Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 30, 2016 | Mar. 30, 2017 | Jun. 24, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | Command Center, Inc. | ||
Entity Central Index Key | 1,140,102 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 30, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 24,296,595 | ||
Entity Common Stock, Shares Outstanding | 60,634,650 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 |
Statement - Consolidated Balanc
Statement - Consolidated Balance Sheets (Unaudited) (USD $) - USD ($) | Dec. 30, 2016 | Dec. 25, 2015 |
Current assets | ||
Cash | $ 3,022,741 | $ 7,629,424 |
Restricted cash | 24,676 | 0 |
Accounts receivable, net of allowance for doubtful accounts | 10,287,456 | 8,917,933 |
Prepaid expenses, deposits and other | 631,873 | 292,352 |
Prepaid workers' compensation | 745,697 | 756,005 |
Other receivables | 115,519 | 0 |
Current portion of workers' compensation deposits | 404,327 | 398,319 |
Total Current Assets | 15,232,289 | 17,994,033 |
Property and equipment - net | 432,857 | 408,657 |
Deferred tax asset | 2,316,774 | 3,063,256 |
Workers' compensation risk pool deposits, less current portion | 2,006,813 | 2,256,814 |
Goodwill and other intangible assets, net | 4,307,611 | 2,500,000 |
Total Assets | 24,296,344 | 26,222,760 |
Current liabilities | ||
Accounts payable | 762,277 | 560,961 |
Checks issued and payable | 98,837 | 487,087 |
Account purchase agreement facility | 0 | 479,616 |
Other current liabilities | 297,089 | 323,224 |
Accrued wages and benefits | 1,567,585 | 1,452,558 |
Current portion of workers' compensation premiums and claims liability | 1,101,966 | 1,201,703 |
Total Current Liabilities | 3,827,754 | 4,505,149 |
Long-term liabilities | ||
Workers compensation claims liability, less current portion | 1,604,735 | 2,231,735 |
Total Liabilities | 5,432,489 | 6,736,884 |
Commitments and Contingencies (See Note 11) | ||
Stockholders' equity: | ||
Preferred stock - $0.001 par value, 5,000,000 shares authorized, none issued | 0 | 0 |
Common stock - 100,000,000 shares, $0.001 par value, authorized; 60,634,650 and 64,305,288 shares issued and outstanding | 60,634 | 64,305 |
Additional paid-in capital | 56,374,625 | 57,752,301 |
Accumulated deficit | (37,571,404) | (38,330,730) |
Total Stockholders' Equity | 18,863,855 | 19,485,876 |
Total Liabilities and Stockholders' Equity | $ 24,296,344 | $ 26,222,760 |
Statement - Consolidated Balan3
Statement - Consolidated Balance Sheets (USD $) (Parenthetical) - $ / shares | Dec. 30, 2016 | Dec. 25, 2015 |
Stockholders' equity: | ||
Preferred stock par value | $ 0.001 | $ .001 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Common stock par value | $ .001 | $ 0.001 |
Common stock shares authorized | 100,000,000 | 100,000,000 |
Common stock shares issued | 60,634,650 | 64,305,288 |
Common stock shares outstanding | 60,634,650 | 64,305,288 |
Consolidated Statements of Inco
Consolidated Statements of Income (Operations) (Unaudited) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Income Statement [Abstract] | ||
Revenue | $ 93,259,508 | $ 88,498,943 |
Cost of staffing services | 69,580,410 | 64,892,648 |
Gross Profit | 23,679,098 | 23,606,295 |
Selling, general, and administrative expenses | 21,774,419 | 20,795,777 |
Depreciation and amortization | 298,300 | 171,511 |
Income from operations | 1,606,379 | 2,639,007 |
Interest expense and other financing expense | (25,018) | (82,167) |
Net income before income taxes | 1,581,361 | 2,556,840 |
Provision for income taxes | (822,035) | (999,313) |
Net income | $ 759,326 | $ 1,557,527 |
Earnings per share: | ||
Basic | $ 0.01 | $ 0.02 |
Diluted | $ 0.01 | $ 0.02 |
Weighted average shares outstanding: | ||
Basic | 62,350,680 | 65,139,449 |
Diluted | 63,095,454 | 66,095,168 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders’ Equity - USD ($) | Common Stock | APIC | Retained Earnings (Deficit) | Total |
Beginning Balance, Shares at Dec. 26, 2014 | 65,632,868 | |||
Beginning Balance, Amount at Dec. 26, 2014 | $ 65,633 | $ 58,318,396 | $ (39,619,842) | $ 18,764,187 |
Common stock issued for the conversion of options, Shares | 122,000 | |||
Common stock issued for the conversion of options, Amount | $ 122 | 28,118 | 28,240 | |
Cashless option exercise, Shares | 190,972 | |||
Cashless option exercise, Amount | $ 191 | 32,275 | (32,466) | 0 |
Redemption of shares from cashless option exercise | (235,949) | (235,949) | ||
Common stock issued for services, Shares | 689,000 | |||
Common stock issued for services, Amount | $ 689 | 388,668 | 389,357 | |
Stock based compensation expense, Amount | 352,299 | 352,299 | ||
Common stock purchased and retired, Shares | (2,329,552) | |||
Common stock purchased and retired, Amount | $ (2,330) | (1,367,455) | (1,369,785) | |
Net income for the year | 1,557,527 | 1,557,527 | ||
Ending Balance, Shares at Dec. 25, 2015 | 64,305,288 | |||
Ending Balance, Amount at Dec. 25, 2015 | $ 64,305 | 57,752,301 | (38,330,730) | 19,485,876 |
Common stock issued for services, Shares | 149,637 | |||
Common stock issued for services, Amount | $ 149 | 9,601 | 9,750 | |
Stock based compensation expense, Amount | 137,567 | 137,567 | ||
Common stock purchased and retired, Shares | (3,820,275) | |||
Common stock purchased and retired, Amount | $ (3,820) | (1,524,844) | (1,528,664) | |
Net income for the year | 759,326 | 759,326 | ||
Ending Balance, Shares at Dec. 30, 2016 | 60,634,650 | |||
Ending Balance, Amount at Dec. 30, 2016 | $ 60,634 | $ 56,374,625 | $ (37,571,404) | $ 18,863,855 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 759,326 | $ 1,557,527 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Depreciation and amortization | 298,300 | 171,511 |
Change in allowance for doubtful accounts | 266,445 | 82,495 |
Stock based compensation | 147,168 | 741,656 |
Reserve on note receivable | 0 | 175,000 |
Deferred tax asset | 746,482 | 822,744 |
Gain (Loss) on disposition of property and equipment | 0 | (18,271) |
Change in assets and liabilities: | ||
Accounts receivable - trade | (1,051,585) | 28,919 |
Restricted cash | (24,676) | 0 |
Prepaid workers' compensation | 10,308 | (174,650) |
Other receivables | (1,742) | 7,949 |
Prepaid expenses, deposits and other | (336,071) | (32,109) |
Workers' compensation risk pool deposits | 243,993 | 249,500 |
Accounts payable | 201,316 | 14,714 |
Checks issued and payable | (388,250) | 231,555 |
Other current liabilities | (246,130) | 74,964 |
Accrued wages and benefits | 115,027 | (213,138) |
Workers' compensation premiums and claims liability | (726,737) | (386,113) |
Net cash provided by operating activities | 13,174 | 3,334,253 |
Cash flows from investing activities: | ||
Cash paid for acquisition | (1,980,000) | 0 |
Purchases of property and equipment | (100,609) | (124,621) |
Purchase of note receivable | 0 | (175,000) |
Proceeds from sale of property and equipment | 0 | 2,500 |
Net cash used in investing activities | (2,080,609) | (297,121) |
Cash flows from financing activities: | ||
Payment on acquired debt | (417,190) | 0 |
Changes to account purchase agreement facility | (593,393) | (2,420,487) |
Purchase of treasury stock | (1,528,665) | (1,615,710) |
Proceeds from conversion of stock options | 0 | 28,240 |
Net cash used in financing activities | (2,539,248) | (4,007,957) |
Net increase decrease in cash | (4,606,683) | (970,825) |
Cash, beginning of period | 7,629,424 | 8,600,249 |
Cash, end of period | 3,022,741 | 7,629,424 |
Non-cash investing and financing activities | ||
Cashless exercise of stock options | 0 | 32,466 |
Contingent obligation (see Note 6) | 220,000 | 0 |
Supplemental disclosure of cash flow information | ||
Interest paid | 25,018 | 82,167 |
Income taxes paid | $ 169,684 | $ 103,878 |
