Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 03, 2021 | Aug. 03, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 3, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | WW | |
Entity Registrant Name | WW INTERNATIONAL, INC. | |
Entity Central Index Key | 0000105319 | |
Current Fiscal Year End Date | --01-01 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 69,872,883 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-16769 | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 11-6040273 | |
Entity Address, Address Line One | 675 Avenue of the Americas | |
Entity Address, Address Line Two | 6th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10010 | |
City Area Code | 212 | |
Local Phone Number | 589-2700 | |
Title of 12(b) Security | Common Stock, no par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 125,564 | $ 165,887 |
Receivables (net of allowances: July 3, 2021 - $2,169 and January 2, 2021 - $2,298) | 33,360 | 34,555 |
Inventories | 29,354 | 39,456 |
Prepaid income taxes | 42,677 | 20,028 |
Prepaid marketing and advertising | 4,611 | 15,656 |
Prepaid expenses and other current assets | 23,860 | 23,610 |
TOTAL CURRENT ASSETS | 259,426 | 299,192 |
Property and equipment, net | 42,382 | 51,935 |
Operating lease assets | 101,382 | 119,102 |
Franchise rights acquired | 787,472 | 765,850 |
Goodwill | 156,754 | 155,617 |
Other intangible assets, net | 59,600 | 59,709 |
Deferred income taxes | 12,272 | 13,625 |
Other noncurrent assets | 16,026 | 16,144 |
TOTAL ASSETS | 1,435,314 | 1,481,174 |
CURRENT LIABILITIES | ||
Portion of long-term debt due within one year | 10,000 | 77,000 |
Portion of operating lease liabilities due within one year | 22,877 | 28,551 |
Accounts payable | 25,619 | 23,052 |
Salaries and wages payable | 53,037 | 58,047 |
Accrued marketing and advertising | 8,608 | 15,556 |
Accrued interest | 5,444 | 2,710 |
Other accrued liabilities | 46,476 | 48,615 |
Derivative payable | 21,532 | 28,283 |
Income taxes payable | 1,664 | 7,810 |
Deferred revenue | 51,435 | 50,475 |
TOTAL CURRENT LIABILITIES | 246,692 | 340,099 |
Long-term debt, net | 1,459,737 | 1,408,800 |
Long-term operating lease liabilities | 87,664 | 101,561 |
Deferred income taxes | 171,472 | 173,713 |
Other | 7,646 | 5,212 |
TOTAL LIABILITIES | 1,973,211 | 2,029,385 |
TOTAL DEFICIT | ||
Common stock, $0 par value; 1,000,000 shares authorized; 122,052 shares issued at July 3, 2021 and 121,470 shares issued at January 2, 2021 | 0 | 0 |
Treasury stock, at cost, 52,211 shares at July 3, 2021 and 52,497 shares at January 2, 2021 | (3,129,329) | (3,140,903) |
Retained earnings | 2,610,250 | 2,617,841 |
Accumulated other comprehensive loss | (18,818) | (25,149) |
TOTAL DEFICIT | (537,897) | (548,211) |
TOTAL LIABILITIES AND TOTAL DEFICIT | $ 1,435,314 | $ 1,481,174 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowances | $ 2,169 | $ 2,298 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 122,052,000 | 121,470,000 |
Treasury stock, shares | 52,211,000 | 52,497,000 |
CONSOLIDATED STATEMENTS OF NET
CONSOLIDATED STATEMENTS OF NET INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Revenues, net | $ 311,379 | $ 333,637 | $ 643,175 | $ 733,998 |
Cost of revenues | 125,353 | 138,966 | 263,715 | 328,336 |
Gross profit | 186,026 | 194,671 | 379,460 | 405,662 |
Marketing expenses | 57,154 | 41,894 | 174,088 | 159,828 |
Selling, general and administrative expenses | 69,199 | 101,792 | 142,870 | 166,318 |
Goodwill impairment | 3,665 | |||
Operating income | 59,673 | 50,985 | 62,502 | 75,851 |
Interest expense | 20,293 | 30,995 | 49,416 | 62,546 |
Other expense, net | 381 | 416 | 143 | 438 |
Early extinguishment of debt | 29,169 | 29,169 | ||
Income (loss) before income taxes | 9,830 | 19,574 | (16,226) | 12,867 |
Provision for (benefit from) income taxes | 970 | 5,592 | (6,859) | 4,942 |
Net income (loss) | 8,860 | 13,982 | (9,367) | 7,925 |
Net loss attributable to the noncontrolling interest | 24 | 18 | ||
Net income (loss) attributable to WW International, Inc. | $ 8,860 | $ 14,006 | $ (9,367) | $ 7,943 |
Earnings (loss) per share attributable to WW International, Inc. | ||||
Basic | $ 0.13 | $ 0.21 | $ (0.14) | $ 0.12 |
Diluted | $ 0.12 | $ 0.20 | $ (0.14) | $ 0.11 |
Weighted average common shares outstanding | ||||
Basic | 69,588 | 67,641 | 69,336 | 67,538 |
Diluted | 71,160 | 69,799 | 69,336 | 69,898 |
Subscription | ||||
Revenues, net | $ 272,871 | $ 292,997 | $ 552,691 | $ 617,654 |
Cost of revenues | 95,825 | 108,006 | 194,929 | 243,572 |
Product and Other | ||||
Revenues, net | 38,508 | 40,640 | 90,484 | 116,344 |
Cost of revenues | $ 29,528 | $ 30,960 | $ 68,786 | $ 84,764 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 8,860 | $ 13,982 | $ (9,367) | $ 7,925 |
Other comprehensive gain (loss): | ||||
Foreign currency translation gain (loss) | 2,857 | 4,990 | 1,737 | (4,830) |
Income tax (expense) benefit on foreign currency translation gain (loss) | (720) | (1,267) | (438) | 1,232 |
Foreign currency translation gain (loss), net of taxes | 2,137 | 3,723 | 1,299 | (3,598) |
Gain (loss) on derivatives | 1,522 | 364 | 6,726 | (12,592) |
Income tax (expense) benefit on gain (loss) on derivatives | (383) | (93) | (1,694) | 3,212 |
Gain (loss) on derivatives, net of taxes | 1,139 | 271 | 5,032 | (9,380) |
Total other comprehensive gain (loss) | 3,276 | 3,994 | 6,331 | (12,978) |
Comprehensive income (loss) | 12,136 | 17,976 | (3,036) | (5,053) |
Net loss attributable to the noncontrolling interest | 24 | 18 | ||
Foreign currency translation (gain) loss, net of taxes attributable to the noncontrolling interest | (3) | 95 | ||
Comprehensive loss attributable to the noncontrolling interest | 21 | 113 | ||
Comprehensive income (loss) attributable to WW International, Inc. | $ 12,136 | $ 17,997 | $ (3,036) | $ (4,940) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN TOTAL DEFICIT - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Noncontrolling Interest | Common Stock | Treasury Stock | Accumulated Other Comprehensive Loss | Retained Earnings |
Beginning Balance at Dec. 28, 2019 | $ (685,543) | $ 3,722 | $ 0 | $ (3,158,274) | $ (27,352) | $ 2,500,083 |
Beginning balance (in shares) at Dec. 28, 2019 | 120,352 | 52,933 | ||||
Comprehensive income (loss) | (4,940) | (113) | (12,883) | 7,943 | ||
Issuance of treasury stock under stock plans | (3,388) | $ 10,516 | (13,904) | |||
Issuance of treasury stock under stock plans (in shares) | (264) | |||||
Compensation expense on share- based awards | 42,651 | 42,651 | ||||
Issuance of common stock | 2,067 | 2,067 | ||||
Issuance of common stock (in shares) | 297 | |||||
Ending balance at Jun. 27, 2020 | (649,153) | 3,609 | $ 0 | $ (3,147,758) | (40,235) | 2,538,840 |
Ending balance (in shares) at Jun. 27, 2020 | 120,649 | 52,669 | ||||
Beginning Balance at Mar. 28, 2020 | (704,473) | 3,630 | $ 0 | $ (3,156,907) | (44,226) | 2,496,660 |
Beginning balance (in shares) at Mar. 28, 2020 | 120,352 | 52,899 | ||||
Comprehensive income (loss) | 17,997 | (21) | 3,991 | 14,006 | ||
Issuance of treasury stock under stock plans | (3,430) | $ 9,149 | (12,579) | |||
Issuance of treasury stock under stock plans (in shares) | (230) | |||||
Compensation expense on share- based awards | 38,686 | 38,686 | ||||
Issuance of common stock | 2,067 | 2,067 | ||||
Issuance of common stock (in shares) | 297 | |||||
Ending balance at Jun. 27, 2020 | (649,153) | $ 3,609 | $ 0 | $ (3,147,758) | (40,235) | 2,538,840 |
Ending balance (in shares) at Jun. 27, 2020 | 120,649 | 52,669 | ||||
Beginning Balance at Jan. 02, 2021 | (548,211) | $ 0 | $ (3,140,903) | (25,149) | 2,617,841 | |
Beginning balance (in shares) at Jan. 02, 2021 | 121,470 | 52,497 | ||||
Comprehensive income (loss) | (3,036) | 6,331 | (9,367) | |||
Issuance of treasury stock under stock plans | (3,893) | $ 11,574 | (15,467) | |||
Issuance of treasury stock under stock plans (in shares) | (286) | |||||
Compensation expense on share- based awards | 13,192 | 13,192 | ||||
Issuance of common stock | 4,051 | 4,051 | ||||
Issuance of common stock (in shares) | 582 | |||||
Ending balance at Jul. 03, 2021 | (537,897) | $ 0 | $ (3,129,329) | (18,818) | 2,610,250 | |
Ending balance (in shares) at Jul. 03, 2021 | 122,052 | 52,211 | ||||
Beginning Balance at Apr. 03, 2021 | (555,778) | $ 0 | $ (3,139,855) | (22,094) | 2,606,171 | |
Beginning balance (in shares) at Apr. 03, 2021 | 121,801 | 52,471 | ||||
Comprehensive income (loss) | 12,136 | 3,276 | 8,860 | |||
Issuance of treasury stock under stock plans | (3,858) | $ 10,526 | (14,384) | |||
Issuance of treasury stock under stock plans (in shares) | (260) | |||||
Compensation expense on share- based awards | 7,851 | 7,851 | ||||
Issuance of common stock | 1,752 | 1,752 | ||||
Issuance of common stock (in shares) | 251 | |||||
Ending balance at Jul. 03, 2021 | $ (537,897) | $ 0 | $ (3,129,329) | $ (18,818) | $ 2,610,250 | |
Ending balance (in shares) at Jul. 03, 2021 | 122,052 | 52,211 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2021 | Jun. 27, 2020 | |
Operating activities: | ||
Net income (loss) | $ (9,367) | $ 7,925 |
Adjustments to reconcile net (loss) income to cash provided by operating activities: | ||
Depreciation and amortization | 26,093 | 24,983 |
Amortization of deferred financing costs and debt discount | 3,533 | 4,383 |
Goodwill impairment | 3,665 | |
Impairment of intangible and long-lived assets | 224 | |
Share-based compensation expense | 13,192 | 42,651 |
Deferred tax (benefit) provision | (2,811) | 7,209 |
Allowance for doubtful accounts | (90) | 28 |
Reserve for inventory obsolescence | 3,830 | 6,695 |
Foreign currency exchange rate (gain) loss | (44) | 1,216 |
Early extinguishment of debt | 29,169 | |
Changes in cash due to: | ||
Receivables | 730 | (7,006) |
Inventories | 6,527 | (14,198) |
Prepaid expenses | (11,481) | 1,593 |
Accounts payable | 3,337 | 202 |
Accrued liabilities | (16,699) | (27,545) |
Deferred revenue | 976 | (9,252) |
Other long term assets and liabilities, net | (2,125) | 3,473 |
Income taxes | (6,742) | 1,496 |
Cash provided by operating activities | 38,252 | 47,518 |
Investing activities: | ||
Capital expenditures | (984) | (19,349) |
Capitalized software expenditures | (17,447) | (14,849) |
Cash paid for acquisitions | (10,849) | |
Other items, net | (1,534) | (5,051) |
Cash used for investing activities | (30,814) | (39,249) |
Financing activities: | ||
Net (payments) borrowings on revolver | 0 | 0 |
Proceeds from new long term debt | 1,500,000 | |
Financing costs and debt discount | (37,315) | (475) |
Payments on long-term debt | (1,509,000) | (38,500) |
Taxes paid related to net share settlement of equity awards | (4,223) | (4,152) |
Proceeds from stock options exercised | 4,469 | 2,283 |
Other items, net | (80) | (106) |
Cash used for financing activities | (46,149) | (40,950) |
Effect of exchange rate changes on cash and cash equivalents | (1,612) | 354 |
Net decrease in cash and cash equivalents | (40,323) | (32,327) |
Cash and cash equivalents, beginning of period | 165,887 | 182,736 |
Cash and cash equivalents, end of period | $ 125,564 | $ 150,409 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jul. 03, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. The accompanying consolidated financial statements include the accounts of WW International, Inc. and all of its subsidiaries. The terms “Company” and “WW” as used throughout these notes are used to indicate WW International, Inc. and all of its operations consolidated for purposes of its financial statements. The Company’s “Digital” business refers to providing subscriptions to the Company’s digital product offerings, including Personal Coaching + Digital. The Company’s “ Workshops + Digital” (formerly known as “Studio + Digital”) business refers to providing access to the Company’s workshops combined with the Company’s digital subscription product offerings to commitment plan subscribers. It also includes the provision of access to workshops for members who do not subscribe to commitment plans, including the Company’s The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and include amounts that are based on management’s best estimates and judgments. While all available information has been considered, actual amounts could differ from those estimates. For example, the global outbreak of the coronavirus (COVID-19) has had and will continue to have a significant adverse impact on the Company’s business as well as on the business environment and the markets in which it operates. This global health crisis has also had a significant adverse effect on overall economic conditions and the Company expects consumer demand to continue to be negatively impacted due to changes in consumer behavior and confidence and health concerns. The situation remains dynamic and subject to rapid and possibly significant change, with the United States and other countries continuing to struggle with rolling outbreaks of the virus and its variants. Accordingly, the full extent of the magnitude and duration of the negative impact to the Company’s business from the COVID-19 pandemic cannot be predicted with certainty. The Company considered the impact of COVID-19 on the assumptions and estimates used when preparing its Quarterly Report on Form 10-Q quarterly financial statements. These assumptions and estimates may change as new events occur and additional information is obtained, and such future changes may have an adverse impact on the Company's results of operations, financial position and liquidity. The consolidated financial statements include all of the Company’s majority-owned subsidiaries. All entities acquired, and any entity of which a majority interest was acquired, are included in the consolidated financial statements from the date of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s operating results for any interim period are not necessarily indicative of future or annual results. The consolidated financial statements are unaudited and, accordingly, they do not include all of the information necessary for a comprehensive presentation of results of operations, financial position and cash flow activity required by GAAP for complete financial statements but, in the opinion of management, reflect all adjustments including those of a normal recurring nature necessary for a fair statement of the interim results presented. These statements should be read in conjunction with the Company’s Annual Report on Form 10-K, as amended by Form 10-K/A, for fiscal 2020 filed on February 25, 2021 and March 30, 2021, respectively, which include additional information about the Company, its results of operations, its financial position and its cash flows. |
