 | 9,285 | 19,352 | 19,068 | |||||||||||||
General corporate depreciation and amortization | 4,034 | 3,722 | 8,170 | 6,208 | |||||||||||||
Depreciation and amortization | $ | 14,109 | $ | 13,007 | $ | 27,522 | $ | 25,276 | |||||||||
Restructuring_Charges
Restructuring Charges | 6 Months Ended | ||||
Jun. 28, 2014 | |||||
Restructuring Charges | ' | ||||
14 | Restructuring Charges | ||||
As previously disclosed, the Company has reviewed its organization and undertook a restructuring which resulted in the elimination of certain positions and the termination of employment of certain employees in the three and six months ended June 28, 2014. In connection with this plan, the Company recorded restructuring charges in connection with employee termination benefit costs of $6,498 ($3,964 after tax) and $10,154 ($6,199 after tax) during the three and six months ended June 28, 2014, respectively. For the three and six months ended June 28, 2014, these charges impacted cost of revenues by $3,174 and $4,686, respectively, and selling, general and administrative expense by $3,324 and $5,468, respectively. For the three and six months ended June 28, 2014, all restructuring charges were recorded to general corporate expense and therefore there was no impact to the segments. | |||||
For the six months ended June 28, 2014, the reconciliation of the liability balance for these restructuring charges was as follows: | |||||
Balance as of December 28, 2013 | $ | 0 | |||
Provision | 10,154 | ||||
Payments | (4,978 | ) | |||
Balance as of June 28, 2014 | $ | 5,176 | |||
The Company expects $4,327 of the liability as of June 28, 2014 to be paid in fiscal 2014 and the remainder to be paid in fiscal 2015. The Company anticipates recording additional restructuring charges in connection with this plan and the related employee termination benefit costs of approximately $1,800 during the remainder of fiscal 2014. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 28, 2014 | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements: | |
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued updated guidance on accounting for revenue from contracts with customers. The objective of this guidance is to provide a single, comprehensive revenue recognition model, to remove existing industry specific guidance and to expand qualitative and quantitative disclosures. The core principle of the new standard is for revenue recognition to depict transfer of control to the customer in an amount that reflects consideration to which an entity expects to be entitled. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption not permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on the consolidated financial position, results of operations or cash flows of the Company. | |
In April 2014, the FASB issued updated guidance on reporting discontinued operations and disclosures of disposals of components of an entity. This guidance raises the threshold for disposal transactions to qualify as discontinued operations and focuses on disposal transactions that represent strategic shifts having a major effect on operations and financial results, requiring additional disclosures and revising balance sheet presentation. This guidance is effective for fiscal years beginning after December 15, 2014, and interim periods within those fiscal years and is not expected to have a material impact to the Company’s financial position, results of operations or cash flows. | |
Reclassification | ' |
Reclassification: | |
Certain prior year amounts have been reclassified to conform to the current period presentation. With respect to the Company’s previously announced change in segment reporting, segment data for the three and six months ended June 29, 2013 has been revised to reflect the new reportable segment structure. See Note 13 for disclosures related to segments. | |
In addition, the components of Revenues and Cost of revenues as presented in the Consolidated Statements of Net Income have been reclassified to reflect the integration of the Company’s Internet-based business with its meetings and other businesses. Revenues are comprised of service revenues, which are comprised of meetings fees, Online subscription revenue and eTools subscription revenue, and revenues from product sales and other. Cost of revenues is comprised of cost of services and cost of product sales and other. |
Basis_of_Presentation_Tables
Basis of Presentation (Tables) | 6 Months Ended | ||||||||
Jun. 28, 2014 | |||||||||
Revision of Certain Brand Marketing Funds Received From Licensees | ' | ||||||||
The classification of certain brand marketing funds received from licensees has been revised to reflect them as revenue as opposed to being recorded as an offset to expense, increasing the three and six months ended June 29, 2013 Product sales and other, net, Cost of product sales and other, Gross profit, Marketing expenses and Selling, general and administrative expenses as follows: | |||||||||
June 29, 2013 | |||||||||
Three | Six | ||||||||
Months | Months | ||||||||
Ended | Ended | ||||||||
Product sales and other, net | $ | 5,759 | $ | 9,621 | |||||
Cost of product sales and other | $ | 287 | $ | 662 | |||||