1. SUMMARY OF SIGNIFICANT ACCOU
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 30, 2016 | |
Accounting Policies [Abstract] | |
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Description of Business: Basis of Presentation: Use of Estimates: Fiscal Year End: Reclassifications: Revisions: Pursuant to the guidance of Staff Accounting Bulletin (“SAB”) No. 99, Materiality, the Company concluded that the errors were not material to any of its prior year consolidated financial statements. The accompanying consolidated statement of operations for the year ended December 25, 2015 includes a cumulative revision relating to these misstatements. These revisions did not have any material effect on income from operations, net income, cash flows, or non-GAAP reporting metrics nor did they affect the Company’s past compliance with debt covenants. These misstatements had no effect on our cash balances. The following table compares previously reported balances to revised balances as of December 25, 2015 and for the year ended December 25, 2015. Balance Sheet Changes Previously Reported Adjustment 2015 revised Deferred tax asset $ 2,961,936 $ 101,320 $ 3,063,256 Accounts payable $ 304,009 $ 256,952 $ 560,961 Accumulated deficit $ (38,175,098 ) $ (155,632 ) $ (38,330,730 ) Statement of Operations changes Cost of staffing services $ 64,733,358 $ 159,290 $ 64,892,648 Selling, general, and administrative expenses $ 20,603,745 $ 192,032 $ 20,795,777 Provision for income taxes $ (1,100,633 ) $ 101,320 $ (999,313 ) Net income $ 1,713,159 $ (155,632 ) $ 1,557,527 Earnings per share: Basic $ 0.03 $ 0.02 Earnings per share: Diluted $ 0.03 $ 0.02 Revenue Recognition: Cost of Staffing Services: Cash and Cash Equivalents: Restricted Cash: Accounts Receivable and Allowance for Doubtful Accounts: Property and Equipment: Workers’ Compensation Reserves: Goodwill and Other Intangible Assets: Fair Value of Financial Instruments: Income Taxes: Earnings per Share: Diluted common shares outstanding were calculated using the Treasury Stock Method and are as follows: Fifty-Three Fifty-Two Weeks Ended Weeks Ended December 30, 2016 December 25, 2015 Weighted average number of common shares used in basic net income per common share 62,350,680 65,139,449 Dilutive effects of stock options 744,774 955,719 Weighted average number of common shares used in diluted net income per common share 63,095,454 66,095,168 Share-Based Compensation: Advertising Costs: Concentrations: Long-lived asset impairment: Checks Issued and Outstanding: Fair Value Measures: Level 1: Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2: Applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: Applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Our financial instruments consist principally of a contingent liability. For additional information see Note 11 - Commitments and Contingencies. Recent Accounting Pronouncements: In May 2014, the FASB issued new revenue recognition guidance under ASU 2014-09 that will supersede the existing revenue recognition guidance under U.S. Generally Accepted Accounting Principles (“GAAP”). The new standard focuses on creating a single source of revenue guidance for revenue arising from contracts with customers for all industries. The objective of the new standard is for companies to recognize revenue when it transfers the promised goods or services to its customers at an amount that represents what the company expects to be entitled to in exchange for those goods or services. In July 2015, the FASB deferred the effective date by one year (ASU 2015-14). This ASU will now be effective for annual periods, and interim periods within those annual periods, beginning on or after December 15, 2017. Early adoption is permitted, but not before the original effective date of December 15, 2016. Since the issuance of the original standard, the FASB has issued several other subsequent updates including the following: 1) clarification of the implementation guidance on principal versus agent considerations (ASU 2016-08); 2) further guidance on identifying performance obligations in a contract as well as clarifications on the licensing implementation guidance (ASU 2016-10); 3) rescission of several SEC Staff Announcements that are codified in Topic 605 (ASU 2016-11); and 4) additional guidance and practical expedients in response to identified implementation issues (ASU 2016-12). The new standard will be effective for us beginning January 1, 2018 and we expect to implement the standard with the modified retrospective approach, which recognizes the cumulative effect of application recognized on that date. We are evaluating the impact of adoption on our consolidated results of operations, consolidated financial position and cash flows. In February 2016, the FASB issued ASU 2016-02 amending the existing accounting standards for lease accounting and requiring lessees to recognize lease assets and lease liabilities for all leases with lease terms of more than 12 months, including those classified as operating leases. Both the asset and liability will initially be measured at the present value of the future minimum lease payments, with the asset being subject to adjustments such as initial direct costs. Consistent with current U.S GAAP, the presentation of expenses and cash flows will depend primarily on the classification of the lease as either a finance or an operating lease. The new standard also requires additional quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases in order to provide additional information about the nature of an organization’s leasing activities. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2018 and requires modified retrospective application. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures. In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09 amending several aspects of share-based payment accounting. This guidance requires all excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled, with prospective application required. The guidance also changes the classification of such tax benefits or tax deficiencies on the statement of cash flows from a financing activity to an operating activity, with retrospective or prospective application allowed. Additionally, the guidance requires the classification of employee taxes paid when an employer withholds shares for tax-withholding purposes as a financing activity on the statement of cash flows, with retrospective application required. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments Other accounting standards that have been issued by the Financial Accounting Standards Board or other standards-setting bodies are not expected to have a material impact on our financial position, results of operations and cash flows. For period ended December 30, 2016, the adoption of other accounting standards had no material impact on our financial positions, results of operations, or cash flows. |
2. NOTES RECEIVABLE
2. NOTES RECEIVABLE | 12 Months Ended |
Dec. 30, 2016 | |
Notes Receivable | |