Accounting Standards Adopted in
Accounting Standards Adopted in Current Year | 6 Months Ended |
Jul. 03, 2021 | |
Accounting Changes And Error Corrections [Abstract] | |
Accounting Standards Adopted in Current Year | 2 . In December 2019, the Financial Accounting Standards Board (the “FASB”) On January 3, 2021, the Company adopted the on a prospective basis, which did not have a material impact on the Company’s consolidated financial statements. |
Leases
Leases | 6 Months Ended |
Jul. 03, 2021 | |
Leases [Abstract] | |
Leases | 3 . Leases A lease is defined as an arrangement that contractually specifies the right to use and control an identified asset for a specific period of time in exchange for consideration. Operating leases are included in operating lease assets, portion of operating lease liabilities due within one year, and long-term operating lease liabilities in the Company’s consolidated balance sheets. Finance leases are included in property and equipment, net, other accrued liabilities, and other long-term liabilities in the Company’s consolidated balance sheets. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term, using the Company’s incremental borrowing rate commensurate with the lease term, since the Company’s lessors do not provide an implicit rate, nor is one readily available. The incremental borrowing rate is calculated based on the Company’s credit yield curve and adjusted for collateralization, credit quality and economic environment impact, all where applicable. The lease asset includes scheduled lease payments and excludes lease incentives, such as free rent periods and tenant improvement allowances. The Company has certain leases that may include an option to renew and when it is reasonably probable to exercise such option, the Company will include the renewal option terms in determining the lease asset and lease liability. The Company does not have any renewal options that would have a material impact on the terms of the leases and that are also reasonably expected to be exercised as of July 3, 2021. A lease may contain both fixed and variable payments. Variable lease payments that are linked to an index or rate are measured based on the current index or rate at the implementation of the lease accounting standard, or lease commencement date for new leases, with the impact of future changes in the index or rate being recorded as a period expense. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company’s operating leases are primarily for its studios and corporate offices. At July 3, 2021 and January 2, 2021, the Company’s lease assets and lease liabilities were as follows: July 3, 2021 January 2, 2021 Assets: Operating lease assets $ 101,382 $ 119,102 Finance lease assets 205 207 Total leased assets $ 101,587 $ 119,309 Liabilities: Current Operating $ 22,877 $ 28,551 Finance 116 88 Noncurrent Operating $ 87,664 $ 101,561 Finance 46 93 Total lease liabilities $ 110,703 $ 130,293 For the three and six months ended July 3, 2021 and June 27, 2020, the components of the Company’s lease expense were as follows: Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Operating lease cost: Fixed lease cost $ 9,782 $ 12,356 $ 20,826 $ 24,997 Lease termination cost 3,208 143 6,360 143 Variable lease cost 5 (15 ) 9 (4 ) Total operating lease cost $ 12,995 $ 12,484 $ 27,195 $ 25,136 Finance lease cost: Amortization of leased assets 37 41 80 106 Interest on lease liabilities 2 3 5 6 Total finance lease cost $ 39 $ 44 $ 85 $ 112 Total lease cost $ 13,034 $ 12,528 $ 27,280 $ 25,248 At July 3, 2021 and January 2, 2021, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: July 3, 2021 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.30 7.08 Finance leases 1.75 2.35 Weighted Average Discount Rate Operating leases 7.06 6.95 Finance leases 5.02 5.51 The Company’s leases have remaining lease terms of 0 to 11 years with a weighted average lease term of 7.29 years as of July 3, 2021. At July 3, 2021, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Leases Finance Leases Total Remainder of fiscal 2021 $ 14,408 $ 53 $ 14,461 2022 27,741 85 27,826 2023 20,509 27 20,536 2024 15,977 5 15,982 2025 11,589 — 11,589 Thereafter 54,603 — 54,603 Total lease payments $ 144,827 $ 170 $ 144,997 Less imputed interest 34,286 8 34,294 Present value of lease liabilities $ 110,541 $ 162 $ 110,703 Supplemental cash flow information related to leases for the six months ended July 3, 2021 and June 27, 2020 were as follows: Six Months Ended July 3, June 27, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 22,078 $ 24,997 Operating cash flows from finance leases $ 5 $ 6 Financing cash flows from finance leases $ 80 $ 106 Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities $ (1,012 ) $ 8,881 Leased assets obtained in exchange for new finance lease liabilities $ 81 $ 118 |
Revenue
Revenue | 6 Months Ended |
Jul. 03, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 4 . Revenue Revenues are recognized when control of the promised services or goods is transferred to the Company’s customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those services or goods. The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Digital Subscription Revenues $ 205,337 $ 177,921 $ 411,398 $ 352,466 Workshops + Digital Fees 67,534 115,076 141,293 265,188 Subscription Revenues, net $ 272,871 $ 292,997 $ 552,691 $ 617,654 Product sales and other, net 38,508 40,640 90,484 116,344 Revenues, net $ 311,379 $ 333,637 $ 643,175 $ 733,998 The following tables present the Company’s revenues disaggregated by revenue source and segment: Three Months Ended July 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 130,255 $ 60,602 $ 9,594 $ 4,886 $ 205,337 Workshops + Digital Fees 51,699 8,732 4,606 2,497 67,534 Subscription Revenues, net $ 181,954 $ 69,334 $ 14,200 $ 7,383 $ 272,871 Product sales and other, net 25,675 8,602 2,802 1,429 38,508 Revenues, net $ 207,629 $ 77,936 $ 17,002 $ 8,812 $ 311,379 Three Months Ended June 27, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 115,922 $ 50,704 $ 7,571 $ 3,724 $ 177,921 Workshops + Digital Fees 86,131 17,858 8,001 3,086 115,076 Subscription Revenues, net $ 202,053 $ 68,562 $ 15,572 $ 6,810 $ 292,997 Product sales and other, net 25,472 9,257 4,165 1,746 40,640 Revenues, net $ 227,525 $ 77,819 $ 19,737 $ 8,556 $ 333,637 Six Months Ended July 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 262,345 $ 119,515 $ 19,404 $ 10,134 $ 411,398 Workshops + Digital Fees 106,604 19,671 9,776 5,242 141,293 Subscription Revenues, net $ 368,949 $ 139,186 $ 29,180 $ 15,376 $ 552,691 Product sales and other, net 59,996 20,645 6,890 2,953 90,484 Revenues, net $ 428,945 $ 159,831 $ 36,070 $ 18,329 $ 643,175 Six Months Ended June 27, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 232,272 $ 97,341 $ 15,147 $ 7,706 $ 352,466 Workshops + Digital Fees 198,974 39,377 19,130 7,707 265,188 Subscription Revenues, net $ 431,246 $ 136,718 $ 34,277 $ 15,413 $ 617,654 Product sales and other, net 79,986 21,091 10,488 4,779 116,344 Revenues, net $ 511,232 $ 157,809 $ 44,765 $ 20,192 $ 733,998 Information about Contract Balances For Subscription Revenues, the Company can collect payment in advance of providing services. Any amounts collected in advance of services being provided are recorded in deferred revenue. In the case where amounts are not collected, but the service has been provided and the revenue has been recognized, the amounts are recorded in accounts receivable. The opening and ending balances of the Company’s deferred revenues are as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of January 2, 2021 $ 50,475 $ 44 Net increase (decrease) during the period 960 (28 ) Balance as of July 3, 2021 $ 51,435 $ 16 Revenue recognized from amounts included in current deferred revenue as of January 2, 2021 was $48,227 for the six months ended July 3, 2021. The Company’s long-term deferred revenue, which is included in other liabilities on the Company’s consolidated balance sheet, had a balance of $16 and $44 at July 3, 2021 and January 2, 2021, respectively, for revenue that will not be recognized during the next fiscal year and is generally related to upfront payments received as an inducement for entering into certain sales-based royalty agreements with third party licensees. This revenue is amortized on a straight-line basis over the term of the applicable agreement. |
Acquisitions
Acquisitions | 6 Months Ended |
Jul. 03, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 5 . Acquisitions Acquisition of Franchisees On March 22, 2021, the Company acquired substantially all of the assets of its Michigan franchisee, The WW Group, Inc., and its Ontario, Canada franchisee, The WW Group Co., as follows: (a) The Company acquired substantially all of the assets of The WW Group, Inc., which operated franchises in certain territories in Michigan, for an aggregate purchase price of $17,500. Payment was in the form of cash ($8,255), cash payable on July 30, 2021 ($8,750), and assumed net liabilities ($495). Of the $8,750 of cash payable on July 30, 2021, $2,300 will be cash held in reserves. The total purchase price has been allocated to franchise rights acquired ($16,885), customer relationship value ($408), inventories ($162), property and equipment, net ($41) and other assets ($4); and (b) The Company acquired substantially all of the assets of The WW Group Co., which operated franchises in certain territories in Ontario, Canada, for an aggregate purchase price of $3,114. Payment was in the form of cash ($2,605), cash in reserves ($599) and assumed net assets ($90). The total purchase price has been allocated to franchise rights acquired ($3,040), customer relationship value ($42), property and equipment, net ($25), inventories ($6) and other assets ($1). Both acquisitions have been accounted for under the purchase method of accounting and, accordingly, earnings of the acquired franchises have been included in the consolidated operating results of the Company since the date of acquisition. |
Franchise Rights Acquired, Good
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6 Months Ended |
Jul. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6 . Franchise Rights Acquired, Goodwill and Other Intangible Assets Franchise rights acquired are due to acquisitions of the Company’s franchised territories as well as the acquisition of franchise promotion agreements and other factors associated with the acquired franchise territories. For the six months ended July 3, 2021, the change in the carrying value of franchise rights acquired was due to the franchisee acquisitions as described in Note 5 and the effect of exchange rate changes. Goodwill primarily relates to the acquisition of the Company by The Kraft Heinz Company (successor to H.J. Heinz Company) in 1978 , and the Company’s acquisitions of WW.com, Inc. (formerly known as WeightWatchers.com, Inc.) in 2005 and the Company’s franchised territories . For the six months ended July 3, 2021 , the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: North Continental United America Europe Kingdom Other Total Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Effect of exchange rate changes 1,383 (230 ) 15 (31 ) 1,137 Balance as of July 3, 2021 $ 146,454 $ 7,562 $ 1,283 $ 1,455 $ 156,754 Franchise Rights Acquired Finite-lived franchise rights acquired are amortized over the remaining contractual period, which is generally less than one year. Indefinite-lived franchise rights acquired are tested on an annual basis for impairment. In performing the impairment analysis for indefinite-lived franchise rights acquired, the fair value for franchise rights acquired is estimated using a discounted cash flow approach referred to as the hypothetical start-up approach for franchise rights related to the Company’s Workshops Workshops In its hypothetical start-up approach analysis for fiscal 2021, the Company assumed that the year of maturity was reached after 7 years. Subsequent to the year of maturity, the Company estimated future cash flows for the Workshops Workshops Goodwill In performing the impairment analysis for goodwill, the fair value for the Company’s reporting units is estimated using a discounted cash flow approach. This approach involves projecting future cash flows attributable to the reporting unit and discounting those estimated cash flows using an appropriate discount rate. The estimated fair value is then compared to the carrying value of the reporting unit. The Company has determined the appropriate reporting unit for purposes of assessing annual impairment to be the country for all reporting units. The net book values of goodwill in the United States, Canada and other countries as of the July 3, 2021 balance sheet date were $102,968, $43,486 and $10,300, respectively. For all of the Company’s reporting units tested as of May 9, 2021, the Company estimated future cash flows by utilizing the historical debt-free cash flows (cash flows provided by operations less capital expenditures) attributable to that country and then applied expected future operating income growth rates for such country. The Company utilized operating income as the basis for measuring its potential growth because it believes it is the best indicator of the performance of its business. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. Indefinite-Lived Franchise Rights Acquired and Goodwill Annual Impairment Test The Company reviews indefinite-lived intangible assets, including franchise rights acquired with indefinite lives, and goodwill for potential impairment on at least an annual basis or more often if events so require. The Company performed fair value impairment testing as of May 9, 2021 and May 3, 2020, each the first day of fiscal May, on its indefinite-lived intangible assets and goodwill. In performing its annual impairment analysis as of May 9, 2021 and May 3, 2020, the Company determined that the carrying amounts of its franchise rights acquired with indefinite lives units of account and goodwill reporting units did not exceed their respective fair values and, therefore, no impairment existed. When determining fair value, the Company utilizes various assumptions, including projections of future cash flows, growth rates and discount rates. A change in these underlying assumptions could cause a change in the results of the impairment assessments and, as such, could cause fair value to be less than the carrying amounts and result in an impairment of those assets. In the event such a result occurred, the Company would be required to record a corresponding charge, which would impact earnings. The Company would also be required to reduce the carrying amounts of the related assets on its balance sheet. Based on the results of the Company’s May 9, 2021 annual franchise rights acquired impairment analysis performed for all of its units of account as , except for New Zealand, estimated fair value at least 45 as of the balance sheet date Based on the results of the Company’s May 9, 2021 annual goodwill impairment test performed for all of its reporting units as of the July 3, 2021 balance sheet date, there was significant headroom in the goodwill impairment analysis for those units, with the difference between the carrying value and the fair value exceeding 100%. Brazil Goodwill Impairment With respect to its Brazil reporting unit, during the first quarter of fiscal 2020, the Company made a strategic decision to shift to an exclusively Digital business in that country. The Company determined that this decision, together with the negative impact of COVID-19, the ongoing challenging economic environment in Brazil and its reduced expectations regarding the reporting unit’s future operating cash flows, required the Company to perform an interim goodwill impairment analysis. In performing this discounted cash flow analysis, the Company determined that the carrying amount of this reporting unit exceeded its fair value and as a result recorded an impairment charge of $3,665, which comprised the remaining balance of goodwill for this reporting unit. As it related to its goodwill impairment analysis for Brazil, the Company estimated future debt-free cash flows in contemplation of its growth strategies for that market. In developing these projections, the Company considered the growth strategies under the current market conditions in Brazil. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. Finite-lived Intangible Assets The carrying values of finite-lived intangible assets as of July 3, 2021 and January 2, 2021 were as follows: July 3, 2021 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 136,493 $ 115,155 $ 131,420 $ 109,170 Website development costs 105,474 76,288 95,718 67,656 Trademarks 12,044 11,567 11,999 11,457 Other 14,065 5,466 14,093 5,238 Trademarks and other intangible assets $ 268,076 $ 208,476 $ 253,230 $ 193,521 Franchise rights acquired 7,949 4,705 7,925 4,575 Total finite-lived intangible assets $ 276,025 $ 213,181 $ 261,155 $ 198,096 Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $8,035 and $16,033 for the three and six months ended July 3, 2021, respectively. Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $7,386 and $14,551 for the three and six months ended June 27, 2020, respectively. Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2021 $ 15,016 Fiscal 2022 $ 22,673 Fiscal 2023 $ 12,535 Fiscal 2024 $ 3,113 Fiscal 2025 and thereafter $ 9,507 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jul. 03, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 7 . The components of the Company’s long-term debt were as follows: July 3, 2021 January 2, 2021 Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Revolving Credit Facility due April 13, 2026 $ — $ — $ — 2.61 % $ — $ — $ — 0.00 % Term Loan Facility due April 13, 2028 1,000,000 7,900 16,372 4.51 % — — — 0.00 % Senior Secured Notes due April 15, 2029 500,000 5,991 — 4.73 % — — — 0.00 % Revolving Credit Facility due November 29, 2022 — — — 0.00 % — — — 3.03 % Term Loan Facility due November 29, 2024 — — — 6.03 % 1,209,000 5,113 17,233 6.60 % Senior Notes due December 1, 2025 — — — 8.62 % 300,000 854 — 8.71 % Total $ 1,500,000 $ 13,891 $ 16,372 5.66 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion 10,000 77,000 Unamortized deferred financing costs 13,891 5,967 Unamortized debt discount 16,372 17,233 Total long-term debt $ 1,459,737 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. On April 13, 2021, the Company (1) repaid in full approximately $1,189,750 in aggregate principal amount of senior secured tranche B term loans due in 2024 under its then-existing credit facilities and (2) redeemed all of the $300,000 in aggregate principal amount of its then-outstanding 8.625% Senior Notes due in 2025 (the “Discharged Senior Notes”). On April 13, 2021, the Company’s then-existing credit facilities included a senior secured revolving credit facility (which included borrowing capacity available for letters of credit) due in 2022 with $175,000 in an aggregate principal amount of commitments. There were no outstanding borrowings under such revolving credit facility on that date. The Company funded such repayment of loans and redemption of notes with cash on hand as well as with proceeds received from approximately $1,000,000 in an aggregate principal amount of borrowings under its new credit facilities and proceeds received from the issuance of $500,000 in aggregate principal amount of 4.500% Senior Secured Notes due 2029 (the “Senior Secured Notes”). These transactions are collectively referred to herein as the “April 2021 debt refinancing”. The Company’s new credit facilities consist of a $1,000,000 term loan facility and a $175,000 revolving credit facility (which includes borrowing capacity available for letters of credit) (collectively, as amended from time to time, the “New Credit Facilities”). During the second quarter of fiscal 2021, t New Credit Facilities The New Credit Facilities were issued under a credit agreement, dated April 13, 2021 (as amended from time to time, the “New Credit Agreement”), among the Company, as borrower, the lenders party thereto, and Bank of America, N.A. (“Bank of America”), as administrative agent and an issuing bank. The New Credit Facilities consist of (1) $1,000,000 in aggregate principal amount of senior secured tranche B term loans due in 2028 (the “New Term Loan Facility”) and (2) $175,000 in an aggregate principal amount of commitments under a senior secured revolving credit facility (which includes borrowing capacity available for letters of credit) due in 2026 (the “New Revolving Credit Facility”). As of July 3, 2021, the Company had $1,000,000 in an aggregate principal amount of loans outstanding under the New Credit Facilities, with $173,846 of availability and $1,154 in issued but undrawn letters of credit outstanding under the New Revolving Credit Facility. There were no outstanding borrowings under the New Revolving Credit Facility as of July 3, 2021. All obligations under the New Credit Agreement are guaranteed by, subject to certain exceptions, each of the Company’s current and future wholly-owned material domestic restricted subsidiaries. All obligations under the New Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the assets of the Company and each guarantor, subject to customary exceptions, including: • a pledge of 100% of the equity interests directly held by the Company and each guarantor in any wholly-owned material subsidiary of the Company or any guarantor (which pledge, in the case of any non-U.S. subsidiary of a U.S. subsidiary, will not include more than 65% of the voting stock of such first-tier non-U.S. subsidiary), subject to certain exceptions; and • a security interest in substantially all other tangible and intangible assets of the Company and each guarantor, subject to certain exceptions. The New Credit Facilities require the Company to prepay outstanding term loans, subject to certain exceptions, with: • 50% (which percentage will be reduced to 25% and 0% if the Company attains certain first lien secured net leverage ratios) of the Company’s annual excess cash flow; • 100% of the net cash proceeds of certain non-ordinary course asset sales by the Company and its restricted subsidiaries (including casualty and condemnation events, subject to de minimis thresholds), and subject to the right to reinvest 100% of such proceeds, subject to certain qualifications; and • 100% of the net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries, other than certain debt permitted under the New Credit Agreement. The foregoing mandatory prepayments will be used to reduce the installments of principal on the New Term Loan Facility. The Company may voluntarily repay outstanding loans under the New Credit Facilities at any time without premium or penalty, except (1) for customary “breakage” costs with respect to LIBOR loans under the New Credit Facilities and (2) during the six months following the Closing Date (as defined in the New Credit Agreement), with respect to certain voluntary prepayments or refinancings of the New Term Loan Facility that reduce the effective yield of the New Term Loan Facility, which will be subject to a 1.00% prepayment premium. Borrowings under the New Term Loan Facility bear interest at a rate per annum equal to, at the Company’s option, either (1) an applicable margin plus a base rate determined by reference to the highest of (a) 0.50% per annum plus the Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America and (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%; provided that such rate is not lower than a floor of 1.50% or (2) an applicable margin plus a LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, provided that LIBOR is not lower than a floor of 0.50%. Borrowings under the New Revolving Credit Facility bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid, plus, at the Company’s option, either (1) a base rate determined by reference to the highest of (a) 0.50% per annum plus the Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America and (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%; provided that such rate is not lower than a floor of 1.00% or (2) a LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, provided such rate is not lower than a floor of zero. As of July 3, 2021, the applicable margins for the LIBOR rate borrowings under the New Term Loan Facility and the New Revolving Credit Facility were 3.50% and 2.50%, respectively. In the event that LIBOR is phased out as is currently expected, the New Credit Agreement provides that the Company and the administrative agent may amend the New Credit Agreement to replace the LIBOR definition therein with a successor rate subject to notifying the lending syndicate of such change and not receiving within five business days of such notification objections to such replacement rate from lenders holding at least a majority of the aggregate principal amount of loans and commitments then outstanding under the New Credit Agreement; provided that such lending syndicate may not object to a SOFR-based successor rate contained in any such amendment. If the Company fails to do so, its borrowings will be based off of the alternative base rate plus a margin. On a quarterly basis, the Company pays a commitment fee to the lenders under the New Revolving Credit Facility in respect of unutilized commitments thereunder, which commitment fee fluctuates depending upon the Company’s Consolidated First Lien Leverage Ratio (as defined in the New Credit Facility). The New Credit Agreement contains other customary terms, including (1) representations, warranties and affirmative covenants, (2) negative covenants, including limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt, amendments of material agreements governing subordinated indebtedness, changes to lines of business and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions, and (3) customary events of default. The availability of certain baskets and the ability to enter into certain transactions are also subject to compliance with certain financial ratios. In addition, if the aggregate principal amount of extensions of credit outstanding under the New Revolving Credit Facility as of any fiscal quarter end exceeds 35% of the amount of the aggregate commitments under the New Revolving Credit Facility in effect on such date, the Company must be in compliance with a Consolidated First Lien Leverage Ratio of, on or prior to the end of the first fiscal quarter of 2022, 6.00:1.00, with a step down to 5.75:1.00 for the period ending after the first fiscal quarter of 2022 through and including with first fiscal quarter of 2023, with an additional step down to 5.50:1.00 for the period ending after the first fiscal quarter of 2023 through and including with first fiscal quarter of 2024, with a step down to 5.25:1.00 for the period ending after the first fiscal quarter of 2024 through and including with first fiscal quarter of 2025 and again to 5.00:1.00, for the period following the first fiscal quarter of 2025. Senior Secured Notes The Senior Secured Notes were issued pursuant to an Indenture, dated as of April 13, 2021 (as amended, supplemented or modified from time to time, the “New Indenture”), among the Company, the guarantors named therein and The Bank of New York Mellon, as trustee and notes collateral agent. The New Indenture contains customary terms, events of default and covenants for an issuer of non-investment grade debt securities. These covenants include limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions. The Senior Secured Notes accrue interest at a rate per annum equal to 4.500% and will mature on April 15, 2029. Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year, beginning on October 15, 2021. On or after April 15, 2024, the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125% on or after April 15, 2025 and to 100.000% on or after April 15, 2026. Prior to April 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Senior Secured Notes with an amount not to exceed the net proceeds of certain equity offerings at 104.500% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Prior to April 15, 2024, the Company may redeem some or all of the Senior Secured Notes at a make-whole price plus accrued and unpaid interest, if any, to, but not including, the redemption date. In addition, during any twelve-month period ending prior to April 15, 2024, the Company may redeem up to 10% of the aggregate principal amount of the Senior Secured Notes at a purchase price equal to 103.000% of the principal amount of the Senior Secured Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If a change of control occurs, the Company must offer to purchase for cash the Senior Secured Notes at a purchase price equal to 101% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. Following the sale of certain assets and subject to certain conditions, the Company must offer to purchase for cash the Senior Secured Notes at a purchase price equal to 100% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. The Senior Secured Notes are guaranteed on a senior secured basis by the Company’s subsidiaries that guarantee the New Credit Facilities. The Senior Secured Notes and the note guarantees are secured by a first-priority lien on all the collateral that secures the New Credit Facilities, subject to a shared lien of equal priority with the Company’s and each guarantor’s obligations under the New Credit Facilities and subject to certain thresholds, exceptions and permitted liens. Outstanding Debt At July 3, 2021, the Company had $1,500,000 outstanding under the New Credit Facilities and the Senior Secured Notes, consisting of borrowings under the New Term Loan Facility of $1,000,000, $0 drawn down on the New Revolving Credit Facility and $500,000 in aggregate principal amount of Senior Secured Notes issued and outstanding. At July 3, 2021 and January 2, 2021, the Company’s debt consisted of both fixed and 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. See Note 11 for information on the Company’s interest rate swaps. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, exclusive of the impact of the swaps then in effect, was approximately 5.67% and 7.03% per annum at July 3, 2021 and January 2, 2021, respectively, based on interest rates on these dates. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, including the impact of the swaps then in effect, was approximately 6.17% and 7.41% per annum at July 3, 2021 and January 2, 2021, respectively, based on interest rates on these dates. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jul. 03, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 8. Basic earnings per share (“EPS”) is 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 earnings (loss) per share: Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Numerator: Net income (loss) attributable to WW International, Inc. $ 8,860 $ 14,006 $ (9,367 ) $ 7,943 Denominator: Weighted average shares of common stock outstanding 69,588 67,641 69,336 67,538 Effect of dilutive common stock equivalents 1,572 2,158 — 2,360 Weighted average diluted common shares outstanding 71,160 69,799 69,336 69,898 Earnings (loss) per share attributable to WW International, Inc. Basic $ 0.13 $ 0.21 $ (0.14 ) $ 0.12 Diluted $ 0.12 $ 0.20 $ (0.14 ) $ 0.11 The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted EPS was 4,724 and 4,075 for the three months ended July 3, 2021 and June 27, 2020, respectively. The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted EPS was 6,426 and 2,849 for the six months ended July 3, 2021 and June 27, 2020, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 03, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. The effective tax rates for the three and six months ended July 3, 2021 were 9.9% and 42.3%, respectively. The effective tax rates for the three and six months ended June 27, 2020 were 28.6% and 38.4%, respectively. For the six months ended July 3, 2021, the tax expense was impacted by tax windfalls from stock compensation. For the six months ended July 3, 2021, the difference between the U.S. federal statutory tax rate and the Company’s consolidated effective tax rate was primarily due to state income tax expense and tax expense from income earned in foreign jurisdictions, partially offset by a tax benefit related to f oreign-derived intangible income |
Legal
Legal | 6 Months Ended |
Jul. 03, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal | 10. Securities Class Action and Derivative Matters In March 2019, two substantially identical class action complaints alleging violations of the federal securities laws were filed by individual shareholders against the Company, certain of the Company’s current officers and the Company’s former controlling shareholder, Artal Group S.A. (“Artal”), in the United States District Court for the Southern District of New York. The actions were consolidated and lead plaintiffs were appointed in June 2019. A consolidated amended complaint was filed on July 29, 2019, naming as defendants the Company, certain of the Company’s current officers and directors, and Artal and certain of its affiliates. A second consolidated amended complaint was filed on September 27, 2019. The operative complaint asserted claims on behalf of all purchasers of the Company’s common stock between May 4, 2018 and February 26, 2019, inclusive (the “Class Period”), including purchasers of the Company’s common stock traceable to the May 2018 secondary offering of the Company’s common stock by certain of its shareholders. The complaint alleged that, during the Class Period, the defendants disseminated materially false and misleading statements and/or concealed or recklessly disregarded material adverse facts. The complaint alleged claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, and with respect to the secondary offering, under Sections 11, 12(a)(2), and 15 of the Securities Act of 1933, as amended. The plaintiffs sought to recover unspecified damages on behalf of the class members. The Company filed a motion to dismiss the complaint on October 31, 2019. On November 30, 2020, the Court granted the Company’s motion to dismiss in full and dismissed the complaint. The plaintiffs did not appeal. Between March and July 2019 Member Class Action Matter In June 2020, a Workshops + Digital (then known as Studio + Digital) member filed a class action complaint against the Company in the Superior Court of California in Ventura County. The complaint was filed on behalf of all Workshops + Digital members nationwide and regarded the fees charged for Workshops + Digital memberships since the replacement of in-person workshops with virtual workshops in March 2020 in response to the COVID-19 pandemic. The complaint alleged, among other things, that the Company’s decision to charge its members the full Workshops + Digital membership fee while only providing a virtual workshop experience violated California state consumer protection laws and gave rise to claims for breach of contract, fraud, and other tort causes of action based on the same factual allegations that were the basis for the breach of contract claim. The plaintiff sought to recover damages plus injunctive relief to enjoin the Company from engaging in similar conduct in the future on behalf of the class members. On July 30, 2020, the Company filed a notice to remove the matter to the United States District Court for the Central District of California, and per the parties’ stipulation, on August 7, 2020, the case was transferred to the United States District Court for the Southern District of New York. On September 23, 2020, the Company filed a motion to dismiss all of the plaintiff’s claims with prejudice. At the parties’ September 29, 2020 preliminary conference, the court issued an order permitting the plaintiff to either submit her opposition to the motion to dismiss or file an amended complaint by October 14, 2020. On October 14, 2020, the plaintiff filed an amended complaint with predominantly the same claims. The Company filed another motion to dismiss the matter on November 4, 2020. The plaintiff filed her opposition brief on November 19, 2020, and the On May 24, 2021, the court granted the Company’s motion to dismiss with prejudice. Other Litigation Matters Due to the nature of the Company’s activities, it is also, at times, subject to other pending and threatened legal actions that arise out of the ordinary course of business. In the opinion of management, the disposition of any such matters is not expected, individually or in the aggregate, to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that the Company’s results of operations, financial condition or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 6 Months Ended |
Jul. 03, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | 1 1 . As of July 3, 2021 and January 2, 2021, the Company had in effect interest rate swaps with an aggregate notional amount totaling $500,000 and $750,000, respectively. On June 11, 2018, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (the “2018 swap”) with an effective date of April 2, 2020 and a termination date of March 31, 2024. The initial notional amount of this swap was $500,000. During the term of this swap, the notional amount decreased from $500,000 effective April 2, 2020 to $250,000 on March 31, 2021. This interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 3.1005%. On June 7, 2019, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (together with the 2018 swap, the “current swaps”) with an effective date of April 2, 2020 and a termination date of March 31, 2024. The notional amount of this swap is $250,000. This interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 1.901%. The current swaps qualify for hedge accounting and, therefore, changes in the fair value of the current swaps have been recorded in accumulated other comprehensive loss. As of July 3, 2021 and January 2, 2021, cumulative unrealized losses for qualifying hedges were reported as a component of accumulated other comprehensive loss in the amounts of $15,947 ($21,435 before taxes) and $20,979 ($28,161 before taxes), respectively. As of July 3, 2021 and January 2, 2021, the aggregate fair values of the Company’s current swaps were liabilities of $21,532 and $28,283, respectively, which were included in derivative payable in the consolidated balance sheets. The Company is hedging forecasted transactions for periods not exceeding the next three years. The Company expects approximately $4,921 ($6,578 before taxes) of derivative losses included in accumulated other comprehensive loss at July 3, 2021, based on current market rates, will be reclassified into earnings within the next 12 months. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 03, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 1 2 . 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 as of July 3, 2021 and January 2, 2021. The fair value of the Company’s borrowings under the New Revolving Credit Facility approximated a carrying value of $0 at July 3, 2021. The fair value of the Company’s borrowings under the then-existing Revolving Credit Facility approximated a carrying value of $0 at January 2, 2021. The fair value of the Company’s Credit Facilities is determined by utilizing average bid prices on or near the end of each fiscal quarter (Level 2 input). As of July 3, 2021 and January 2, 2021, the fair value of the Company’s long-term debt was approximately $1,476,884 and $1,501,148, respectively, as compared to the carrying value (net of deferred financing costs and debt discount) of $1,469,737 and $1,485,800, respectively. Derivative Financial Instruments The fair values for the Company’s derivative financial instruments are determined using observable current market information such as the prevailing LIBOR interest rate and LIBOR yield curve rates and include consideration of counterparty credit risk. See Note 11 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: Total Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Interest rate swap liability at July 3, 2021 $ 21,532 $ — $ 21,532 $ — Interest rate swap liability at January 2, 2021 $ 28,283 $ — $ 28,283 $ — The Company did not have any transfers into or out of Levels 1 and 2 and did not maintain any assets or liabilities classified as Level 3 during the six months ended July 3, 2021 and the fiscal year ended January 2, 2021. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jul. 03, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 1 3 . Amounts reclassified out of accumulated other comprehensive loss are as follows: Changes in Accumulated Other Comprehensive Loss by Component (a) Six Months Ended July 3, 2021 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) Other comprehensive income before reclassifications, net of tax 659 1,299 1,958 Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 4,373 — 4,373 Net current period other comprehensive income 5,032 1,299 6,331 Ending balance at July 3, 2021 $ (15,947 ) $ (2,871 ) $ (18,818 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Six Months Ended June 27, 2020 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) Other comprehensive loss before reclassifications, net of tax (12,765 ) (3,598 ) (16,363 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 3,385 — 3,385 Net current period other comprehensive loss including noncontrolling interest (9,380 ) (3,598 ) (12,978 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 95 95 Ending balance at June 27, 2020 $ (24,909 ) $ (15,326 ) $ (40,235 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Reclassifications out of Accumulated Other Comprehensive Loss (a) Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Details about Other Comprehensive Loss Components Amounts Reclassified from Accumulated Other Comprehensive Loss Amounts Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Loss on Qualifying Hedges Interest rate contracts $ (2,213 ) $ (3,438 ) $ (5,846 ) $ (4,537 ) Interest expense (2,213 ) (3,438 ) (5,846 ) (4,537 ) Income (loss) before income taxes 557 873 1,473 1,152 Provision for (benefit from) income taxes $ (1,656 ) $ (2,565 ) $ (4,373 ) $ (3,385 ) Net income (loss) (a) Amounts in parentheses indicate debits to profit/loss |
Segment Data
Segment Data | 6 Months Ended |
Jul. 03, 2021 | |
Segment Reporting [Abstract] | |
Segment Data | 1 4 . The Company has four reportable segments based on an integrated geographical structure as follows: North America, Continental Europe (CE), United Kingdom and Other. Other consists of Australia, New Zealand 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. Information about the Company’s reportable segments is as follows: Total Revenues, net Total Revenues, net Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 North America $ 207,629 $ 227,525 $ 428,945 $ 511,232 Continental Europe 77,936 77,819 159,831 157,809 United Kingdom 17,002 19,737 36,070 44,765 Other 8,812 8,556 18,329 20,192 Total revenues, net $ 311,379 $ 333,637 $ 643,175 $ 733,998 Net Income Net (Loss) Income Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 Segment operating income: North America $ 61,395 $ 79,526 $ 88,977 $ 124,771 Continental Europe 33,451 41,629 53,505 55,200 United Kingdom 2,040 4,187 2,583 3,350 Other 1,983 2,804 2,087 30 Total segment operating income 98,869 128,146 147,152 183,351 General corporate expenses 39,196 77,161 84,650 107,500 Interest expense 20,293 30,995 49,416 62,546 Other expense, net 381 416 143 438 Early extinguishment of debt 29,169 — 29,169 — Provision for (benefit from) income taxes 970 5,592 (6,859 ) 4,942 Net income (loss) $ 8,860 $ 13,982 $ (9,367 ) $ 7,925 Net loss attributable to the noncontrolling interest — 24 — 18 Net income (loss) attributable to WW International, Inc. $ 8,860 $ 14,006 $ (9,367 ) $ 7,943 Depreciation and Amortization Depreciation and Amortization Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 North America $ 9,804 $ 10,019 $ 20,118 $ 20,546 Continental Europe 397 396 831 784 United Kingdom 221 248 478 510 Other 104 86 217 182 Total segment depreciation and amortization 10,526 10,749 21,644 22,022 General corporate depreciation and amortization 3,688 4,222 7,982 7,344 Depreciation and amortization $ 14,214 $ 14,971 $ 29,626 $ 29,366 |