Gross profit | $ | 5,472 | $ | 8,959 | |||||
Marketing expenses | $ | 5,194 | $ | 8,481 | |||||
Selling, general and administrative expenses | $ | 278 | $ | 478 |
Acquisitions_of_Franchisees_Ad1
Acquisitions of Franchisees, Additional Equity Interest in Brazil and Wello (Tables) | 6 Months Ended | ||||
Jun. 28, 2014 | |||||
Schedule of Net Purchase Price of the Acquisition | ' | ||||
The net purchase price of the Brazil acquisition has been preliminarily allocated as follows: | |||||
Fair value of consideration transferred: | |||||
Net purchase price | $ | 14,181 | |||
Less cash acquired | 2,262 | ||||
Total | 11,919 | ||||
Gain on acquisition | 10,540 | ||||
Redeemable noncontrolling interests | 6,314 | ||||
28,773 | |||||
Identifiable assets acquired and liabilities assumed: | |||||
Franchise rights acquired | 2,000 | ||||
Receivables | 1,139 | ||||
Fixed assets | 575 | ||||
Prepaid expenses | 421 | ||||
Inventory | 287 | ||||
Customer relationship value | 275 | ||||
Other assets | 199 | ||||
Accrued liabilities | (1,063 | ) | |||
Deferred tax on acquired intangibles | (680 | ) | |||
Deferred revenue | (445 | ) | |||
Income taxes payable | (258 | ) | |||
Accounts payable | (91 | ) | |||
Total identifiable net assets | 2,359 | ||||
Goodwill | $ | 26,414 | |||
Franchise_Rights_Acquired_Good1
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 6 Months Ended | ||||||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||||||
Changes in Carrying Value of Franchise Rights Acquired | ' | ||||||||||||||||||||
For the six months ended June 28, 2014, the change in the carrying value of franchise rights acquired is due to the VPM acquisition, as described in Note 3, and the effect of exchange rate changes as follows: | |||||||||||||||||||||
Balance as of December 28, 2013 | $ | 836,835 | |||||||||||||||||||
Franchise rights acquired during the period | 2,000 | ||||||||||||||||||||
Amortization of Brazil franchise rights acquired | (200 | ) | |||||||||||||||||||
Effect of exchange rate changes | 2,240 | ||||||||||||||||||||
Balance as of June 28, 2014 | $ | 840,875 | |||||||||||||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||||||
For the six months ended June 28, 2014, the change in the carrying amount of goodwill is due to the VPM and Wello acquisitions and the effect of exchange rate changes as follows: | |||||||||||||||||||||
North America | UK | CE | Other | Total | |||||||||||||||||
Balance as of December 28, 2013 | $ | 67,699 | $ | 1,530 | $ | 8,345 | $ | 1,720 | $ | 79,294 | |||||||||||
Goodwill acquired during the period | 7,215 | 0 | 0 | 26,414 | 33,629 | ||||||||||||||||
Effect of exchange rate changes | 37 | 0 | 0 | 1,866 | 1,903 | ||||||||||||||||
Balance as of June 28, 2014 | $ | 74,951 | $ | 1,530 | $ | 8,345 | $ | 30,000 | $ | 114,826 | |||||||||||
Schedule of Finite-Lived Intangible Assets by Major Class | ' | ||||||||||||||||||||
The carrying amount of finite-lived intangible assets as of June 28, 2014 and December 28, 2013 was as follows: | |||||||||||||||||||||
June 28, 2014 | December 28, 2013 | ||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||
Carrying | Accumulated | Carrying | Accumulated | ||||||||||||||||||
Amount | Amortization | Amount | Amortization | ||||||||||||||||||
Capitalized software costs | $ | 92,987 | $ | 68,567 | $ | 85,095 | $ | 62,418 | |||||||||||||
Website development costs | 75,098 | 54,141 | 69,660 | 48,060 | |||||||||||||||||
Trademarks | 10,774 | 10,090 | 10,691 | 9,955 | |||||||||||||||||
Other | 10,193 | 7,104 | 7,021 | 6,737 | |||||||||||||||||
$ | 189,052 | $ | 139,902 | $ | 172,467 | $ | 127,170 | ||||||||||||||
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 2014 | $ | 14,180 | |||||||||||||||||||
Fiscal 2015 | $ | 19,252 | |||||||||||||||||||
Fiscal 2016 | $ | 10,829 | |||||||||||||||||||
Fiscal 2017 | $ | 4,147 | |||||||||||||||||||
Fiscal 2018 and thereafter | $ | 742 |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
Schedule of Long-term Debt Instruments | ' | ||||||||||||||||
The components of the Company’s long-term debt are as follows: | |||||||||||||||||
June 28, 2014 | December 28, 2013 | ||||||||||||||||
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 | 297,000 | 3.09 | % | 298,500 | 2.97 | % | |||||||||||
Tranche B-2 Term Facility due April 2, 2020 | 2,079,000 | 3.93 | % | 2,089,500 | 3.75 | % | |||||||||||
Total Debt | 2,376,000 | 3.82 | % | 2,388,000 | 3.49 | % | |||||||||||
Less Current Portion | 30,000 | 30,000 | |||||||||||||||
Total Long-Term Debt | $ | 2,346,000 | $ | 2,358,000 | |||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||||||||||||||||
The following table sets forth the computation of basic and diluted EPS: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 54,002 | $ | 64,916 | $ | 75,533 | $ | 113,669 | |||||||||
Denominator: | |||||||||||||||||
Weighted average shares of common stock outstanding | 56,624 | 56,045 | 56,525 | 55,923 | |||||||||||||
Effect of dilutive common stock equivalents | 33 | 280 | 60 | 353 | |||||||||||||
Weighted average diluted common shares outstanding | 56,657 | 56,325 | 56,585 | 56,276 | |||||||||||||
Earnings per share | |||||||||||||||||