2. NOTES RECEIVABLE | On May 22, 2015, we purchased a 10% Original Issue Discount Convertible Note originally issued by Labor Smart, Inc., a Nevada corporation, to Gemini Master Fund, Ltd., a Cayman Islands corporation (the “Note”) for $175,000. The Note was issued by Labor Smart on March 27, 2014 in the principal amount of $220,000, bearing a 10% annual interest rate and with a maturity date of January 1, 2015. At the option of the holder, the Note, together with any unpaid accrued interest, is convertible into shares of common stock of Labor Smart at a variable conversion price calculated at 65% of the market price based on the average of the lowest volume weighted average price during the twenty trading day period ending prior to the conversion date. On May 26, 2015, we provided to Labor Smart a notice of default and demand for payment of $305,429 under the terms of the Note. We have filed suit in New York to collect all unpaid principal, interest, penalties and collection costs. We plan to pursue all means available to collect amounts due under the Note. At the present time, we do not own any shares of stock of Labor Smart, Inc. Based on its most recent financial statements available, there is substantial reason to doubt the ability of Labor Smart to repay the note. In its most recent Form 10-Q filed on November 16, 2015, Labor Smart has reported an accumulated deficit of approximately $10.9 million, and 2015 year to date net loss of approximately $2.6 million. Based on Labor Smart’s financial condition we have concluded that it is not probable the note will be repaid and we reduced the carrying value of the note to zero in the second quarter of 2015. On June 27, 2016, Labor Smart filed its intention to terminate registration under the Securities and Exchange Act of 1934. The company fully reserved the note receivable during 2015 with a provision for $175,000. |
3. PROPERTY AND EQUIPMENT
3. PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 30, 2016 | |
Property And Equipment | |
3. PROPERTY AND EQUIPMENT | The following table summarizes the book value of the assets and accumulated depreciation and amortization at December 30, 2016 and December 25, 2015: 2016 2015 Leasehold improvements $ 341,993 $ 376,859 Vehicles and machinery 170,941 88,721 Furniture and fixtures 140,938 123,570 Computer hardware and licensed software 509,576 437,729 Accumulated depreciation (730,591 ) (618,222 ) Total property and equipment, net $ 432,857 $ 408,657 During the fiscal year ended December 30, 2016 and December 25, 2015, we recognized approximately $168,000 and $171,000, respectively, of depreciation and amortization expense related to property and equipment. |
4. GOODWILL AND INTANGIBLE ASSE
4. GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 30, 2016 | |
Goodwill And Intangible Assets | |
4. GOODWILL AND INTANGIBLE ASSETS | At least annually, or whenever events or circumstances arise indicating an impairment may exist, we review goodwill for impairment. We are a single reporting unit consisting of purchased on-demand labor stores, thus the analysis is conducted for the Company as a whole. Our goodwill represents the consideration given for acquisitions in excess of the fair value of identifiable assets received. No provision has been made for an impairment loss as of December 20, 2016 and December 25, 2015. During the fiscal year ended December 30, 2016, we recognized approximately $130,000 of amortization expense related to intangible assets. On June 3, 2016, we purchased substantially all of the assets of Hancock. In connection with the acquisition of Hancock, we identified and recognized $1,277,568 in goodwill that we added to the remaining carrying amount of $2.5 million from the previous acquisitions. In addition, we added $659,564 in acquired intangible assets. For additional information see Note 6 – Acquisitions |
5. ACCOUNT PURCHASE AGREEMENT &
5. ACCOUNT PURCHASE AGREEMENT & LINE OF CREDIT FACILITY | 12 Months Ended |
Dec. 30, 2016 | |
Account Purchase Agreement Line Of Credit Facility | |
5. ACCOUNT PURCHASE AGREEMENT & LINE OF CREDIT FACILITY | Our current financing agreement is an account purchase agreement which allows us to sell eligible accounts receivable for 90% of the invoiced amount on a full recourse basis up to the facility maximum, $14 million on December 30, 2016 and December 25, 2015. When the account is paid by our customers, the remaining 10% is paid to us, less applicable fees and interest. Eligible accounts receivable are generally defined to include accounts that are not more than ninety days past due. Pursuant to this agreement, at December 30, 2016, there was approximately $114,000 that was owed to us and at December 25, 2015 we owed approximately $480,000. In May 2016, we signed a new account purchase agreement with our lender, Wells Fargo Bank, N.A. The current agreement bears interest at the Daily One Month London Interbank Offered Rate plus 2.5% per annum. At December 30, 2016 the effective interest rate was 3.02%. Interest is payable on the actual amount advanced. Additional charges include an annual facility fee equal to 0.50% of the facility threshold in place and lockbox fees. As collateral for repayment of any and all obligations, we granted Wells Fargo Bank, N.A. a security interest in our all of our property including, but not limited to, accounts receivable, intangible assets, contract rights, deposit accounts, and other such assets. We also have a $5.7 million letter of credit with Wells Fargo that secures our obligations to our workers’ compensation insurance carrier. For additional information related to this letter of credit see Note 7 – Workers’ Compensation Insurance and Reserves The agreement requires that the sum of our unrestricted cash plus net accounts receivable must at all times be greater than the sum of the amount outstanding under the agreement plus accrued payroll and accrued payroll taxes. At December 30, 2016, and December 25, 2015 we were in compliance with this covenant. |
6. ACQUISITION
6. ACQUISITION | 12 Months Ended |
Dec. 30, 2016 | |
Acquisition | |
6. ACQUISITION | On June 3, 2016 we purchased substantially all the assets of Hanwood Arkansas, LLC, an Arkansas limited liability company, and Hanwood Oklahoma, LLC, an Oklahoma limited liability company. Together these companies operated as Hancock Staffing from stores located in Little Rock, Arkansas and Oklahoma City, Oklahoma. We acquired all of the assets used in connection with the operation of the two staffing stores. In addition, we assumed liabilities for future payments due under the leases for the two stores, amounts owed on motor vehicles acquired, and the amount due on their receivables factoring line. This transaction was accounted for under the purchase method in accordance with FASB Accounting Standards Codification Topic ASC 805, Business Combinations. The aggregate consideration paid for Hancock was $2,617,189, paid as follows: (i) cash of $1,980,000; (ii) an unsecured one-year holdback obligation of $220,000; and (iii) assumed liabilities of $417,189. In connection with the acquisition of Hancock, we identified and recognized an intangible asset of $659,564 representing customer relationships and employment agreements/non-compete agreements. The customer relationships are being amortized on a straight line basis over their estimated life of four (4) years, the non-compete agreement is amortized over its two-year term. During the year ended December 30, 2016 we recognized amortization expense of $129,521. We will recognize amortization expense of $222,036 in the fiscal year ending 2017, $155,367 in the fiscal year ending 2018, $107,746 in the fiscal year 2019 and $44,894 in the fiscal year 2020. At December 30, 2016 the intangible asset balance, net of accumulated amortization, was $530,043. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition, which have now been recorded in the financial statements as of December 30, 2016: Assets: Current assets $ 587,833 Fixed assets 92,220 Intangible assets 659,564 Goodwill 1,277,568 $ 2,617,185 Liabilities: Current liabilities $ 637,185 Net purchase price $ 1,980,000 The following table summarizes the pro forma operations had the entities been acquired at the beginning of each year presented in the Consolidated Statements of Income (in thousands): 2016 2015 Revenue $ 97,060 $ 96,813 Net income before income tax 1,847 3,101 Income tax (922 ) (1,203 ) Net income $ 925 $ 1,898 Revenue from the date of acquisition through December 30, 2016 was approximately $4.5 million and has been included in the Consolidated Statements of Income. |