Related Party
Related Party | 6 Months Ended |
Jul. 03, 2021 | |
Related Party Transactions [Abstract] | |
Related Party | 1 5 . As previously disclosed, on October 18, 2015, the Company entered into the Strategic Collaboration Agreement with Oprah Winfrey, under which she would consult with the Company and participate in developing, planning, executing and enhancing the WW program and related initiatives, and provide it with services in her discretion to promote the Company and its programs, products and services for an initial term of five years (the “Initial Term”). As previously disclosed, on December 15, 2019, the Company entered into an amendment of the Strategic Collaboration Agreement with Ms. Winfrey, pursuant to which, among other things, the Initial Term of the Strategic Collaboration Agreement was extended until April 17, 2023 (with no additional successive renewal terms) after which a second shares of the Company’s common stock (the "Winfrey Amendment Option") which became exercisable on May 6, 2020, the date on which shareholder approval of such option was obtained. The amendment to the Strategic Collaboration Agreement became operative on May 6, 2020 when the Company’s shareholders approved the Winfrey Amendment Option. Based on the Black Scholes option pricing method as of May 6, 2020, the Company recorded $32,686 of compensation expense in the second quarter of fiscal 2020 for the Winfrey Amendment Option. The Company used a dividend yield of 0.0%, 63.68% volatility and a risk-free interest rate of 0.41%. Compensation expense was included as a component of selling, general and administrative expenses. In addition to the Strategic Collaboration Agreement, Ms. Winfrey and her related entities provided services to the Company totaling $192 and $666 for the three and six months ended July 3, 2021, respectively, and $823 and $1,761 for the three and six months ended June 27, 2020, respectively, which services included advertising, production and related fees. Entities related to Ms. Winfrey were reimbursed for actual costs incurred in connection with the WW Presents: Oprah’s 2020 Vision The Company’s accounts payable to parties related to Ms. Winfrey at July 3, 2021 and January 2, 2021 was $0 and $76, respectively. During the six months ended July 3, 2021 , as permitted by the transfer provisions set forth in the previously disclosed Share Purchase Agreement, dated October 18, 2015, between the Company and Ms. Winfrey, as amended (the “Purchase Agreement”), and the previously disclosed Winfrey Option Agreement, dated October 18, 2015, between the Company and Ms. Winfrey (the “Initial Option Agreement”), Ms. Winfrey sold shares she purchased under such purchase agreement and exercised a portion of her stock options granted in 2015 resulting in the sale of shares issuable under such options, respectively, as follows: (i) in the second quarter of fiscal 2021, 666 purchased shares and 251 option shares and (ii) in the first quarter of fiscal 2021, 875 purchased shares and 330 option shares. In the second quarter of fiscal 2020, as permitted by the transfer provisions set forth in the Purchase Agreement and the Initial Option Agreement, Ms. Winfrey sold 604 of the shares she purchased under such purchase agreement and exercised a portion of her stock options granted in 2015 resulting in the sale of 297 shares issuable under such options . |
Restructuring
Restructuring | 6 Months Ended |
Jul. 03, 2021 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | 16. Restructuring 2021 Plan As previously disclosed, in the first quarter of fiscal 2021, as the Company continued to evaluate its cost structure, anticipate consumer demand and focus on costs, the Company committed to a plan which has resulted and will result in the termination of operating leases and elimination of certain positions worldwide. The Company had previously estimated this plan would cost approximately $11,000 in fiscal 2021. The Company revised its estimate and currently expects to record restructuring expenses of approximately $22,000 in fiscal 2021 related to this plan. $6,036 ($4,515 after tax) and $11,574 ($8,659 after tax), respectively. For the three and six months , the components of the Company’s restructuring expenses were as follows: Three Months Ended Six Months Ended July 3, 2021 July 3, 2021 Lease termination and other related costs $ 4,789 $ 9,509 Employee termination benefit costs 1,247 2,065 Total restructuring expenses $ 6,036 $ 11,574 For the three and six months , restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Three Months Ended Six Months Ended July 3, 2021 July 3, 2021 Cost of revenues $ 5,579 $ 10,781 Selling, general and administrative expenses 457 793 Total restructuring expenses $ 6,036 $ 11,574 All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the ended July 3, 2021, the Company made payments of $4,567 towards the liability for the lease termination costs and increased provision estimates by $16 . For the ended July 3, 2021, the Company made payments of $566 towards the liability for the employee termination benefit costs and decreased provision estimates by $9 . The Company expects the remaining lease termination liability of $1,809 and the remaining employee termination benefit liability of $1,490 to be paid in full no later than the end of fiscal 2023 2020 Plan As previously disclosed, in the second quarter of fiscal 2020, in connection with its cost-savings initiative, and its continued response to the COVID-19 pandemic and the related shift in market conditions, the Company committed to a plan of reduction in force which has resulted in the elimination of certain positions and termination of employment for certain employees worldwide. To adjust to anticipated consumer demand, the Company evolved its workshop strategy and expanded its restructuring plan to include lease termination and other related costs . For the fiscal year ended January 2, 2021, the Company recorded restructuring expenses totaling $33,092 ($24,756 after tax). For the fiscal year ended January 2, 2021 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 2, 2021 Lease termination and other related costs $ 7,989 Employee termination benefit costs 25,103 Total restructuring expenses $ 33,092 For the fiscal year ended January 2, 2021, restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 2, 2021 Cost of revenues $ 23,300 Selling, general and administrative expenses 9,792 Total restructuring expenses $ 33,092 All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the fiscal year ended January 2, 2021 , the Company made payments of $645 towards the liability for the lease termination costs. For the fiscal year ended January 2, 2021 , the Company made payments of $15,434 towards the liability for the employee termination benefit costs and increased provision estimates by $180. For the six months ended July 3, 2021 , the Company made payments of $4,569 towards the liability for the lease termination costs and decreased provision estimates by $449. For the six months ended July 3, 2021 , the Company made payments of $5,521 towards the liability for the employee termination benefit costs and decreased provision estimates by $901. The Company expects the remaining lease termination liability of $303 and the remaining employee termination benefit liability of $3,427 to be paid in full no later than the end of fiscal 2023. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Leases [Abstract] | |
Schedule of Lease Assets and Lease Liabilities | At July 3, 2021 and January 2, 2021, the Company’s lease assets and lease liabilities were as follows: July 3, 2021 January 2, 2021 Assets: Operating lease assets $ 101,382 $ 119,102 Finance lease assets 205 207 Total leased assets $ 101,587 $ 119,309 Liabilities: Current Operating $ 22,877 $ 28,551 Finance 116 88 Noncurrent Operating $ 87,664 $ 101,561 Finance 46 93 Total lease liabilities $ 110,703 $ 130,293 |
Schedule of Components of Lease Expense | For the three and six months ended July 3, 2021 and June 27, 2020, the components of the Company’s lease expense were as follows Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Operating lease cost: Fixed lease cost $ 9,782 $ 12,356 $ 20,826 $ 24,997 Lease termination cost 3,208 143 6,360 143 Variable lease cost 5 (15 ) 9 (4 ) Total operating lease cost $ 12,995 $ 12,484 $ 27,195 $ 25,136 Finance lease cost: Amortization of leased assets 37 41 80 106 Interest on lease liabilities 2 3 5 6 Total finance lease cost $ 39 $ 44 $ 85 $ 112 Total lease cost $ 13,034 $ 12,528 $ 27,280 $ 25,248 |
Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates | At July 3, 2021 and January 2, 2021, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: July 3, 2021 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.30 7.08 Finance leases 1.75 2.35 Weighted Average Discount Rate Operating leases 7.06 6.95 Finance leases 5.02 5.51 |
Schedule of Maturity of Lease Liabilities | At July 3, 2021, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Leases Finance Leases Total Remainder of fiscal 2021 $ 14,408 $ 53 $ 14,461 2022 27,741 85 27,826 2023 20,509 27 20,536 2024 15,977 5 15,982 2025 11,589 — 11,589 Thereafter 54,603 — 54,603 Total lease payments $ 144,827 $ 170 $ 144,997 Less imputed interest 34,286 8 34,294 Present value of lease liabilities $ 110,541 $ 162 $ 110,703 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the six months ended July 3, 2021 and June 27, 2020 were as follows: Six Months Ended July 3, June 27, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 22,078 $ 24,997 Operating cash flows from finance leases $ 5 $ 6 Financing cash flows from finance leases $ 80 $ 106 Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities $ (1,012 ) $ 8,881 Leased assets obtained in exchange for new finance lease liabilities $ 81 $ 118 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source | The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Digital Subscription Revenues $ 205,337 $ 177,921 $ 411,398 $ 352,466 Workshops + Digital Fees 67,534 115,076 141,293 265,188 Subscription Revenues, net $ 272,871 $ 292,997 $ 552,691 $ 617,654 Product sales and other, net 38,508 40,640 90,484 116,344 Revenues, net $ 311,379 $ 333,637 $ 643,175 $ 733,998 |
Schedule of Revenues Disaggregated by Revenue Source and Segment | The following tables present the Company’s revenues disaggregated by revenue source and segment: Three Months Ended July 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 130,255 $ 60,602 $ 9,594 $ 4,886 $ 205,337 Workshops + Digital Fees 51,699 8,732 4,606 2,497 67,534 Subscription Revenues, net $ 181,954 $ 69,334 $ 14,200 $ 7,383 $ 272,871 Product sales and other, net 25,675 8,602 2,802 1,429 38,508 Revenues, net $ 207,629 $ 77,936 $ 17,002 $ 8,812 $ 311,379 Three Months Ended June 27, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 115,922 $ 50,704 $ 7,571 $ 3,724 $ 177,921 Workshops + Digital Fees 86,131 17,858 8,001 3,086 115,076 Subscription Revenues, net $ 202,053 $ 68,562 $ 15,572 $ 6,810 $ 292,997 Product sales and other, net 25,472 9,257 4,165 1,746 40,640 Revenues, net $ 227,525 $ 77,819 $ 19,737 $ 8,556 $ 333,637 Six Months Ended July 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 262,345 $ 119,515 $ 19,404 $ 10,134 $ 411,398 Workshops + Digital Fees 106,604 19,671 9,776 5,242 141,293 Subscription Revenues, net $ 368,949 $ 139,186 $ 29,180 $ 15,376 $ 552,691 Product sales and other, net 59,996 20,645 6,890 2,953 90,484 Revenues, net $ 428,945 $ 159,831 $ 36,070 $ 18,329 $ 643,175 Six Months Ended June 27, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 232,272 $ 97,341 $ 15,147 $ 7,706 $ 352,466 Workshops + Digital Fees 198,974 39,377 19,130 7,707 265,188 Subscription Revenues, net $ 431,246 $ 136,718 $ 34,277 $ 15,413 $ 617,654 Product sales and other, net 79,986 21,091 10,488 4,779 116,344 Revenues, net $ 511,232 $ 157,809 $ 44,765 $ 20,192 $ 733,998 |
Schedule of Accounts Receivable and Deferred Revenues | The opening and ending balances of the Company’s deferred revenues are as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of January 2, 2021 $ 50,475 $ 44 Net increase (decrease) during the period 960 (28 ) Balance as of July 3, 2021 $ 51,435 $ 16 |
Franchise Rights Acquired, Go_2
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | For the six months ended July 3, 2021 , the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: North Continental United America Europe Kingdom Other Total Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Effect of exchange rate changes 1,383 (230 ) 15 (31 ) 1,137 Balance as of July 3, 2021 $ 146,454 $ 7,562 $ 1,283 $ 1,455 $ 156,754 |
Schedule of Carrying Values of Finite-lived Intangible Assets | The carrying values of finite-lived intangible assets as of July 3, 2021 and January 2, 2021 were as follows: July 3, 2021 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 136,493 $ 115,155 $ 131,420 $ 109,170 Website development costs 105,474 76,288 95,718 67,656 Trademarks 12,044 11,567 11,999 11,457 Other 14,065 5,466 14,093 5,238 Trademarks and other intangible assets $ 268,076 $ 208,476 $ 253,230 $ 193,521 Franchise rights acquired 7,949 4,705 7,925 4,575 Total finite-lived intangible assets $ 276,025 $ 213,181 $ 261,155 $ 198,096 |
Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets | Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2021 $ 15,016 Fiscal 2022 $ 22,673 Fiscal 2023 $ 12,535 Fiscal 2024 $ 3,113 Fiscal 2025 and thereafter $ 9,507 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The components of the Company’s long-term debt were as follows: July 3, 2021 January 2, 2021 Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Revolving Credit Facility due April 13, 2026 $ — $ — $ — 2.61 % $ — $ — $ — 0.00 % Term Loan Facility due April 13, 2028 1,000,000 7,900 16,372 4.51 % — — — 0.00 % Senior Secured Notes due April 15, 2029 500,000 5,991 — 4.73 % — — — 0.00 % Revolving Credit Facility due November 29, 2022 — — — 0.00 % — — — 3.03 % Term Loan Facility due November 29, 2024 — — — 6.03 % 1,209,000 5,113 17,233 6.60 % Senior Notes due December 1, 2025 — — — 8.62 % 300,000 854 — 8.71 % Total $ 1,500,000 $ 13,891 $ 16,372 5.66 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion 10,000 77,000 Unamortized deferred financing costs 13,891 5,967 Unamortized debt discount 16,372 17,233 Total long-term debt $ 1,459,737 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) Per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share: Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Numerator: Net income (loss) attributable to WW International, Inc. $ 8,860 $ 14,006 $ (9,367 ) $ 7,943 Denominator: Weighted average shares of common stock outstanding 69,588 67,641 69,336 67,538 Effect of dilutive common stock equivalents 1,572 2,158 — 2,360 Weighted average diluted common shares outstanding 71,160 69,799 69,336 69,898 Earnings (loss) per share attributable to WW International, Inc. Basic $ 0.13 $ 0.21 $ (0.14 ) $ 0.12 Diluted $ 0.12 $ 0.20 $ (0.14 ) $ 0.11 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Fair Value Disclosures [Abstract] | |
Aggregate Fair Value of Derivative Financial Instruments | The following table presents the aggregate fair value of the Company’s derivative financial instruments: Fair Value Measurements Using: Total Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Interest rate swap liability at July 3, 2021 $ 21,532 $ — $ 21,532 $ — Interest rate swap liability at January 2, 2021 $ 28,283 $ — $ 28,283 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss by Component | Amounts reclassified out of accumulated other comprehensive loss are as follows: Changes in Accumulated Other Comprehensive Loss by Component (a) Six Months Ended July 3, 2021 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) Other comprehensive income before reclassifications, net of tax 659 1,299 1,958 Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 4,373 — 4,373 Net current period other comprehensive income 5,032 1,299 6,331 Ending balance at July 3, 2021 $ (15,947 ) $ (2,871 ) $ (18,818 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Six Months Ended June 27, 2020 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) Other comprehensive loss before reclassifications, net of tax (12,765 ) (3,598 ) (16,363 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 3,385 — 3,385 Net current period other comprehensive loss including noncontrolling interest (9,380 ) (3,598 ) (12,978 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 95 95 Ending balance at June 27, 2020 $ (24,909 ) $ (15,326 ) $ (40,235 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications |
Reclassifications out of Accumulated Other Comprehensive Loss | Reclassifications out of Accumulated Other Comprehensive Loss (a) Three Months Ended Six Months Ended July 3, June 27, July 3, June 27, 2021 2020 2021 2020 Details about Other Comprehensive Loss Components Amounts Reclassified from Accumulated Other Comprehensive Loss Amounts Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Loss on Qualifying Hedges Interest rate contracts $ (2,213 ) $ (3,438 ) $ (5,846 ) $ (4,537 ) Interest expense (2,213 ) (3,438 ) (5,846 ) (4,537 ) Income (loss) before income taxes 557 873 1,473 1,152 Provision for (benefit from) income taxes $ (1,656 ) $ (2,565 ) $ (4,373 ) $ (3,385 ) Net income (loss) (a) Amounts in parentheses indicate debits to profit/loss |
Segment Data (Tables)
Segment Data (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Segment Reporting [Abstract] | |
Information About Reportable Segments | Information about the Company’s reportable segments is as follows: Total Revenues, net Total Revenues, net Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 North America $ 207,629 $ 227,525 $ 428,945 $ 511,232 Continental Europe 77,936 77,819 159,831 157,809 United Kingdom 17,002 19,737 36,070 44,765 Other 8,812 8,556 18,329 20,192 Total revenues, net $ 311,379 $ 333,637 $ 643,175 $ 733,998 Net Income Net (Loss) Income Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 Segment operating income: North America $ 61,395 $ 79,526 $ 88,977 $ 124,771 Continental Europe 33,451 41,629 53,505 55,200 United Kingdom 2,040 4,187 2,583 3,350 Other 1,983 2,804 2,087 30 Total segment operating income 98,869 128,146 147,152 183,351 General corporate expenses 39,196 77,161 84,650 107,500 Interest expense 20,293 30,995 49,416 62,546 Other expense, net 381 416 143 438 Early extinguishment of debt 29,169 — 29,169 — Provision for (benefit from) income taxes 970 5,592 (6,859 ) 4,942 Net income (loss) $ 8,860 $ 13,982 $ (9,367 ) $ 7,925 Net loss attributable to the noncontrolling interest — 24 — 18 Net income (loss) attributable to WW International, Inc. $ 8,860 $ 14,006 $ (9,367 ) $ 7,943 Depreciation and Amortization Depreciation and Amortization Three Months Ended Six Months Ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 North America $ 9,804 $ 10,019 $ 20,118 $ 20,546 Continental Europe 397 396 831 784 United Kingdom 221 248 478 510 Other 104 86 217 182 Total segment depreciation and amortization 10,526 10,749 21,644 22,022 General corporate depreciation and amortization 3,688 4,222 7,982 7,344 Depreciation and amortization $ 14,214 $ 14,971 $ 29,626 $ 29,366 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Components of Restructuring Expenses | For the three and six months , the components of the Company’s restructuring expenses were as follows: Three Months Ended Six Months Ended July 3, 2021 July 3, 2021 Lease termination and other related costs $ 4,789 $ 9,509 Employee termination benefit costs 1,247 2,065 Total restructuring expenses $ 6,036 $ 11,574 For the three and six months , restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Three Months Ended Six Months Ended July 3, 2021 July 3, 2021 Cost of revenues $ 5,579 $ 10,781 Selling, general and administrative expenses 457 793 Total restructuring expenses $ 6,036 $ 11,574 For the fiscal year ended January 2, 2021 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 2, 2021 Lease termination and other related costs $ 7,989 Employee termination benefit costs 25,103 Total restructuring expenses $ 33,092 For the fiscal year ended January 2, 2021, restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 2, 2021 Cost of revenues $ 23,300 Selling, general and administrative expenses 9,792 Total restructuring expenses $ 33,092 |
Accounting Standards Adopted _2
Accounting Standards Adopted in Current Year - Additional Information (Detail) - ASU 2019-12 | Jul. 03, 2021 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Change in accounting principle, accounting standards update, adopted | true |
Change in accounting principle, accounting standards update, adoption date | Jan. 3, 2021 |
Change in accounting principle, accounting standards update, immaterial effect | true |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
Assets: | ||
Operating lease assets | $ 101,382 | $ 119,102 |
Finance lease assets | 205 | 207 |
Total leased assets | 101,587 | 119,309 |
Current | ||
Operating | 22,877 | 28,551 |
Finance | 116 | 88 |
Noncurrent | ||
Operating | 87,664 | 101,561 |
Finance | 46 | 93 |
Total lease liabilities | $ 110,703 | $ 130,293 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Operating lease cost: | ||||
Fixed lease cost | $ 9,782 | $ 12,356 | $ 20,826 | $ 24,997 |
Lease termination cost | 3,208 | 143 | 6,360 | 143 |
Variable lease cost | 5 | (15) | 9 | (4) |
Total operating lease cost | 12,995 | 12,484 | 27,195 | 25,136 |
Finance lease cost: | ||||
Amortization of leased assets | 37 | 41 | 80 | 106 |
Interest on lease liabilities | 2 | 3 | 5 | 6 |
Total finance lease cost | 39 | 44 | 85 | 112 |
Total lease cost | $ 13,034 | $ 12,528 | $ 27,280 | $ 25,248 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates (Detail) | Jul. 03, 2021 | Jan. 02, 2021 |
Weighted Average Remaining Lease Term (years) | ||
Operating leases | 7 years 3 months 18 days | 7 years 29 days |
Finance leases | 1 year 9 months | 2 years 4 months 6 days |
Weighted Average Discount Rate | ||
Operating leases | 7.06% | 6.95% |
Finance leases | 5.02% | 5.51% |
Leases - Additional Information
Leases - Additional Information (Detail) | 6 Months Ended |
Jul. 03, 2021 | |
Lessee Lease Description [Line Items] | |
Lease weighted average remaining lease term | 7 years 3 months 14 days |
Minimum | |
Lessee Lease Description [Line Items] | |
Leases, remaining lease term | 0 years |
Maximum | |
Lessee Lease Description [Line Items] | |
Leases, remaining lease term | 11 years |
Leases - Schedule of Maturity o
Leases - Schedule of Maturity of Lease Liabilities (Detail) - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
Operating Leases | ||
Remainder of fiscal 2021 | $ 14,408 | |
2022 | 27,741 | |
2023 | 20,509 | |
2024 | 15,977 | |
2025 | 11,589 | |
Thereafter | 54,603 | |
Total lease payments | 144,827 | |
Less imputed interest | 34,286 | |
Present value of lease liabilities | 110,541 | |
Finance Leases | ||
Remainder of fiscal 2021 | 53 | |
2022 | 85 | |
2023 | 27 | |
2024 | 5 | |
Total lease payments | 170 | |
Less imputed interest | 8 | |
Present value of lease liabilities | 162 | |
Total | ||
Remainder of fiscal 2021 | 14,461 | |
2022 | 27,826 | |
2023 | 20,536 | |
2024 | 15,982 | |
2025 | 11,589 | |
Thereafter | 54,603 | |
Total lease payments | 144,997 | |
Less imputed interest | 34,294 | |
Present value of lease liabilities | $ 110,703 | $ 130,293 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2021 | Jun. 27, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from operating leases | $ 22,078 | $ 24,997 |
Operating cash flows from finance leases | 5 | 6 |
Financing cash flows from finance leases | 80 | 106 |
Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities | (1,012) | 8,881 |
Leased assets obtained in exchange for new finance lease liabilities | $ 81 | $ 118 |
Revenue - Schedule of Revenues
Revenue - Schedule of Revenues Disaggregated by Revenue Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 311,379 | $ 333,637 | $ 643,175 | $ 733,998 |
Digital Subscription Revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 205,337 | 177,921 | 411,398 | 352,466 |
Workshops + Digital Fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 67,534 | 115,076 | 141,293 | 265,188 |
Subscription | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 272,871 | 292,997 | 552,691 | 617,654 |
Product sales and other, net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 38,508 | $ 40,640 | $ 90,484 | $ 116,344 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenues Disaggregated by Revenue Source and Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 311,379 | $ 333,637 | $ 643,175 | $ 733,998 |
North America | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 207,629 | 227,525 | 428,945 | 511,232 |
Continental Europe | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 77,936 | 77,819 | 159,831 | 157,809 |
United Kingdom | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 17,002 | 19,737 | 36,070 | 44,765 |
Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 8,812 | 8,556 | 18,329 | 20,192 |
Digital Subscription Revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 205,337 | 177,921 | 411,398 | 352,466 |
Digital Subscription Revenues | North America | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 130,255 | 115,922 | 262,345 | 232,272 |
Digital Subscription Revenues | Continental Europe | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 60,602 | 50,704 | 119,515 | 97,341 |
Digital Subscription Revenues | United Kingdom | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 9,594 | 7,571 | 19,404 | 15,147 |
Digital Subscription Revenues | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 4,886 | 3,724 | 10,134 | 7,706 |
Workshops + Digital Fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 67,534 | 115,076 | 141,293 | 265,188 |
Workshops + Digital Fees | North America | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 51,699 | 86,131 | 106,604 | 198,974 |
Workshops + Digital Fees | Continental Europe | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 8,732 | 17,858 | 19,671 | 39,377 |
Workshops + Digital Fees | United Kingdom | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 4,606 | 8,001 | 9,776 | 19,130 |
Workshops + Digital Fees | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 2,497 | 3,086 | 5,242 | 7,707 |
Subscription | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 272,871 | 292,997 | 552,691 | 617,654 |
Subscription | North America | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 181,954 | 202,053 | 368,949 | 431,246 |
Subscription | Continental Europe | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 69,334 | 68,562 | 139,186 | 136,718 |
Subscription | United Kingdom | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 14,200 | 15,572 | 29,180 | 34,277 |
Subscription | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 7,383 | 6,810 | 15,376 | 15,413 |
Product sales and other, net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 38,508 | 40,640 | 90,484 | 116,344 |
Product sales and other, net | North America | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 25,675 | 25,472 | 59,996 | 79,986 |
Product sales and other, net | Continental Europe | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 8,602 | 9,257 | 20,645 | 21,091 |
Product sales and other, net | United Kingdom | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | 2,802 | 4,165 | 6,890 | 10,488 |
Product sales and other, net | Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues, net | $ 1,429 | $ 1,746 | $ 2,953 | $ 4,779 |
Revenue - Schedule of Accounts
Revenue - Schedule of Accounts Receivable and Deferred Revenues (Detail) $ in Thousands | 6 Months Ended |
Jul. 03, 2021USD ($) | |
Deferred Revenue - Short Term | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred Revenue, Beginning balance | $ 50,475 |
Net increase (decrease) during the period | 960 |
Deferred Revenue, Ending balance | 51,435 |
Deferred Revenue - Long Term | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred Revenue, Beginning balance | 44 |
Net increase (decrease) during the period | (28) |
Deferred Revenue, Ending balance | $ 16 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2021 | Jan. 02, 2021 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Deferred revenue recognized | $ 48,227 | |
Other Liabilities | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Long-term deferred revenue | $ 16 | $ 44 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 30, 2021 | Mar. 22, 2021 |