Basic | $ | 0.95 | $ | 1.16 | $ | 1.34 | $ | 2.03 | |||||||||
Diluted | $ | 0.95 | $ | 1.15 | $ | 1.33 | $ | 2.02 | |||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
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 liability at June 28, 2014 | $ | 39,304 | $ | 0 | $ | 39,304 | $ | 0 | |||||||||
Interest rate swap liability at December 28, 2013 | $ | 7,578 | $ | 0 | $ | 7,578 | $ | 0 |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended | ||||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||||
Changes in Accumulated Other Comprehensive Income by Component | ' | ||||||||||||||||||
Changes in Accumulated Other Comprehensive Income by Component (a) | |||||||||||||||||||
Six Months Ended June 28, 2014 | |||||||||||||||||||
Loss on | Foreign | Total | |||||||||||||||||
Qualifying | Currency | ||||||||||||||||||
Hedges | Translation | ||||||||||||||||||
Adjustments | |||||||||||||||||||
Beginning Balance at December 28, 2013 | $ | (4,603 | ) | $ | 13,120 | $ | 8,517 | ||||||||||||
Other comprehensive loss before reclassifications, net of tax | (19,872 | ) | 2,473 | (17,399 | ) | ||||||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 4,232 | 0 | 4,232 | ||||||||||||||||
Net current period other comprehensive loss | (15,640 | ) | 2,473 | (13,167 | ) | ||||||||||||||
Ending Balance at June 28, 2014 | $ | (20,243 | ) | $ | 15,593 | $ | (4,650 | ) | |||||||||||
(a) Amounts in parentheses indicate debits | |||||||||||||||||||
(b) See separate table below for details about these reclassifications | |||||||||||||||||||
Six Months Ended June 29, 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 | (22 | ) | (5,029 | ) | (5,051 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (b) | 3,122 | 0 | 3,122 | ||||||||||||||||
Net current period other comprehensive income (loss) | 3,100 | (5,029 | ) | (1,929 | ) | ||||||||||||||
Ending Balance at June 29, 2013 | $ | (3,502 | ) | $ | 14,432 | $ | 10,930 | ||||||||||||
(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) | |||||||||||||||||||
Details about Other Comprehensive | Three Months Ended | Six Months Ended | Affected Line Item in the Statement | ||||||||||||||||
Income Components | June 28, 2014 | June 29, 2013 | June 28, 2014 | June 29, 2013 | Where Net Income is Presented | ||||||||||||||
Amounts Reclassified from | Amounts Reclassified from | ||||||||||||||||||
Accumulated Other | Accumulated Other | ||||||||||||||||||
Comprehensive Income | Comprehensive Income | ||||||||||||||||||
Loss on Qualifying Hedges | |||||||||||||||||||
Interest rate contracts | $ | (6,117 | ) | $ | (2,460 | ) | $ | (6,937 | ) | $ | (5,117 | ) | Interest expense | ||||||
(6,117 | ) | (2,460 | ) | (6,937 | ) | (5,117 | ) | Income before income taxes | |||||||||||
2,386 | 959 | 2,705 | 1,995 | Provision for income taxes | |||||||||||||||
$ | (3,731 | ) | $ | (1,501 | ) | $ | (4,232 | ) | $ | (3,122 | ) | Net income | |||||||
(a) Amounts in parentheses indicate debits to profit / loss |
Segment_Data_Tables
Segment Data (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 28, 2014 | |||||||||||||||||
Information About Reportable Segments | ' | ||||||||||||||||
Segment information for the three and six months ended June 29, 2013 presented below has been revised to reflect the new reportable segment structure. | |||||||||||||||||
Total Revenue | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
North America | $ | 248,490 | $ | 317,805 | $ | 512,896 | $ | 650,669 | |||||||||
United Kingdom | 43,428 | 47,244 | 85,627 | 96,189 | |||||||||||||
Continental Europe | 84,250 | 82,430 | 168,481 | 164,631 | |||||||||||||
Other | 21,379 | 23,409 | 39,901 | 50,189 | |||||||||||||
Total revenue | $ | 397,547 | $ | 470,888 | $ | 806,905 | $ | 961,678 | |||||||||
Net Income | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, | June 29, | June 28, | June 29, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Segment operating income: | |||||||||||||||||
North America | $ | 88,865 | $ | 127,768 | $ | 146,673 | $ | 230,218 | |||||||||
United Kingdom | 13,397 | 9,297 | 11,851 | 14,227 | |||||||||||||
Continental Europe | 32,075 | 26,188 | 37,918 | 30,277 | |||||||||||||
Other | 5,693 | 4,825 | 6,781 | 8,924 | |||||||||||||
Total segment operating income | 140,030 | 168,078 | 203,223 | 283,646 | |||||||||||||
General corporate expenses | (25,466 | ) | (14,102 | ) | (37,606 | ) | (26,551 | ) | |||||||||
Interest expense | 31,191 | 26,856 | 56,453 | 49,406 | |||||||||||||
Other expense, net | 889 | (142 | ) | 1,159 | 1,154 | ||||||||||||
Early extinguishment of debt | 0 | 21,685 | 0 | 21,685 | |||||||||||||
Gain on Brazil acquisition | 0 | — | (10,540 | ) | 0 | ||||||||||||
Provision for taxes | 28,392 | 40,661 | 42,922 | 71,181 | |||||||||||||
Net Income | 54,092 | 64,916 | 75,623 | 113,669 | |||||||||||||
Net income attributable to noncontrolling interest | (90 | ) | 0 | (90 | ) | 0 | |||||||||||
Net income attributable to Weight Watchers International, Inc. | $ | 54,002 | $ | 64,916 | $ | 75,533 | $ | 113,669 | |||||||||
Depreciation and Amortization | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
June 28, 2014 | June 29, 2013 | June 28, 2014 | June 29, 2013 | ||||||||||||||