7. WORKERS' COMPENSATION INSURA
7. WORKERS' COMPENSATION INSURANCE AND RESERVES | 12 Months Ended |
Dec. 30, 2016 | |
Workers Compensation Insurance And Reserves | |
7. WORKERS' COMPENSATION INSURANCE AND RESERVES | On April 1, 2014, we changed our workers’ compensation carrier to ACE American Insurance Company (“ACE”) in all states in which we operate other than Washington and North Dakota. The ACE insurance policy is a large deductible policy where we have primary responsibility for all claims made. ACE provides insurance for covered losses and expenses in excess of $500,000 per incident. Under this high deductible program, we are largely self-insured. Per our contractual agreements with ACE, we must provide a collateral deposit of $5.7 million, which is accomplished through a letter of credit under our Account Purchase Agreement with Wells Fargo. For workers’ compensation claims originating in Washington and North Dakota, we pay workers’ compensation insurance premiums and obtain full coverage under mandatory State government administered programs. Our liability associated with claims in these jurisdictions is limited to the payment of premiums. We also obtained full coverage in the state of New York under a policy issued by the State Fund of New York. Accordingly, our consolidated financial statements reflect only the mandated workers’ compensation insurance premium liability for workers’ compensation claims in these jurisdictions. On April 1, 2012 to March 31, 2014 our workers’ compensation carrier was Dallas National Insurance in all states in which we operate other than Washington, North Dakota and New York. The Dallas National coverage was a large deductible policy where we have primary responsibility for claims under the policy. Dallas National provided insurance for covered losses and expenses in excess of $350,000 per incident. Per our contractual agreements with Dallas National, we made payments into, and maintain a balance of $1.8 million as a non-depleting deposit as collateral for our self-insured claims. From April 1, 2011 to March 31, 2012, our workers’ compensation coverage was obtained through Zurich American Insurance Company (“Zurich”). The policy with Zurich was a guaranteed cost plan under which all claims are paid by Zurich. Zurich provided workers’ compensation coverage in all states in which we operate other than Washington and North Dakota. Prior to Zurich, we maintained workers’ compensation policies through AMS Staff Leasing II (“AMS”) for coverage in the non-monopolistic jurisdictions in which we operate. The AMS coverage was a large deductible policy where we have primary responsibility for claims under the policy. Under the AMS policies, we made payments into a risk pool fund to cover claims within our self-insured layer. Per our contractual agreements for this coverage, we were originally required to maintain a deposit in the amount of $715,000. At December 30, 2016, our deposit with AMS was approximately $698,000. For the two-year period prior to May 13, 2008, our workers’ compensation coverage was obtained through policies issued by AIG. At December 30, 2016, our risk pool deposit with AIG was approximately $400,000. As part of our large deductible workers’ compensation programs, our carriers require that we collateralize a portion of our future workers’ compensation obligations in order to secure future payments made on our behalf. This collateral is typically in the form of cash and cash equivalents. At December 30, 2016 and December 25, 2015, we had net cash collateral deposits of approximately $2.4 million and $2.6 million, respectively. With the addition of the $5.7 million letter of credit, our cash and non-cash collateral totaled approximately $8.1 million at December 30, 2016. The workers’ compensation risk pool deposits total $2.4 million as of December 30, 2016, consisting of a current portion of $0.4 million and a long-term portion of $2.0 million. The long-term portion of the risk pool deposits is net of an allowance of $0.5 million, which is determined to be impaired. This allowance is to reserve for the possibility that we would not recover all of our risk pool deposits that we placed with our former workers’ compensation insurance carrier, Freestone Insurance (formerly Dallas National Insurance Company.) Freestone Insurance was placed in receivership by the State of Delaware in 2014. We continue to believe that we have a priority claim for the return of our collateral. However, the amount that will ultimately be returned to us is still uncertain. See Note 11 – Commitments and Contingencies, Workers’ compensation expense for temporary workers is recorded as a component of our cost of services and consists of the following components: changes in our self-insurance reserves as determined by our third party actuary, actual claims paid, insurance premiums and administrative fees, and premiums paid in monopolistic jurisdictions. Workers’ compensation expense for our temporary workers totaled approximately $3.8 billion and $3.1 million for the fiscal years ended December 30, 2016 and December 25, 2015, respectively. The following reflects the changes in our workers’ compensation deposits and our workers’ compensation claims liability during the fiscal years ended December 30, 2016 and December 25, 2015: 2016 2015 Workers’ Compensation Deposits Workers’ compensation deposits available at the beginning of the period $ 2,655,133 $ 2,904,633 Additional workers’ compensation deposits made during the period 9,105 69,131 Deposits applied to payment of claims during the period (3,098 ) (68,631 ) Reserve Allowance (250,000 ) (250,000 ) Deposits available for future claims at the end of the period $ 2,411,140 $ 2,655,133 Workers’ Compensation Claims Liability Estimated future claims liabilities at the beginning of the period $ 3,433,438 $ 3,628,302 Claims paid during the period (2,197,128 ) (2,532,179 ) Additional future claims liabilities recorded during the period 1,470,391 2,337,315 Estimated future claims liabilities at the end of the period $ 2,706,701 $ 3,433,438 The workers’ compensation risk pool deposits are classified as current and non-current assets on the consolidated balance sheet based upon management’s estimate of when the related claims liabilities will be paid. The deposits have not been discounted to present value in the accompanying consolidated financial statements. All liabilities associated with our workers’ compensation claims are fully reserved on our consolidated balance sheet. The following table summarizes financial assets measured at fair value on a non-recurring basis using significant unobservable inputs (Level 3) to measure fair value at December 31: 2016 2015 Freestone Workers compensation deposits $ 1,997,798 $ 2,247,798 During the years ended December 30, 2016 and December 25, 2015, certain workers compensation deposits were re-measured and reported at fair value through a specific valuation allowance based upon the fair value of the underlying collateral based on collateral valuations utilizing Level 3 valuation inputs as follows: 2016 2015 Carrying value of impaired deposits $ 2,497,798 $ 2,497,798 Specific valuation allowance allocations (500,000 ) (250,000) Fair value of impaired deposits $ 1,997,798 $ 2,247,798 The estimation process for the Level 3 investment involves the use of a cash-flow methodology and other market valuation techniques involving management judgment. |
8. STOCKHOLDERS EQUITY