The WW Group, Inc. | ||
Business Acquisition [Line Items] | ||
Business acquisition, aggregate purchase price | $ 17,500 | |
Business acquisition, cash payment | 8,255 | |
Business acquisition, assumed net liabilities | 495 | |
Business acquisition, purchase price allocation, inventories | 162 | |
Business acquisition, purchase price allocation, property and equipment | 41 | |
Business acquisition, purchase price allocation, other assets | 4 | |
The WW Group, Inc. | Franchise Rights | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 16,885 | |
The WW Group, Inc. | Customer Relationship | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, finite lived intangible assets | 408 | |
The WW Group, Inc. | Subsequent Event | ||
Business Acquisition [Line Items] | ||
Business acquisition, cash payable | $ 8,750 | |
Business acquisition, cash in reserves | $ 2,300 | |
The WW Group Co. | ||
Business Acquisition [Line Items] | ||
Business acquisition, aggregate purchase price | 3,114 | |
Business acquisition, cash payment | 2,605 | |
Business acquisition, cash in reserves | 599 | |
Business acquisition, purchase price allocation, inventories | 6 | |
Business acquisition, purchase price allocation, property and equipment | 25 | |
Business acquisition, purchase price allocation, other assets | 1 | |
Business acquisition, assumed net assets | 90 | |
The WW Group Co. | Franchise Rights | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 3,040 | |
The WW Group Co. | Customer Relationship | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 42 |
Franchise Rights Acquired, Go_3
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jul. 03, 2021USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 155,617 |
Effect of exchange rate changes | 1,137 |
Ending balance | 156,754 |
North America | |
Goodwill [Line Items] | |
Beginning balance | 145,071 |
Effect of exchange rate changes | 1,383 |
Ending balance | 146,454 |
Continental Europe | |
Goodwill [Line Items] | |
Beginning balance | 7,792 |
Effect of exchange rate changes | (230) |
Ending balance | 7,562 |
United Kingdom | |
Goodwill [Line Items] | |
Beginning balance | 1,268 |
Effect of exchange rate changes | 15 |
Ending balance | 1,283 |
Other | |
Goodwill [Line Items] | |
Beginning balance | 1,486 |
Effect of exchange rate changes | (31) |
Ending balance | $ 1,455 |
Franchise Rights Acquired, Go_4
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | May 09, 2021 | May 03, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Jan. 02, 2021 |
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise right maturity period | 7 years | ||||||
Goodwill | $ 156,754,000 | $ 156,754,000 | $ 155,617,000 | ||||
Goodwill impairment | $ 3,665,000 | ||||||
Finite-lived intangible assets, aggregate amortization expense | 8,035,000 | $ 7,386,000 | 16,033,000 | 14,551,000 | |||
Franchise Rights | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Indefinite-lived intangible assets, impairment charges | $ 0 | $ 0 | |||||
United States | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | 698,383,000 | ||||||
Goodwill | 102,968,000 | 102,968,000 | |||||
Canada | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | 61,644,000 | ||||||
Goodwill | $ 43,486,000 | 43,486,000 | |||||
United Kingdom | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | 12,459,000 | ||||||
Australia | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | 6,766,000 | ||||||
New Zealand | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | 4,976,000 | ||||||
New Zealand | Franchise Rights | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Franchise rights acquired | $ 4,976,000 | ||||||
Percentage of franchise rights acquired | 0.60% | 0.60% | |||||
Percentage of estimated fair value in excess of carrying amount | 10.00% | 10.00% | |||||
Other Countries | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Goodwill | $ 10,300,000 | $ 10,300,000 | |||||
All Units of Account Except New Zealand | Franchise Rights | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Percentage of franchise rights acquired | 99.40% | 99.40% | |||||
Brazil | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Goodwill impairment | $ 3,665,000 | ||||||
Minimum | Goodwill | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Percentage of estimated fair value in excess of carrying amount | 100.00% | 100.00% | |||||
Minimum | All Units of Account Except New Zealand | Franchise Rights | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Percentage of estimated fair value in excess of carrying amount | 45.00% | 45.00% | |||||
Franchise Rights | Maximum | |||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||
Finite-lived intangible assets, estimated useful life (in years) | 1 year |
Franchise Rights Acquired, Go_5
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Carrying Values of Finite-lived Intangible Assets (Detail) - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 276,025 | $ 261,155 |
Accumulated Amortization | 213,181 | 198,096 |
Capitalized software costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 136,493 | 131,420 |
Accumulated Amortization | 115,155 | 109,170 |
Website development costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 105,474 | 95,718 |
Accumulated Amortization | 76,288 | 67,656 |
Trademarks | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 12,044 | 11,999 |
Accumulated Amortization | 11,567 | 11,457 |
Other | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 14,065 | 14,093 |
Accumulated Amortization | 5,466 | 5,238 |
Trademarks and other intangible assets | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 268,076 | 253,230 |
Accumulated Amortization | 208,476 | 193,521 |
Franchise Rights | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 7,949 | 7,925 |
Accumulated Amortization | $ 4,705 | $ 4,575 |
Franchise Rights Acquired, Go_6
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets (Detail) $ in Thousands | Jul. 03, 2021USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remainder of fiscal 2021 | $ 15,016 |
Fiscal 2022 | 22,673 |
Fiscal 2023 | 12,535 |
Fiscal 2024 | 3,113 |
Fiscal 2025 and thereafter | $ 9,507 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jul. 03, 2021 | Apr. 13, 2021 | Jan. 02, 2021 | |
Debt Instrument | ||||
Total Debt | $ 1,500,000 | $ 1,509,000 | ||
Less: Current portion | 10,000 | 77,000 | ||
Unamortized Deferred Financing Costs | 13,891 | 5,967 | ||
Unamortized Debt discount | 16,372 | 17,233 | ||
Total long-term debt | $ 1,459,737 | $ 1,408,800 | ||
Effective Interest Rate | [1] | 5.66% | 6.94% | |
Term Loan Facility due April 13, 2028 | ||||
Debt Instrument | ||||
Total Debt | $ 1,000,000 | |||
Unamortized Deferred Financing Costs | 7,900 | |||
Unamortized Debt discount | $ 16,372 | |||
Effective Interest Rate | [1] | 4.51% | 0.00% | |
Senior Secured Notes due April 15, 2029 | ||||
Debt Instrument | ||||
Total Debt | $ 500,000 | |||
Unamortized Deferred Financing Costs | $ 5,991 | |||
Effective Interest Rate | [1] | 4.73% | 0.00% | |
Term Loan Facility due November 29, 2024 | ||||
Debt Instrument | ||||
Total Debt | $ 1,209,000 | |||
Unamortized Deferred Financing Costs | 5,113 | |||
Unamortized Debt discount | $ 17,233 | |||
Effective Interest Rate | [1] | 6.03% | 6.60% | |
Senior Notes due December 1, 2025 | ||||
Debt Instrument | ||||
Total Debt | $ 300,000 | |||
Unamortized Deferred Financing Costs | $ 854 | |||
Effective Interest Rate | [1] | 8.62% | 8.71% | |
Revolving Credit Facility due April 13, 2026 | ||||
Debt Instrument | ||||
Total Debt | $ 0 | $ 0 | ||
Effective Interest Rate | [1] | 2.61% | 0.00% | |
Revolving Credit Facility due November 29, 2022 | ||||
Debt Instrument | ||||
Effective Interest Rate | [1] | 0.00% | 3.03% | |
[1] | Includes amortization of deferred financing costs and debt discount. |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) $ in Thousands | Mar. 30, 2025 | Apr. 14, 2024 | Apr. 13, 2021USD ($) | Apr. 02, 2022 | Jul. 03, 2021USD ($) | Jul. 03, 2021USD ($) | Jun. 27, 2020USD ($) | Mar. 29, 2025 | Apr. 15, 2024 | Mar. 30, 2024 | Apr. 01, 2023 | Jan. 02, 2021USD ($) | |
Debt Instrument | |||||||||||||
Repayment of aggregate principal amount | $ 1,509,000 | $ 38,500 | |||||||||||
Loan outstanding amount | $ 1,500,000 | 1,500,000 | $ 1,509,000 | ||||||||||
Proceeds received from long-term debt | 1,500,000 | ||||||||||||
Aggregate principal amount | 1,469,737 | 1,469,737 | 1,485,800 | ||||||||||
Fees incurred in connection with debt refinancing | 37,910 | ||||||||||||
Unamortized Debt discount | 16,372 | 16,372 | $ 17,233 | ||||||||||
Loss on early extinguishment of debt | $ 29,169 | $ 29,169 | |||||||||||
Financing costs in connection with debt refinancing | $ 9,017 | ||||||||||||
Write-off of pre-existing deferred financing fees and debt discount | $ 7,213 | ||||||||||||
Percentage of equity interests pledged | 100.00% | ||||||||||||
Percentage of annual excess cash flow | 50.00% | ||||||||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio one | 25.00% | ||||||||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio two | 0.00% | ||||||||||||
Percentage of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries | 100.00% | ||||||||||||
Percentage of right to invest of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries subject to certain qualifications | 100.00% | ||||||||||||
Percentage of net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries | 100.00% | ||||||||||||
Percentage of prepayment premium | 1.00% | ||||||||||||
Effective Interest Rate | [1] | 5.66% | 5.66% | 6.94% | |||||||||
Average interest rate on outstanding debt, exclusive the impact of swap | 5.67% | 5.67% | 7.03% | ||||||||||
Average interest rate on outstanding debt, including the impact of swap | 6.17% | 7.41% | |||||||||||
Scenario Forecast | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, percentage of principal can be redeemed | 103.00% | ||||||||||||
Maximum | |||||||||||||
Debt Instrument | |||||||||||||
Pledge percentage of first tier foreign subsidiaries directly owned by company or wholly owned subsidiaries | 65.00% | ||||||||||||
Maximum | Scenario Forecast | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 10.00% | ||||||||||||
4.500% Senior Secured Notes due 2029 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | ||||||||||||
Aggregate principal amount | $ 500,000 | ||||||||||||
Senior Notes | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument redeemed amount | 300,000 | ||||||||||||
New Credit Facilities | |||||||||||||
Debt Instrument | |||||||||||||
Proceeds received from long-term debt | $ 1,000,000 | ||||||||||||
8.625% Senior Notes due in 2025 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, maturity year | 2025 | ||||||||||||
Debt Instrument Interest Rate Stated Percentage | 8.625% | ||||||||||||
Fees incurred in connection with debt refinancing | $ 12,939 | ||||||||||||
New Term Loan Facility due April 13, 2028 | |||||||||||||
Debt Instrument | |||||||||||||
Aggregate principal amount | $ 1,000,000 | 1,000,000 | $ 1,000,000 | ||||||||||
Unamortized Debt discount | $ 5,000 | $ 5,000 | |||||||||||
New Term Loan Facility due April 13, 2028 | Federal Funds Effective Rate | |||||||||||||
Debt Instrument | |||||||||||||
Credit facility, interest rate | 0.50% | ||||||||||||
New Term Loan Facility due April 13, 2028 | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument | |||||||||||||
Credit facility, interest rate | 1.00% | ||||||||||||
Debt instrument variable rate floor percent determined option one | 0.50% | ||||||||||||
Effective Interest Rate | 3.50% | 3.50% | |||||||||||
New Term Loan Facility due April 13, 2028 | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument variable rate floor percent determined option one | 1.50% | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument | |||||||||||||
Aggregate principal amount | $ 0 | $ 0 | |||||||||||
Revolving Credit Facility | Federal Funds Effective Rate | |||||||||||||
Debt Instrument | |||||||||||||
Credit facility, interest rate | 0.50% | ||||||||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument | |||||||||||||
Credit facility, interest rate | 1.00% | ||||||||||||
Debt instrument variable rate floor percent determined option one | 0.00% | ||||||||||||
Effective Interest Rate | 2.50% | 2.50% | |||||||||||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument variable rate floor percent determined option one | 1.00% | ||||||||||||
Senior Secured Notes due April 15, 2029 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | 4.50% | |||||||||||
Loan outstanding amount | $ 500,000 | $ 500,000 | |||||||||||
Aggregate principal amount | $ 500,000 | $ 500,000 | |||||||||||
Effective Interest Rate | [1] | 4.73% | 4.73% | 0.00% | |||||||||
Debt instrument issued date | Apr. 13, 2021 | ||||||||||||
Debt instrument, mature date | Apr. 15, 2029 | ||||||||||||
Debt instrument interest payment term | Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year, beginning on October 15, 2021. | ||||||||||||
Debt Instrument, redemption, description | On or after April 15, 2024, the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125% on or after April 15, 2025 and to 100.000% on or after April 15, 2026. Prior to April 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Senior Secured Notes with an amount not to exceed the net proceeds of certain equity offerings at 104.500% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Prior to April 15, 2024, the Company may redeem some or all of the Senior Secured Notes at a make-whole price plus accrued and unpaid interest, if any, to, but not including, the redemption date. In addition, during any twelve-month period ending prior to April 15, 2024, the Company may redeem up to 10% of the aggregate principal amount of the Senior Secured Notes at a purchase price equal to 103.000% of the principal amount of the Senior Secured Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. | ||||||||||||
Senior Secured Notes due April 15, 2029 | Change of Control | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 101.00% | ||||||||||||
Senior Secured Notes due April 15, 2029 | Sale of Assets | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 100.00% | ||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2024 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, percentage of principal can be redeemed | 102.25% | ||||||||||||
Debt Instrument, redemption date | Apr. 15, 2024 | ||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2025 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, percentage of principal can be redeemed | 101.125% | ||||||||||||