North America | $ | 8,358 | $ | 7,986 | $ | 16,336 | $ | 16,477 | |||||||||
United Kingdom | 356 | 256 | 714 | 543 | |||||||||||||
Continental Europe | 616 | 540 | 1,209 | 1,098 | |||||||||||||
Other | 745 | 503 | 1,093 | 950 | |||||||||||||
Total segment depreciation and amortization | 10,075 | 9,285 | 19,352 | 19,068 | |||||||||||||
General corporate depreciation and amortization | 4,034 | 3,722 | 8,170 | 6,208 | |||||||||||||
Depreciation and amortization | $ | 14,109 | $ | 13,007 | $ | 27,522 | $ | 25,276 | |||||||||
Restructuring_Charges_Tables
Restructuring Charges (Tables) | 6 Months Ended | ||||
Jun. 28, 2014 | |||||
Reconciliation of Liability Balance for Restructuring Charges | ' | ||||
For the six months ended June 28, 2014, the reconciliation of the liability balance for these restructuring charges was as follows: | |||||
Balance as of December 28, 2013 | $ | 0 | |||
Provision | 10,154 | ||||
Payments | (4,978 | ) | |||
Balance as of June 28, 2014 | $ | 5,176 | |||
Revision_of_Certain_Brand_Mark
Revision of Certain Brand Marketing Funds Received from Licensees (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Product sales and other, net | $78,890 | $98,481 | $171,551 | $217,770 |
Cost of product sales and other | 36,388 | 44,542 | 78,237 | 97,025 |
Gross profit | 225,814 | 283,715 | 448,714 | 567,352 |
Marketing expenses | 46,231 | 70,750 | 161,566 | 192,951 |
Selling, general and administrative expenses | 65,019 | 58,989 | 121,531 | 117,306 |
Certain Brand Marketing Funds | ' | ' | ' | ' |
Product sales and other, net | ' | 5,759 | ' | 9,621 |
Cost of product sales and other | ' | 287 | ' | 662 |
Gross profit | ' | 5,472 | ' | 8,959 |
Marketing expenses | ' | 5,194 | ' | 8,481 |
Selling, general and administrative expenses | ' | $278 | ' | $478 |
Acquisitions_of_Franchisees_Ad2
Acquisitions of Franchisees, Additional Equity Interest in Brazil and Wello - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | Dec. 28, 2013 | 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 | Oct. 28, 2013 | Oct. 28, 2013 | Oct. 28, 2013 | Oct. 28, 2013 | Oct. 28, 2013 | Oct. 28, 2013 | Mar. 12, 2014 | Mar. 29, 2014 | Mar. 12, 2014 | Mar. 12, 2014 | Mar. 12, 2014 | Apr. 16, 2014 | Apr. 16, 2014 |
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 | Manitoba Ltd | Manitoba Ltd | Manitoba Ltd | Franklin and St Lawrence Counties Inc | Franklin and St Lawrence Counties Inc | Franklin and St Lawrence Counties Inc | Franklin and St Lawrence Counties Inc | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Knowplicity, Inc. | Knowplicity, Inc. | ||||||
Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Customer Relationships | Franchise Rights | Call and Put Option | Customer Relationships | ||||||||||||||||||||||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, net purchase price | ' | ' | ' | ' | ' | $35,000 | ' | ' | ' | $16,028 | ' | ' | ' | $23,357 | $3,969 | ' | ' | ' | $5,197 | ' | ' | ' | $274 | ' | ' | ' | $14,181 | ' | ' | ' | ' | $4,770 | ' |
Business acquisition, purchase price allocation, intangible assets, indefinite lived | ' | ' | ' | ' | ' | ' | ' | ' | 30,633 | ' | ' | ' | 10,131 | ' | ' | ' | ' | 19,643 | ' | ' | ' | 4,525 | ' | ' | ' | 238 | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, purchase price allocation, goodwill | 114,826 | ' | 114,826 | ' | 79,294 | ' | 4,626 | ' | ' | ' | 5,212 | ' | ' | ' | ' | 7,220 | ' | ' | ' | 449 | ' | ' | ' | 23 | ' | ' | ' | ' | 26,414 | ' | ' | ' | 7,215 |
Business acquisition, purchase price allocation, intangible assets, finite lived | ' | ' | ' | ' | ' | ' | ' | 473 | ' | ' | ' | 448 | ' | ' | ' | ' | 494 | ' | ' | ' | 249 | ' | ' | ' | 13 | ' | ' | ' | ' | ' | 275 | ' | ' |
Business acquisition, purchase price allocation, inventory | ' | ' | ' | ' | ' | ' | 218 | ' | ' | ' | ' | ' | ' | ' | ' | 27 | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | 287 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, fixed assets | ' | ' | ' | ' | ' | ' | 182 | ' | ' | ' | 209 | ' | ' | ' | ' | 116 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 575 | ' | ' | ' | 1 |
Business acquisition, purchase price allocation, prepaid expenses | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | 1 | ' | ' | ' | ' | 421 | ' | ' | ' | 4 |
Business acquisition, purchase price allocation, deferred revenue | ' | ' | ' | ' | ' | ' | 1,135 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 445 | ' | ' | ' | ' |
Business acquisition, assumed liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28 | ' | ' | ' | 143 | 31 | ' | ' | ' | 28 | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | 20.00% | ' | ' | ' |
Percentage of ownership acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45.00% | ' | ' | ' | ' |
Business acquisition, cash acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,262 | ' | ' | ' | ' | 11 | ' |
Business acquisition, equity interest held immediately before acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12 | ' | ' | ' | ' | ' | ' |
Business acquisition, fair value of equity interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,029 | ' | ' | ' | ' | ' | ' |