8. STOCKHOLDERS EQUITY | 12 Months Ended |
Dec. 30, 2016 | |
Stockholders' equity: | |
8. STOCKHOLDERS EQUITY | Issuance of Common Stock: In December 2015, we approved the issuance of 100,000 shares of common stock valued at $49,000 to our Board of Directors for partial payment of their services. The following warrants for our common stock were issued and outstanding on December 30, 2016 and December 25, 2015: 2016 2015 Warrants outstanding at beginning of year — 1,375,000 Expired — (1,375,000 ) Exercised — — Warrants outstanding at the end of the year — — The warrants outstanding at December 26, 2014 expired unexercised on April 15, 2015. Stock Repurchase: Approximate dollar Total number of value of shares that Total Shares Average Price Shares purchased As part of publicly may yet be purchased Purchased Per Share Announced plan under the plan Period 1 (December 26, 2015 to January 22, 2016) 162,037 $ 0.44 2,491,589 $ 3,522,252 Period 2 (January 23, 2016 to February19, 2016) 174,300 $ 0.45 2,665,889 $ 3,440,816 Period 3 (February 20, 2016 to March 25, 2016) 166,500 $ 0.43 2,832,389 $ 3,367,430 Period 4 (March 26, 2016 to April 22, 2016) 329,961 $ 0.41 3,162,350 $ 3,239,059 Period 5 (April 23, 2016 to May 20, 2016) 264,563 $ 0.44 3,426,913 $ 3,122,455 Period 6 (May 21, 2016 to June 24, 2016) 1,066,103 $ 0.38 4,493,016 $ 2,713,809 Period 7 (June 25, 2016 to July 22, 2016) 301,500 $ 0.41 4,794,516 $ 2,588,905 Period 8 (July 23, 2016 to August 19, 2016) 177,407 $ 0.41 4,971,923 $ 2,516,529 Period 9 (August 20, 2016 to September 23, 2016) 760,012 $ 0.40 5,731,935 $ 2,213,622 Period 10 (September 24, 2016 to October 21, 2016) 116,093 $ 0.37 5,848,028 $ 2,170,105 Period 11 (October 22, 2016 to November 25, 2016) 242,400 $ 0.35 6,090,428 $ 2,085,761 Period 12 (November 26, 2016 to December 30, 2016) 59,400 $ 0.36 6,149,828 $ 2,064,377 Total 3,820,276 $ 0.40 6,149,828 $ 2,064,377 Redemption of Employee Stock Options: |
9. STOCK BASED COMPENSATION
9. STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
9. STOCK BASED COMPENSATION | Employee Stock Incentive Plan: Command Center, Inc. 2016 Stock Incentive Plan, During 2015 we granted 300,000 stock options to employees. The options were granted with an exercise price of the fair market on the date of grant, seven year life and vesting over four years from the date of grant. During 2014 we granted 785,000 shares of restricted common stock to employees. The shares vest one year from the date of grant if the grantee is still employed by our company. In 2015, 581,500 of these shares vested; the remaining 203,500 shares were forfeited. In 2016, 276,500 of the vested shares were issued to the respective grantees. The remaining 305,000 shares will be issued to the respective grantees in 2017. Number of Weighted Average Weighted Average Shares Under Exercise Price Grant Date Fair Options Per Share Value Outstanding December 26, 2014 4,266,500 $ 0.38 $ 0.25 Granted 300,000 0.70 0.31 Forfeited (50,875 ) 0.41 0.28 Expired (81,125 ) 0.35 0.28 Exercised (801,000 ) 0.20 0.16 Outstanding December 25, 2015 3,633,500 0.45 0.28 Granted 105,000 0.49 0.32 Forfeited (940,500 ) 0.61 0.39 Expired (300,000 ) 0.70 0.46 Exercised — — — Outstanding December 30, 2016 2,498,000 $ 0.36 $ 0.24 The fair value of each option award is estimated on the date of grant using the Black-Scholes pricing model. Expected volatility is based on historical annualized volatility of our stock. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free rate is based upon the U.S. Treasury yield curve in effect at the time of grant. Currently we do not foresee the payment of dividends in the near term. The assumptions used to calculate the fair value are as follows: 2016 2015 Expected term (years) 5.5 5.5 Expected volatility 41.3 % 41.3 % Dividend yield 0.0 % 0.0 % Risk-free rate 1.5 % 1.5 % Under the fair value recognition provisions of the Accounting Standards Codification, share-based compensation cost is measured at the grant date based on the value of the award and is recognized as an expense over the vesting period using the straight-line method of amortization. The expected post vesting exercise rate was determined based on an estimated annual turnover percentage of 15%. During the fiscal year ended December 30, 2016 and December 25, 2015, we recognized share-based compensation expense of approximately $147,000 and $742,000, respectively, relating to the issuance of stock options and stock grants. The following table reflects a summary of our non-vested stock options outstanding at December 26, 2014 and changes during the fiscal years ended December 25, 2015 and December 30, 2016: Weighted Average Weighted Average Number of Exercise Price Grant Date Fair Options Per Share Value Non-vested December 26, 2014 2,666,125 $ 0.46 $ 0.28 Granted 300,000 0.70 0.31 Vested (963,366 ) 0.46 0.28 Forfeited (40,875 ) 0.41 0.33 Non-vested December 25, 2015 1,961,884 0.50 0.28 Granted 105,000 0.49 0.39 Vested (741,884 ) 0.43 0.30 Forfeited (687,500 ) 0.59 0.41 Non-vested December 30, 2016 637,500 $ 0.40 $ 0.27 As of December 30, 2016, there was unrecognized share-based compensation expense totaling approximately $38,854 relating to non-vested options that will be recognized over the next 3 years. The following summarizes information about the stock options outstanding at December 30, 2016: Weighted Average Weighted Average Remaining Number of Shares Exercise Price Contractual Life Aggregate Intrinsic Under Options Per Share (years) Value Outstanding 2,498,000 $ 0.36 4.02 $ 279,000 Exercisable 1,860,500 $ 0.35 4.61 $ 209,250 Options Outstanding Options Exercisable Range of exercise prices Number of Shares Outstanding Weighted Average Contractual Life Number of Shares Exercisable Weighted Average Contractual Life 0.20 – 0.41 1,818,000 5.1 1,443,000 5.1 0.67 – 0.73 680,000 4.8 417,500 4.8 2,498,000 1,860,500 The intrinsic value of outstanding and expected stock options as of December 30, 2016 is approximately $240,000. Under the employment agreement entered into with Colette Pieper, our CFO, on September 2, 2016, we are obligated to award to her unvested options to acquire 500,000 shares of Command Center common stock. When granted, the options will vest in four equal installments of 125,000 shares each. As of December 30, 2016, and also as of the date of this report, the options have not yet been granted. Employee Stock Purchase Plan: |
10. INCOME TAX
10. INCOME TAX | 12 Months Ended |
Dec. 30, 2016 | |
Income Tax | |
10. INCOME TAX | The provision for deferred income taxes is comprised of the following: December 30 , 2016 December 25, 2015 Current: Federal $ 22,757 $ 15,114 State 52,795 160,729 Deferred: Federal 522,740 704,762 State 223,743 118,708 Provision for income taxes $ 822,035 $ 999,313 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred taxes are as follows: December 30 , 2016 December 25, 2015 Deferred tax assets and liabilities Net operating loss (NOL) $ 322,300 $ 837,236 Accrued vacation 50,925 40,850 Workers’ compensation claims liability 1,015,873 1,353,851 Depreciation 181,913 160,019 Bad debt reserve 337,559 249,581 Deferred rent 32,322 33,053 Stock compensation (Restricted Stock) 60,689 — Charitable contribution 6,379 — Other accruals — 101,320 AMT credit 308,814 287,346 Total deferred tax asset 2,316,774 3,063,256 Valuation allowance — — Net deferred tax asset $ 2,316,774 $ 3,063,256 Our federal and state net operating loss carryover of approximately $0.9 million will expire in the years 2028 through 2031. Our charitable contribution carryover will expire in the years 2017 through 2018. Management estimates that our combined federal and state tax rates will be approximately 37.5%, net of federal benefit on state income taxes. The