Debt Instrument, redemption date | Apr. 15, 2025 | ||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2026 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, percentage of principal can be redeemed | 100.00% | ||||||||||||
Debt Instrument, redemption date | Apr. 15, 2026 | ||||||||||||
Senior Secured Notes due April 15, 2029 | Scenario Forecast | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, percentage of principal can be redeemed | 104.50% | ||||||||||||
Senior Secured Notes due April 15, 2029 | Maximum | Scenario Forecast | |||||||||||||
Debt Instrument | |||||||||||||
Percent of principal amount of debt that may be redeemed (up to) | 40.00% | ||||||||||||
New Credit Facilities and Senior Secured Notes | |||||||||||||
Debt Instrument | |||||||||||||
Aggregate principal amount | $ 1,500,000 | $ 1,500,000 | |||||||||||
Senior Secured Credit Facilities | Senior Secured Tranche B Term Loan | |||||||||||||
Debt Instrument | |||||||||||||
Repayment of aggregate principal amount | $ 1,189,750 | ||||||||||||
Debt Instrument, maturity year | 2024 | ||||||||||||
Senior Secured Credit Facilities | Term Loan | |||||||||||||
Debt Instrument | |||||||||||||
Loan outstanding amount | 1,000,000 | 1,000,000 | |||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument | |||||||||||||
Loan outstanding amount | $ 0 | 0 | 0 | ||||||||||
Aggregate principal amount | $ 175,000 | ||||||||||||
Credit facility available amount | 173,846 | 173,846 | |||||||||||
Line of credit facility, issued but undrawn letters of credit | $ 1,154 | $ 1,154 | |||||||||||
Effective Interest Rate | [1] | 2.61% | 2.61% | 0.00% | |||||||||
Minimum outstanding amount to compliance springing maintenance covenant | 35.00% | ||||||||||||
Revolving Credit Facility | Scenario Forecast | |||||||||||||
Debt Instrument | |||||||||||||
Consolidated first lien leverage ratio | 6 | ||||||||||||
Increase decrease in consolidated first lien leverage ratio | 5 | 5.25 | 5.50 | 5.75 | |||||||||
Revolving Credit Facility | Senior Secured Revolving Credit Facility Due in 2022 | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, maturity year | 2022 | ||||||||||||
Credit Facility, maximum borrowing capacity | $ 175,000 | ||||||||||||
Revolving Credit Facility | Senior Secured Revolving Credit Facility | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, maturity year | 2026 | ||||||||||||
Credit Facility, maximum borrowing capacity | $ 175,000 | ||||||||||||
New Term Loan Facility | Senior Secured Tranche B Term Loan | |||||||||||||
Debt Instrument | |||||||||||||
Debt Instrument, maturity year | 2028 | ||||||||||||
Credit Facility, maximum borrowing capacity | $ 1,000,000 | ||||||||||||
[1] | Includes amortization of deferred financing costs and debt discount. |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Numerator: | ||||
Net income (loss) attributable to WW International, Inc. | $ 8,860 | $ 14,006 | $ (9,367) | $ 7,943 |
Denominator: | ||||
Weighted average shares of common stock outstanding | 69,588 | 67,641 | 69,336 | 67,538 |
Effect of dilutive common stock equivalents | 1,572 | 2,158 | 2,360 | |
Weighted average diluted common shares outstanding | 71,160 | 69,799 | 69,336 | 69,898 |
Earnings (loss) per share attributable to WW International, Inc. | ||||
Basic | $ 0.13 | $ 0.21 | $ (0.14) | $ 0.12 |
Diluted | $ 0.12 | $ 0.20 | $ (0.14) | $ 0.11 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive common stock equivalents excluded from the calculation of diluted EPS | 4,724 | 4,075 | 6,426 | 2,849 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 9.90% | 28.60% | 42.30% | 38.40% |
Derivative Instruments and He_2
Derivative Instruments and Hedging - Additional Information (Detail) - USD ($) | Jun. 07, 2019 | Jun. 11, 2018 | Jul. 03, 2021 | Jan. 02, 2021 |
Derivative | ||||
Maximum length of time hedging forecasted | 3 years | |||
Derivative loss included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next 12 months, net of tax | $ 4,921,000 | |||
Derivative loss included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next 12 months, before tax | 6,578,000 | |||
Interest Rate Swap | ||||
Derivative | ||||
Forward-starting interest rate swap, effective date | Apr. 2, 2020 | Apr. 2, 2020 | ||
Forward starting interest rate swap, termination date | Mar. 31, 2024 | Mar. 31, 2024 | ||
Derivative interest rate swap percentage | 1.901% | 3.1005% | ||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss net of tax | 15,947,000 | $ 20,979,000 | ||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss before tax | 21,435,000 | 28,161,000 | ||
Interest Rate Swap | Cash Flow Hedging | ||||
Derivative | ||||
Notional amount | $ 250,000,000 | $ 500,000,000 | 500,000,000 | 750,000,000 |
Interest Rate Swap | Cash Flow Hedging | April 2, 2020 | ||||
Derivative | ||||
Notional amount | $ 500,000,000 | |||
Forward-starting interest rate swap, effective date | Apr. 2, 2020 | |||
Interest Rate Swap | Cash Flow Hedging | March 31, 2021 | ||||
Derivative | ||||
Notional amount | $ 250,000,000 | |||
Forward-starting interest rate swap, effective date | Mar. 31, 2021 | |||
Current Swap | Derivative Payable | ||||
Derivative | ||||
Interest rate swap liability | $ 21,532,000 | $ 28,283,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Jul. 03, 2021 | Apr. 13, 2021 | Jan. 02, 2021 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Fair value of long-term debt | $ 1,476,884,000 | $ 1,501,148,000 | |
Debt outstanding amount | 1,469,737,000 | 1,485,800,000 | |
Fair value assets, transfer between level 1 to level 2 | 0 | 0 | |
Fair value liabilities, transfer between level 1 to level 2 | 0 | 0 | |
Fair value assets, transfer between level 2 to level 1 | 0 | 0 | |
Fair value liabilities, transfer between level 2 to level 1 | 0 | 0 | |
Revolving Credit Facility | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying value of long-term debt | $ 0 | $ 0 | |
Debt outstanding amount | $ 175,000,000 |
Fair Value Measurements - Aggre
Fair Value Measurements - Aggregate Fair Value of Derivative Financial Instruments (Detail) - Fair Value, Measurements, Recurring - Interest Rate Swap - USD ($) $ in Thousands | Jul. 03, 2021 | Jan. 02, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap liability | $ 21,532 | $ 28,283 |
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 | $ 21,532 | $ 28,283 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss by Component (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | $ (548,211) | $ (685,543) | |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 1,958 | (16,363) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 4,373 | 3,385 |
Net current period other comprehensive income (loss) | [1] | 6,331 | (12,978) |
Ending balance | (537,897) | (649,153) | |
Less: Net current period other comprehensive loss attributable to the noncontrolling interest | [1] | 95 | |
Loss on Qualifying Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (20,979) | (15,529) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 659 | (12,765) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 4,373 | 3,385 |
Net current period other comprehensive income (loss) | [1] | 5,032 | (9,380) |
Ending balance | [1] | (15,947) | (24,909) |
Loss on Foreign Currency Translation | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (4,170) | (11,823) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 1,299 | (3,598) |
Net current period other comprehensive income (loss) | [1] | 1,299 | (3,598) |
Ending balance | [1] | (2,871) | (15,326) |
Less: Net current period other comprehensive loss attributable to the noncontrolling interest | [1] | 95 | |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (25,149) | (27,352) |
Ending balance | [1] | $ (18,818) | $ (40,235) |
[1] | Amounts in parentheses indicate debits | ||
[2] | See separate table below for details about these reclassifications |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reclassifications out of Accumulated Other Comprehensive Loss (Detail) - Reclassification out of Accumulated Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | ||
Interest Expense | Interest Rate Contract | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Loss on Qualifying Hedges | [1] | $ (2,213) | $ (3,438) | $ (5,846) | $ (4,537) |
Income (loss) Before Income Taxes | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Loss on Qualifying Hedges | [1] | (2,213) | (3,438) | (5,846) | (4,537) |
Provision for (Benefit from) Income Taxes | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Loss on Qualifying Hedges | [1] | 557 | 873 | 1,473 | 1,152 |
Net Income (Loss) | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Loss on Qualifying Hedges | [1] | $ (1,656) | $ (2,565) | $ (4,373) | $ (3,385) |
[1] | Amounts in parentheses indicate debits to profit/loss |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 6 Months Ended |
Jul. 03, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment Data - Information Abou
Segment Data - Information About Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 311,379 | $ 333,637 | $ 643,175 | $ 733,998 |
Operating income | 59,673 | 50,985 | 62,502 | 75,851 |
Interest expense | 20,293 | 30,995 | 49,416 | 62,546 |
Other expense, net | 381 | 416 | 143 | 438 |
Early extinguishment of debt | 29,169 | 29,169 | ||
Provision for (benefit from) income taxes | 970 | 5,592 | (6,859) | 4,942 |
Net income (loss) | 8,860 | 13,982 | (9,367) | 7,925 |
Net loss attributable to the noncontrolling interest | 24 | 18 | ||
Net income (loss) attributable to WW International, Inc. | 8,860 | 14,006 | (9,367) | 7,943 |
Depreciation and amortization | 14,214 | 14,971 | 29,626 | 29,366 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 98,869 | 128,146 | 147,152 | 183,351 |
Depreciation and amortization | 10,526 | 10,749 | 21,644 | 22,022 |
General corporate expenses | ||||
Segment Reporting Information [Line Items] | ||||
General corporate expenses | 39,196 | 77,161 | 84,650 | 107,500 |
Depreciation and amortization | 3,688 | 4,222 | 7,982 | 7,344 |
North America | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 207,629 | 227,525 | 428,945 | 511,232 |
North America | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 61,395 | 79,526 | 88,977 | 124,771 |
Depreciation and amortization | 9,804 | 10,019 | 20,118 | 20,546 |
Continental Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 77,936 | 77,819 | 159,831 | 157,809 |
Continental Europe | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 33,451 | 41,629 | 53,505 | 55,200 |
Depreciation and amortization | 397 | 396 | 831 | 784 |
United Kingdom | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 17,002 | 19,737 | 36,070 | 44,765 |
United Kingdom | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 2,040 | 4,187 | 2,583 | 3,350 |
Depreciation and amortization | 221 | 248 | 478 | 510 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 8,812 | 8,556 | 18,329 | 20,192 |
Other | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 1,983 | 2,804 | 2,087 | 30 |
Depreciation and amortization | $ 104 | $ 86 | $ 217 | $ 182 |
Related Party - Additional Info
Related Party - Additional Information (Detail) - USD ($) $ in Thousands | May 06, 2020 | Oct. 18, 2015 | Jul. 03, 2021 | Apr. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Jan. 02, 2021 |
Related Party Transaction [Line Items] | ||||||||
Initial agreement term | 5 years | |||||||
Ms. Winfrey | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fully vested option to purchase shares of common stock | 3,276 | |||||||
Dividend yield | 0.00% | |||||||
Volatility rate | 63.68% | |||||||
Risk-fee interest rate | 0.41% | |||||||
Accounts payable to related parties | $ 0 | $ 0 | $ 76 | |||||
Number of shares purchased from related party | 666,000 | 875,000 | 604,000 | |||||
Stock options exercised | 251,000 | 330,000 | 297,000 | |||||
Ms. Winfrey and her related entities | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related Party Transaction, service provided by related party | $ 192 | $ 823 | $ 666 | $ 1,761 | ||||
Related Party Transaction, actual costs reimbursed | 141 | $ 1,650 | ||||||
Selling, General and Administrative Expenses | Ms. Winfrey | ||||||||
Related Party Transaction [Line Items] | ||||||||
Compensation expense | $ 32,686 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jul. 03, 2021 | Jul. 03, 2021 | Jan. 02, 2021 | Jan. 01, 2022 | |
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring expenses | $ 6,036 | $ 11,574 | $ 33,092 | |
Restructuring expenses after tax | 4,515 | 8,659 | 24,756 | |
2021 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Remaining employee termination benefit liability | 1,490 | 1,490 | ||
Remaining lease termination and related cost liability | 1,809 | 1,809 | ||
2021 Plan | Lease Termination Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Payments for expenses | 4,567 | |||
Provisions | 16 | |||
2021 Plan | Employee Severance | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Payments for expenses | 566 | |||
Provisions | (9) | |||
2021 Plan | Scenario Forecast | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Estimated cost | $ 11,000 | |||
Estimated revision cost | $ 22,000 | |||
2020 Plan | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Remaining employee termination benefit liability | 3,427 | 3,427 | ||
Remaining lease termination and related cost liability | $ 303 | 303 | ||
2020 Plan | Lease Termination Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Payments for expenses | 4,569 | 645 | ||
Provisions | (449) | |||
2020 Plan | Employee Severance | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Payments for expenses | 5,521 | 15,434 | ||
Provisions | $ (901) | $ 180 |
Restructuring - Components of R
Restructuring - Components of Restructuring Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jul. 03, 2021 | Jul. 03, 2021 | Jan. 02, 2021 | |
Restructuring And Related Activities [Abstract] | |||
Lease termination and other related costs | $ 4,789 | $ 9,509 | $ 7,989 |
Employee termination benefit costs | 1,247 | 2,065 | 25,103 |
Total restructuring expenses | $ 6,036 | $ 11,574 | $ 33,092 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jul. 03, 2021 | Jul. 03, 2021 | Jan. 02, 2021 | |
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring expenses | $ 6,036 | $ 11,574 | $ 33,092 |
Cost of Revenues | |||
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring expenses | 5,579 | 10,781 | 23,300 |
Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring expenses | $ 457 | $ 793 | $ 9,792 |