Remeasurement gain on business acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,017 | ' | ' | ' | ' | ' | ' |
Business acquisition cost associated with settlement of royalty-free arrangement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 477 | ' | ' | ' | ' | ' | ' |
Gain related to acquisition | 0 | 0 | 10,540 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,540 | 10,540 | ' | ' | ' | ' | ' |
Gain related to acquisition, after-tax | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,429 | ' | ' | ' | ' | ' |
Earnings per share, diluted | $0.95 | $1.15 | $1.33 | $2.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.11 | ' | ' | ' | ' | ' |
Business acquisition, fair value of noncontrolling interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,314 | ' | ' | ' | ' |
Business acquisition, purchase price allocation, net purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,773 | ' | ' | ' | ' | 9,115 | ' |
Business acquisition, purchase price allocation, stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,345 |
Business acquisition, purchase price allocation, website development | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,088 |
Business acquisition, purchase price allocation, deferred tax liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $680 | ' | ' | ' | $1,204 |
Schedule_of_Net_Purchase_Price
Schedule of Net Purchase Price of the Acquisition (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 3 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | Dec. 28, 2013 | Mar. 12, 2014 | Mar. 29, 2014 | Mar. 12, 2014 | Mar. 12, 2014 | Mar. 12, 2014 |
Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | Vigilantes do Peso Marketing Ltda | ||||||
Franchise Rights | Customer Relationships | |||||||||
Fair value of consideration transferred: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net purchase price | ' | ' | ' | ' | ' | $14,181 | ' | ' | ' | ' |
Less cash acquired | ' | ' | ' | ' | ' | 2,262 | ' | ' | ' | ' |
Total | ' | ' | 16,678 | 35,000 | ' | 11,919 | ' | ' | ' | ' |
Gain on acquisition | 0 | 0 | 10,540 | 0 | ' | 10,540 | 10,540 | ' | ' | ' |
Redeemable noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | 6,314 | ' | ' |
Business acquisition, purchase price allocation, net purchase price | ' | ' | ' | ' | ' | 28,773 | ' | ' | ' | ' |
Identifiable assets acquired and liabilities assumed: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | 275 |
Receivables | ' | ' | ' | ' | ' | ' | ' | 1,139 | ' | ' |
Fixed assets | ' | ' | ' | ' | ' | ' | ' | 575 | ' | ' |
Prepaid expenses | ' | ' | ' | ' | ' | ' | ' | 421 | ' | ' |
Inventory | ' | ' | ' | ' | ' | ' | ' | 287 | ' | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | 199 | ' | ' |
Accrued liabilities | ' | ' | ' | ' | ' | ' | ' | -1,063 | ' | ' |
Deferred tax on acquired intangibles | ' | ' | ' | ' | ' | ' | ' | -680 | ' | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | -445 | ' | ' |
Income taxes payable | ' | ' | ' | ' | ' | ' | ' | -258 | ' | ' |
Accounts payable | ' | ' | ' | ' | ' | ' | ' | -91 | ' | ' |
Total identifiable net assets | ' | ' | ' | ' | ' | ' | ' | 2,359 | ' | ' |
Goodwill | $114,826 | ' | $114,826 | ' | $79,294 | ' | ' | $26,414 | ' | ' |
Changes_in_Carrying_Value_of_F
Changes in Carrying Value of Franchise Rights Acquired (Detail) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 28, 2014 |
Franchise Rights Acquired [Line Items] | ' |
Franchise rights acquired, beginning balance | $836,835 |
Amortization of Brazil franchise rights acquired | -200 |
Effect of exchange rate changes | 2,240 |
Franchise rights acquired, ending balance | 840,875 |
Franchise Rights | ' |
Franchise Rights Acquired [Line Items] | ' |
Franchise rights acquired during the period | $2,000 |
Franchise_Rights_Acquired_Good2
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | Mar. 12, 2014 |
Vigilantes do Peso Marketing Ltda | |||||
Franchise Rights | |||||
Goodwill and Intangible Assets Disclosure | ' | ' | ' | ' | ' |
Acquired intangible assets amortized period | ' | ' | ' | ' | '2 years |
Finite-lived intangible assets, aggregate amortization expense | $6,986 | $5,846 | $13,179 | $11,663 | ' |
Changes_in_Carrying_Amount_of_
Changes in Carrying Amount of Goodwill (Detail) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 28, 2014 |
Goodwill [Line Items] | ' |
Beginning balance | $79,294 |
Goodwill acquired during the period | 33,629 |
Effect of exchange rate changes | 1,903 |
Ending balance | 114,826 |
North America | ' |
Goodwill [Line Items] | ' |
Beginning balance | 67,699 |
Goodwill acquired during the period | 7,215 |
Effect of exchange rate changes | 37 |
Ending balance | 74,951 |
United Kingdom | ' |
Goodwill [Line Items] | ' |
Beginning balance | 1,530 |
Goodwill acquired during the period | 0 |
Effect of exchange rate changes | 0 |
Ending balance | 1,530 |
Continental Europe | ' |
Goodwill [Line Items] | ' |
Beginning balance | 8,345 |
Goodwill acquired during the period | 0 |
Effect of exchange rate changes | 0 |
Ending balance | 8,345 |
Other | ' |
Goodwill [Line Items] | ' |
Beginning balance | 1,720 |
Goodwill acquired during the period | 26,414 |
Effect of exchange rate changes | 1,866 |
Ending balance | $30,000 |