items accounting for the difference between income taxes computed at the statutory federal income tax rate and the income taxes reported on the statements of income are as follows: December 30 , 2016 December 25, 2015 Income tax expense based on statutory rate $ 544,603 34 % $ 576,742 34 % Permanent differences 64,151 4 % 246,264 15 % State income taxes expense net of federal taxes 258,588 16 % 224,789 13 % Change in valuation allowance — 0 % — 0 % Other (45,307 ) (3 %) (48,482 ) (3 %) Total taxes (benefits) on income $ 822,035 51 % $ 999,313 59 % We have analyzed our filing positions in all jurisdictions where we are required to file income tax returns and found no positions that would require a liability for unrecognized income tax benefits to be recognized. We are subject to possible tax examinations for the years 2012 through 2016. We deduct interest and penalties as interest expense on the consolidated financial statements. During the year ended December 30, 2016, the Company reduced the net tax rate applied for state income tax purposes from 5.3% to 3.5% resulting in a decrease in deferred tax asset and an increase in sate income tax expense of approximately $120,000. |
11. COMMITMENTS AND CONTINGENCI
11. COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 30, 2016 | |
Commitments And Contingencies | |
11. COMMITMENTS AND CONTINGENCIES | We presently lease office space for our corporate headquarters in Lakewood, Colorado. In April 2015, we executed the lease on this facility for a sixty-four month term, beginning September 1, 2015 and expiring December 31, 2020, with an option to renew for two additional five-year extensions. We pay approximately $10,800 per month for our office space with annual increases of approximately 3% which includes typical triple net charges for property taxes, insurance and maintenance. We own all of the office furniture and equipment used in our corporate headquarters. We also lease the facilities for all of our store locations. All of these facilities are leased at market rates that vary in amount depending on location. Each store is between 1,000 and 5,000 square feet, depending on location and market conditions. Operating leases: Operating Lease Year Obligation 2017 $ 858,086 2018 569,374 2019 369,385 2020 213,850 2021 — Thereafter — $ 2,010,695 Total lease expense for the fiscal years ended December 30, 2016 and December 25, 2015 was approximately $1.4 million and $1.5 million, respectively. Legal Proceedings: Freestone Insurance Company Liquidation: From about July 1, 2008 until April 1, 2011, in most states our workers’ compensation coverage was provided under an agreement with AMS Staff Leasing II, through a master policy with Dallas National. During this time period, we deposited approximately $500,000 with an affiliate of Dallas National for collateral related to the coverage through AMS Staff Leasing II. Claims that remain open from this time period have also been distributed by the receiver to the state guaranty funds. In one instance, the State of Minnesota has denied liability for payment of a workers’ compensation claim that arose in 2010 and is in excess of our deductible. In the first quarter of 2016, we settled the individual workers’ compensation case and have legally challenged the State’s denial of liability. During the second quarter of 2015, the receiver requested court authorization to disburse funds to the state guaranty funds. We and other depositors of collateral with Freestone objected and asked the court to block the disbursements until a full accounting of the assets and liabilities of Freestone is provided. Distribution of funds by the receiver to the state guaranty funds remains on hold. As a result of these developments, during the second quarters of each 2015 and 2016 we recorded reserves of $250,000 on the deposit balance, for a total reserve of $500,000. We review these deposits at each balance sheet date and as of December 30, 2016, we did not need to make an adjustment to our deposit balance. On July 5, 2016, the receiver filed the First Accounting for the period April 28, 2014 through December 31, 2015 with the Delaware Court of Chancery. The First Accounting does not clarify the issues with respect to the collateral claims, priorities and return of collateral. In the accounting, the Receiver reports total assets consisting of cash and cash equivalents of $87.7 million as of December 31, 2015. In late 2015, we filed timely proofs of claim with the receiver. One proof of claim is filed as a priority claim seeking return of the full amount of our collateral deposits. The other proof of claim is a general claim covering non-collateral items. We believe that our claim to the return of our collateral is a priority claim in the liquidation proceeding and that our collateral should be returned to us. However, if it is ultimately determined that our claim is not a priority claim or if there are insufficient assets in the liquidation to satisfy the priority claims, we may not receive any or all of our collateral. |
1. SUMMARY OF SIGNIFICANT ACC18
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 30, 2016 | |
Summary Of Significant Accounting Policies Policies | |
Description of Business | Description of Business: |
Basis of Presentation | Basis of Presentation: |
Use of Estimates | Use of Estimates: |
Fiscal Year End | Fiscal Year End: |
Reclassifications | Reclassifications: |
Revisions | Revisions: Pursuant to the guidance of Staff Accounting Bulletin (“SAB”) No. 99, Materiality, the Company concluded that the errors were not material to any of its prior year consolidated financial statements. The accompanying consolidated statement of operations for the year ended December 25, 2015 includes a cumulative revision relating to these misstatements. These revisions did not have any material effect on income from operations, net income, cash flows, or non-GAAP reporting metrics nor did they affect the Company’s past compliance with debt covenants. These misstatements had no effect on our cash balances. The following table compares previously reported balances to revised balances as of December 25, 2015 and for the year ended December 25, 2015. Balance Sheet Changes Previously Reported Adjustment 2015 revised Deferred tax asset $ 2,961,936 $ 101,320 $ 3,063,256 Accounts payable $ 304,009 $ 256,952 $ 560,961 Accumulated deficit $ (38,175,098 ) $ (155,632 ) $ (38,330,730 ) Statement of Operations changes Cost of staffing services $ 64,733,358 $ 159,290 $ 64,892,648 Selling, general, and administrative expenses $ 20,603,745 $ 192,032 $ 20,795,777 Provision for income taxes $ (1,100,633 ) $ 101,320 $ (999,313 ) Net income $ 1,713,159 $ (155,632 ) $ 1,557,527 Earnings per share: Basic $ 0.03 $ 0.02 Earnings per share: Diluted $ 0.03 $ 0.02 |
Revenue Recognition | Revenue Recognition: |
Cost of Staffing Services | Cost of Staffing Services: |
Cash and Cash Equivalents | Cash and Cash Equivalents: |
Restricted Cash | Restricted Cash: |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts: |
Property and Equipment | Property and Equipment: |
Workers' Compensation Reserves | Workers’ Compensation Reserves: |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets: |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: |
Income Taxes | Income Taxes: |
Earnings per Share | Earnings per Share: Diluted common shares outstanding were calculated using the Treasury Stock Method and are as follows: Fifty-Three Fifty-Two Weeks Ended Weeks Ended December 30, 2016 December 25, 2015 Weighted average number of common shares used in basic net income per common share 62,350,680 65,139,449 Dilutive effects of stock options 744,774 955,719 Weighted average number of common shares used in diluted net income per common share 63,095,454 66,095,168 |
Share-Based Compensation | Share-Based Compensation: |
Advertising Costs | Advertising Costs: |
Concentrations | Concentrations: |
Long-lived asset impairment | Long-lived asset impairment: |
Checks Issued and Outstanding | Checks Issued and Outstanding: |
Fair Value Measures | Fair Value Measures: Level 1: Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2: Applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: Applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Our financial instruments consist principally of a contingent liability. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements: In May 2014, the FASB issued new revenue recognition guidance under ASU 2014-09 that will supersede the existing revenue recognition guidance under U.S. Generally Accepted Accounting Principles (“GAAP”). The new standard focuses on creating a single source of revenue guidance for revenue arising from contracts with customers for all industries. The objective of the new standard is for companies to recognize revenue when it transfers the promised goods or services to its customers at an amount that represents what the company expects to be entitled to in exchange for those goods or services. In July 2015, the FASB deferred the effective date by one year (ASU 2015-14). This ASU will now be effective for annual periods, and interim periods within those annual periods, beginning on or after December 15, 2017. Early adoption is permitted, but not before the original effective date of December 15, 2016. Since the issuance of the original standard, the FASB has issued several other subsequent updates including the following: 1) clarification of the implementation guidance on principal versus agent considerations (ASU 2016-08); 2) further guidance on identifying performance obligations in a contract as well as clarifications on the licensing implementation guidance (ASU 2016-10); 3) rescission of several SEC Staff Announcements that are codified in Topic 605 (ASU 2016-11); and 4) additional guidance and practical expedients in response to identified implementation issues (ASU 2016-12). The new standard will be effective for us beginning January 1, 2018 and we expect to implement the standard with the modified retrospective approach, which recognizes the cumulative effect of application recognized on that date. We are evaluating the impact of adoption on our consolidated results of operations, consolidated financial position and cash flows. In February 2016, the FASB issued ASU 2016-02 amending the existing accounting standards for lease accounting and requiring lessees to recognize lease assets and lease liabilities for all leases with lease terms of more than 12 months, including those classified as operating leases. Both the asset and liability will initially be measured at the present value of the future minimum lease payments, with the asset being subject to adjustments such as initial direct costs. Consistent with current U.S GAAP, the presentation of expenses and cash flows will depend primarily on the classification of the lease as either a finance or an operating lease. The new standard also requires additional quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases in order to provide additional information about the nature of an organization’s leasing activities. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2018 and requires modified retrospective application. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures. In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09 amending several aspects of share-based payment accounting. This guidance requires all excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled, with prospective application required. The guidance also changes the classification of such tax benefits or tax deficiencies on the statement of cash flows from a financing activity to an operating activity, with retrospective or prospective application allowed. Additionally, the guidance requires the classification of employee taxes paid when an employer withholds shares for tax-withholding purposes as a financing activity on the statement of cash flows, with retrospective application required. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments Other accounting standards that have been issued by the Financial Accounting Standards Board or other standards-setting bodies are not expected to have a material impact on our financial position, results of operations and cash flows. For period ended December 30, 2016, the adoption of other accounting standards had no material impact on our financial positions, results of operations, or cash flows. |
1. SUMMARY OF SIGNIFICANT ACC19
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Summary Of Significant Accounting Policies Tables | |
Prior period adjustments | Balance Sheet Changes Previously Reported Adjustment 2015 revised Deferred tax asset $ 2,961,936 $ 101,320 $ 3,063,256 Accounts payable $ 304,009 $ 256,952 $ 560,961 Accumulated deficit $ (38,175,098 ) $ (155,632 ) $ (38,330,730 ) Statement of Operations changes Cost of staffing services $ 64,733,358 $ 159,290 $ 64,892,648 Selling, general, and administrative expenses $ 20,603,745 $ 192,032 $ 20,795,777 Provision for income taxes $ (1,100,633 ) $ 101,320 $ (999,313 ) Net income $ 1,713,159 $ (155,632 ) $ 1,557,527 Earnings per share: Basic $ 0.03 $ 0.02 Earnings per share: Diluted $ 0.03 $ 0.02 |
Schedule of earnings per share | Fifty-Three Fifty-Two Weeks Ended Weeks Ended December 30, 2016 December 25, 2015 Weighted average number of common shares used in basic net income per common share 62,350,680 65,139,449 Dilutive effects of stock options 744,774 955,719 Weighted average number of common shares used in diluted net income per common share 63,095,454 66,095,168 |
3. PROPERTY AND EQUIPMENT (Tabl
3. PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Property And Equipment Tables | |
Summary of property, plant and equipment | 2016 2015 Leasehold improvements $ 341,993 $ 376,859 Vehicles and machinery 170,941 88,721 Furniture and fixtures 140,938 123,570 Computer hardware and licensed software 509,576 437,729 Accumulated depreciation (730,591 ) (618,222 ) Total property and equipment, net $ 432,857 $ 408,657 |
6. ACQUISITION (Tables)
6. ACQUISITION (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Acquisition Tables | |
Fair values of the assets acquired and liabilities assumed | Assets: Current assets $ 587,833 Fixed assets 92,220 Intangible assets 659,564 Goodwill 1,277,568 $ 2,617,185 Liabilities: Current liabilities $ 637,185 Net purchase price $ 1,980,000 |
Pro forma operations | 2016 2015 Revenue $ 97,060 $ 96,813 Net income before income tax 1,847 3,101 Income tax (922 ) (1,203 ) Net income $ 925 $ 1,898 |
7. WORKERS' COMPENSATION INSU22
7. WORKERS' COMPENSATION INSURANCE AND RESERVES (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Workers Compensation Insurance And Reserves Tables | |
Changes in workers’ compensation deposits and liabilities | 2016 2015 Workers’ Compensation Deposits Workers’ compensation deposits available at the beginning of the period $ 2,655,133 $ 2,904,633 Additional workers’ compensation deposits made during the period 9,105 69,131 Deposits applied to payment of claims during the period (3,098 ) (68,631 ) Reserve Allowance (250,000 ) (250,000 ) Deposits available for future claims at the end of the period $ 2,411,140 $ 2,655,133 Workers’ Compensation Claims Liability Estimated future claims liabilities at the beginning of the period $ 3,433,438 $ 3,628,302 Claims paid during the period (2,197,128 ) (2,532,179 ) Additional future claims liabilities recorded during the period 1,470,391 2,337,315 Estimated future claims liabilities at the end of the period $ 2,706,701 $ 3,433,438 |