Carrying_Amount_of_FiniteLived
Carrying Amount of Finite-Lived Intangible Assets (Detail) (USD $) | Jun. 28, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | $189,052 | $172,467 |
Accumulated Amortization | 139,902 | 127,170 |
Capitalized software costs | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 92,987 | 85,095 |
Accumulated Amortization | 68,567 | 62,418 |
Website development costs | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 75,098 | 69,660 |
Accumulated Amortization | 54,141 | 48,060 |
Trademarks | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 10,774 | 10,691 |
Accumulated Amortization | 10,090 | 9,955 |
Other | ' | ' |
Finite-Lived Intangible Assets | ' | ' |
Gross Carrying Amount | 10,193 | 7,021 |
Accumulated Amortization | $7,104 | $6,737 |
Estimated_Amortization_Expense
Estimated Amortization Expense of Existing Finite-Lived Intangible Assets (Detail) (USD $) | Jun. 28, 2014 |
In Thousands, unless otherwise specified | |
Expected Amortization Expense | ' |
Remainder of fiscal 2014 | $14,180 |
Fiscal 2015 | 19,252 |
Fiscal 2016 | 10,829 |
Fiscal 2017 | 4,147 |
Fiscal 2018 and thereafter | $742 |
Components_of_LongTerm_Debt_De
Components of Long-Term Debt (Detail) (USD $) | Jun. 28, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument | ' | ' |
Total Debt | $2,376,000 | $2,388,000 |
Less Current Portion | 30,000 | 30,000 |
Effective Interest Rate | 3.82% | 3.49% |
Total Long-Term Debt | 2,346,000 | 2,358,000 |
Total Debt | 2,376,000 | 2,388,000 |
Tranche B-1 Term Facility due April 2, 2016 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 297,000 | 298,500 |
Effective Interest Rate | 3.09% | 2.97% |
Total Debt | 297,000 | 298,500 |
Tranche B-2 Term Facility due April 2, 2020 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 2,079,000 | 2,089,500 |
Effective Interest Rate | 3.93% | 3.75% |
Total Debt | 2,079,000 | 2,089,500 |
Revolving Facility due April 2, 2018 | ' | ' |
Debt Instrument | ' | ' |
Total Debt | 0 | 0 |
Effective Interest Rate | 0.00% | 0.00% |
Total Debt | $0 | $0 |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 6 Months Ended | ||||||||||||||||||||
In Thousands, unless otherwise specified | Apr. 30, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | Dec. 28, 2013 | Jun. 28, 2014 | Dec. 28, 2013 | Apr. 02, 2013 | Feb. 21, 2014 | Jun. 28, 2014 | Jun. 28, 2014 | Dec. 28, 2013 | Apr. 02, 2013 | Feb. 21, 2014 | Jun. 28, 2014 | Jun. 28, 2014 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 02, 2013 | Jun. 28, 2014 | Jun. 28, 2014 | Dec. 28, 2013 | Apr. 02, 2013 | Jun. 28, 2014 | Jun. 28, 2014 |
Tranche B-1 Term Facility due April 2, 2016 | Tranche B-1 Term Facility due April 2, 2016 | Tranche B-1 Term Facility due April 2, 2016 | Tranche B-1 Term Facility due April 2, 2016 | Tranche B-1 Term Facility due April 2, 2016 | 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-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 | 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 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | Revolving Facility due April 2, 2018 | |||||||
London Interbank Offered Rate (LIBOR) | London Interbank Offered Rate (LIBOR) | London Interbank Offered Rate (LIBOR) | London Interbank Offered Rate (LIBOR) | Base Rate Plus | London Interbank Offered Rate (LIBOR) | Base Rate Plus | |||||||||||||||||||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
WWI Credit Facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | $300,000 | ' | ' | ' | ' | $2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $250,000 | ' | ' |
Fees incurred in connection with debt refinancing | ' | ' | 44,817 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments of term loan | 2,399,904 | ' | ' | 12,000 | 2,406,364 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 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 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility available amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 248,446 | ' | 248,848 | ' | ' |
Debt outstanding amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,400,000 | ' | ' | ' | ' | ' | ' |
Credit Facility, aggregate principal amount outstanding | ' | 2,376,000 | ' | 2,376,000 | ' | 2,388,000 | 297,000 | 298,500 | ' | ' | ' | 2,079,000 | 2,089,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,376,000 | 0 | 0 | ' | ' | ' |
Letters of credit issued | ' | 1,554 | ' | 1,554 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,554 | ' | ' | ' | ' |
WWI Credit Facility, minimum interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.75% | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
WWI Credit Facility, additional interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.75% | 3.00% | ' | ' | ' | 3.00% | 3.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 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% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum borrowings required to maintain specified financial ratio | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings under revolver | ' | $0 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average interest rate on debt | ' | 3.89% | ' | 3.89% | ' | 3.65% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average interest rate on debt | ' | ' | ' | 4.92% | ' | 4.08% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted EPS (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Numerator: | ' | ' | ' | ' |
Net income | $54,002 | $64,916 | $75,533 | $113,669 |
Denominator: | ' | ' | ' | ' |
Weighted average shares of common stock outstanding | 56,624 | 56,045 | 56,525 | 55,923 |
Effect of dilutive common stock equivalents | 33 | 280 | 60 | 353 |
Weighted average diluted common shares outstanding | 56,657 | 56,325 | 56,585 | 56,276 |
Earnings per share | ' | ' | ' | ' |
Basic | $0.95 | $1.16 | $1.34 | $2.03 |
Diluted | $0.95 | $1.15 | $1.33 | $2.02 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Anti-dilutive common stock equivalents excluded from the calculation of diluted EPS | 3,350 | 1,335 | 2,762 | 1,275 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Income Taxes [Line Items] | ' | ' | ' | ' |
Effective income tax rate | 34.40% | 38.50% | 36.20% | 38.50% |
Increase to valuation allowance related to tax benefits | $1,500 | ' | ' | ' |
Legal_Additional_Information_D
Legal - Additional Information (Detail) (USD $) | 1 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2014 | Mar. 17, 2014 | Apr. 28, 2014 |
LegalMatter | Jeri Connolly et al. v. Weight Watchers North America, Inc. | New York State Department of Taxation and Finance Matter | |
Loss Contingencies | ' | ' | ' |
Legal settlement | ' | $1,688 | ' |
Securities class action filed | 2 | ' | ' |
Payment of sales taxes | ' | ' | $1,748 |
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging - Additional Information (Detail) (USD $) | Jun. 28, 2014 | Jul. 26, 2013 | Jan. 31, 2009 | Jun. 28, 2014 | Dec. 28, 2013 | Jun. 28, 2014 | Jul. 26, 2013 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 28, 2014 | Jun. 28, 2014 |
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 | ||||||
31-Mar-14 | 3-Apr-17 | 1-Apr-19 | |||||||||
Derivative | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amount | ' | ' | ' | ' | ' | $1,500,000 | $1,500,000 | $468,750 | $1,500,000 | $1,250,000 | $1,000,000 |
Forward starting interest rate swap, termination date | ' | 2-Apr-20 | 27-Jan-14 | ' | ' | ' | ' | ' | ' | ' | ' |
Forward-starting interest rate swap, effective date | ' | 31-Mar-14 | ' | ' | ' | ' | ' | ' | 31-Mar-14 | 3-Apr-17 | 1-Apr-19 |
Derivative interest rate swap percentage | ' | ' | ' | 2.38% | ' | ' | ' | ' | ' | ' | ' |
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive income/(loss), net of tax | ' | ' | ' | -20,243 | -4,603 | ' | ' | ' | ' | ' | ' |
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive income/(loss), before tax | ' | ' | ' | -33,186 | -7,546 | ' | ' | ' | ' | ' | ' |
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 | -11,685 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative losses included in accumulated other comprehensive income/(loss) that are expected to be reclassified into earnings within the next 12 months, before tax | ($19,156) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | Jun. 28, 2014 | Jun. 29, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Fair value of long-term debt | $1,928,087 | $2,394,323 |
Aggregate_Fair_Value_of_Deriva
Aggregate Fair Value of Derivative Financial Instruments (Detail) (Fair Value, Measurements, Recurring, Interest Rate Swap, USD $) | Jun. 28, 2014 | Dec. 28, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap liability | $39,304 | $7,578 |
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 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 liability | 39,304 | 7,578 |
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ' | ' |
Interest rate swap liability | $0 | $0 |
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Income by Component (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||||
Beginning Balance | ' | ' | $8,517 | [1] | $12,859 | [1] | ||
Other comprehensive loss before reclassifications, net of tax | ' | ' | -17,399 | [1] | -5,051 | [1] | ||
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 4,232 | [1],[2] | 3,122 | [1],[2] | ||
Net current period other comprehensive income (loss) | -4,610 | -3,493 | -13,167 | [1] | -1,929 | [1] | ||
Ending Balance | -4,650 | [1] | 10,930 | [1] | -4,650 | [1] | 10,930 | [1] |
Loss on Qualifying Hedges | ' | ' | ' | ' | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||||
Beginning Balance | ' | ' | -4,603 | [1] | -6,602 | [1] | ||
Other comprehensive loss before reclassifications, net of tax | ' | ' | -19,872 | [1] | -22 | [1] | ||
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 4,232 | [1],[2] | 3,122 | [1],[2] | ||
Net current period other comprehensive income (loss) | ' | ' | -15,640 | [1] | 3,100 | [1] | ||
Ending Balance | -20,243 | [1] | -3,502 | [1] | -20,243 | [1] | -3,502 | [1] |
Foreign Currency Translation Adjustments | ' | ' | ' | ' | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ||||
Beginning Balance | ' | ' | 13,120 | [1] | 19,461 | [1] | ||
Other comprehensive loss before reclassifications, net of tax | ' | ' | 2,473 | [1] | -5,029 | [1] | ||
Amounts reclassified from accumulated other comprehensive income, net of tax | ' | ' | 0 | [1],[2] | 0 | [1],[2] | ||
Net current period other comprehensive income (loss) | ' | ' | 2,473 | [1] | -5,029 | [1] | ||
Ending Balance | $15,593 | [1] | $14,432 | [1] | $15,593 | [1] | $14,432 | [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) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ' | ' | ' | ' | ||||
Interest expense | ($31,191) | ($26,856) | ($56,453) | ($49,406) | ||||
Income before income taxes | 82,484 | 105,577 | 118,545 | 184,850 | ||||
Provision for income taxes | -28,392 | -40,661 | -42,922 | -71,181 | ||||
Net income | 54,092 | 64,916 | 75,623 | 113,669 | ||||
Reclassification out of Accumulated Other Comprehensive Income | Loss on Qualifying Hedges | Interest Rate Contract | ' | ' | ' | ' | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ' | ' | ' | ' | ||||
Interest expense | -6,117 | [1] | -2,460 | [1] | -6,937 | [1] | -5,117 | [1] |
Income before income taxes | -6,117 | [1] | -2,460 | [1] | -6,937 | [1] | -5,117 | [1] |
Provision for income taxes | 2,386 | [1] | 959 | [1] | 2,705 | [1] | 1,995 | [1] |
Net income | ($3,731) | [1] | ($1,501) | [1] | ($4,232) | [1] | ($3,122) | [1] |
[1] | Amounts in parentheses indicate debits to profit / loss |
Segment_Data_Additional_Inform
Segment Data - Additional Information (Detail) | 6 Months Ended |
Jun. 28, 2014 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of reportable segments | 4 |
Information_About_Reportable_S
Information About Reportable Segments (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 29, 2013 | Jun. 28, 2014 | Jun. 29, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net revenue | $397,547 | $470,888 | $806,905 | $961,678 |
Segment operating income | 114,564 | 153,976 | 165,617 | 257,095 |
Interest expense | 31,191 | 26,856 | 56,453 | 49,406 |
Other expense, net | 889 | -142 | 1,159 | 1,154 |
Early extinguishment of debt | 0 | 21,685 | 0 | 21,685 |
Gain on Brazil acquisition | 0 | 0 | -10,540 | 0 |
Provision for taxes | 28,392 | 40,661 | 42,922 | 71,181 |
Net income | 54,092 | 64,916 | 75,623 | 113,669 |
Net income attributable to the noncontrolling interest | -90 | 0 | -90 | 0 |
Net income attributable to Weight Watchers International, Inc. | 54,002 | 64,916 | 75,533 | 113,669 |
Depreciation and amortization | 14,109 | 13,007 | 27,522 | 25,276 |
Operating Segments | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Segment operating income | 140,030 | 168,078 | 203,223 | 283,646 |
Depreciation and amortization | 10,075 | 9,285 | 19,352 | 19,068 |
General corporate expenses | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
General corporate expenses | -25,466 | -14,102 | -37,606 | -26,551 |
Depreciation and amortization | 4,034 | 3,722 | 8,170 | 6,208 |
North America | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net revenue | 248,490 | 317,805 | 512,896 | 650,669 |
North America | Operating Segments | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Segment operating income | 88,865 | 127,768 | 146,673 | 230,218 |
Depreciation and amortization | 8,358 | 7,986 | 16,336 | 16,477 |
United Kingdom | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net revenue | 43,428 | 47,244 | 85,627 | 96,189 |
United Kingdom | Operating Segments | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Segment operating income | 13,397 | 9,297 | 11,851 | 14,227 |
Depreciation and amortization | 356 | 256 | 714 | 543 |
Continental Europe | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net revenue | 84,250 | 82,430 | 168,481 | 164,631 |
Continental Europe | Operating Segments | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Segment operating income | 32,075 | 26,188 | 37,918 | 30,277 |
Depreciation and amortization | 616 | 540 | 1,209 | 1,098 |
Other | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net revenue | 21,379 | 23,409 | 39,901 | 50,189 |
Other | Operating Segments | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Segment operating income | 5,693 | 4,825 | 6,781 | 8,924 |
Depreciation and amortization | $745 | $503 | $1,093 | $950 |
Restructuring_Charges_Addition
Restructuring Charges - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 28, 2014 | Jun. 28, 2014 |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Employee termination benefit costs, pretax | $6,498 | $10,154 |
Employee termination benefit costs, after tax | 3,964 | 6,199 |
Expected restructuring liability to be paid in current fiscal year | 4,327 | 4,327 |
Expected restructuring charges and related cost during remainder of current fiscal year | 1,800 | 1,800 |
Cost of Revenues | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Employee termination benefit costs, pretax | 3,174 | 4,686 |
Selling, General and Administrative Expenses | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Employee termination benefit costs, pretax | $3,324 | $5,468 |
Reconciliation_of_Liability_Ba
Reconciliation of Liability Balance for Restructuring Charges (Detail) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 28, 2014 |
Restructuring Cost and Reserve [Line Items] | ' |
Beginning balance | $0 |
Provision | 10,154 |
Payments | -4,978 |
Ending balance | $5,176 |