Financial assets measured at fair value on a non-recurring basis | 2016 2015 Freestone Workers compensation deposits $ 1,997,798 $ 2,247,798 |
Level 3 valuation inputs | 2016 2015 Carrying value of impaired deposits $ 2,497,798 $ 2,497,798 Specific valuation allowance allocations (500,000 ) (250,000) Fair value of impaired deposits $ 1,997,798 $ 2,247,798 |
8. STOCKHOLDERS EQUITY (Tables)
8. STOCKHOLDERS EQUITY (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Stockholders' equity: | |
Stock warrants | 2016 2015 Warrants outstanding at beginning of year — 1,375,000 Expired — (1,375,000 ) Exercised — — Warrants outstanding at the end of the year — — |
Common stock purchases | Approximate dollar Total number of value of shares that Total Shares Average Price Shares purchased As part of publicly may yet be purchased Purchased Per Share Announced plan under the plan Period 1 (December 26, 2015 to January 22, 2016) 162,037 $ 0.44 2,491,589 $ 3,522,252 Period 2 (January 23, 2016 to February19, 2016) 174,300 $ 0.45 2,665,889 $ 3,440,816 Period 3 (February 20, 2016 to March 25, 2016) 166,500 $ 0.43 2,832,389 $ 3,367,430 Period 4 (March 26, 2016 to April 22, 2016) 329,961 $ 0.41 3,162,350 $ 3,239,059 Period 5 (April 23, 2016 to May 20, 2016) 264,563 $ 0.44 3,426,913 $ 3,122,455 Period 6 (May 21, 2016 to June 24, 2016) 1,066,103 $ 0.38 4,493,016 $ 2,713,809 Period 7 (June 25, 2016 to July 22, 2016) 301,500 $ 0.41 4,794,516 $ 2,588,905 Period 8 (July 23, 2016 to August 19, 2016) 177,407 $ 0.41 4,971,923 $ 2,516,529 Period 9 (August 20, 2016 to September 23, 2016) 760,012 $ 0.40 5,731,935 $ 2,213,622 Period 10 (September 24, 2016 to October 21, 2016) 116,093 $ 0.37 5,848,028 $ 2,170,105 Period 11 (October 22, 2016 to November 25, 2016) 242,400 $ 0.35 6,090,428 $ 2,085,761 Period 12 (November 26, 2016 to December 30, 2016) 59,400 $ 0.36 6,149,828 $ 2,064,377 Total 3,820,276 $ 0.40 6,149,828 $ 2,064,377 |
9. STOCK BASED COMPENSATION (Ta
9. STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Share-based Compensation [Abstract] | |
Schedule of stock options outstanding | Number of Weighted Average Weighted Average Shares Under Exercise Price Grant Date Fair Options Per Share Value Outstanding December 26, 2014 4,266,500 $ 0.38 $ 0.25 Granted 300,000 0.70 0.31 Forfeited (50,875 ) 0.41 0.28 Expired (81,125 ) 0.35 0.28 Exercised (801,000 ) 0.20 0.16 Outstanding December 25, 2015 3,633,500 0.45 0.28 Granted 105,000 0.49 0.32 Forfeited (940,500 ) 0.61 0.39 Expired (300,000 ) 0.70 0.46 Exercised — — — Outstanding December 30, 2016 2,498,000 $ 0.36 $ 0.24 |
Fair value assumptions | 2016 2015 Expected term (years) 5.5 5.5 Expected volatility 41.3 % 41.3 % Dividend yield 0.0 % 0.0 % Risk-free rate 1.5 % 1.5 % |
Nonvested stock options outstanding | Weighted Average Weighted Average Number of Exercise Price Grant Date Fair Options Per Share Value Non-vested December 26, 2014 2,666,125 $ 0.46 $ 0.28 Granted 300,000 0.70 0.31 Vested (963,366 ) 0.46 0.28 Forfeited (40,875 ) 0.41 0.33 Non-vested December 25, 2015 1,961,884 0.50 0.28 Granted 105,000 0.49 0.39 Vested (741,884 ) 0.43 0.30 Forfeited (687,500 ) 0.59 0.41 Non-vested December 30, 2016 637,500 $ 0.40 $ 0.27 |
Summary of stock options outstanding | Weighted Average Weighted Average Remaining Number of Shares Exercise Price Contractual Life Aggregate Intrinsic Under Options Per Share (years) Value Outstanding 2,498,000 $ 0.36 4.02 $ 279,000 Exercisable 1,860,500 $ 0.35 4.61 $ 209,250 |
Summary of stock by price range | Options Outstanding Options Exercisable Range of exercise prices Number of Shares Outstanding Weighted Average Contractual Life Number of Shares Exercisable Weighted Average Contractual Life 0.20 – 0.41 1,818,000 5.1 1,443,000 5.1 0.67 – 0.73 680,000 4.8 417,500 4.8 2,498,000 1,860,500 |
10. INCOME TAX (Tables)
10. INCOME TAX (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Income Tax Tables | |
Provision for deferred income taxes | December 30 , 2016 December 25, 2015 Current: Federal $ 22,757 $ 15,114 State 52,795 160,729 Deferred: Federal 522,740 704,762 State 223,743 118,708 Provision for income taxes $ 822,035 $ 999,313 |
Components of deferred taxes | December 30 , 2016 December 25, 2015 Deferred tax assets and liabilities Net operating loss (NOL) $ 322,300 $ 837,236 Accrued vacation 50,925 40,850 Workers’ compensation claims liability 1,015,873 1,353,851 Depreciation 181,913 160,019 Bad debt reserve 337,559 249,581 Deferred rent 32,322 33,053 Stock compensation (Restricted Stock) 60,689 — Charitable contribution 6,379 — Other accruals — 101,320 AMT credit 308,814 287,346 Total deferred tax asset 2,316,774 3,063,256 Valuation allowance — — Net deferred tax asset $ 2,316,774 $ 3,063,256 |
Schedule of Effective Income Tax Rate Reconciliation | December 30 , 2016 December 25, 2015 Income tax expense based on statutory rate $ 544,603 34 % $ 576,742 34 % Permanent differences 64,151 4 % 246,264 15 % State income taxes expense net of federal taxes 258,588 16 % 224,789 13 % Change in valuation allowance — 0 % — 0 % Other (45,307 ) (3 %) (48,482 ) (3 %) Total taxes (benefits) on income $ 822,035 51 % $ 999,313 59 % |
11. COMMITMENTS AND CONTINGEN26
11. COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 30, 2016 | |
Commitments And Contingencies Tables | |
Future minimum operating lease obligations | Operating Lease Year Obligation 2017 $ 858,086 2018 569,374 2019 369,385 2020 213,850 2021 — Thereafter — $ 2,010,695 |
1. SUMMARY OF SIGNIFICANT ACC27
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Balance Sheet Changes | ||
Deferred tax asset | $ 2,316,774 | $ 3,063,256 |
Accounts payable | 762,277 | 560,961 |
Accumulated deficit | (37,571,404) | (38,330,730) |
Statement of Operations changes | ||
Cost of staffing services | 69,580,410 | 64,892,648 |
Selling, general, and administrative expenses | 21,774,419 | 20,795,777 |
Provision for income taxes | (822,035) | (999,313) |
Net income | $ 759,326 | $ 1,557,527 |
Earnings per share: Basic | $ 0.01 | $ 0.02 |
Earnings per share: Diluted | $ 0.01 | $ 0.02 |
Previously Reported | ||
Balance Sheet Changes | ||
Deferred tax asset | $ 2,961,936 | |
Accounts payable | 304,009 | |
Accumulated deficit | (38,175,098) | |
Statement of Operations changes | ||
Cost of staffing services | 64,733,358 | |
Selling, general, and administrative expenses | 20,603,745 | |
Provision for income taxes | (1,100,633) | |
Net income | $ 1,713,159 | |
Earnings per share: Basic | $ 0.03 | |
Earnings per share: Diluted | $ 0.03 | |
Adjustment | ||
Balance Sheet Changes | ||
Deferred tax asset | $ 101,320 | |
Accounts payable | 256,952 | |
Accumulated deficit | (155,632) | |
Statement of Operations changes | ||
Cost of staffing services | 159,290 | |
Selling, general, and administrative expenses | 192,032 | |
Provision for income taxes | 101,320 | |
Net income | $ (155,632) |
1. SUMMARY OF SIGNIFICANT ACC28
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - shares | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Summary Of Significant Accounting Policies Details 1 | ||
Weighted average number of common shares used in basic net income per common share | 62,350,680 | 65,139,449 |
Dilutive effects of stock options | 744,774 | 955,719 |
Weighted average number of common shares used in diluted net income per common share | 63,095,454 | 66,095,168 |
1. SUMMARY OF SIGNIFICANT ACC29
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 12 Months Ended | |
Dec. 30, 2016USD ($)Integershares | Dec. 25, 2015USD ($)shares | |
Stores in operation | Integer | 65 | |
States in operation | Integer | 21 | |
Accounts payable | $ 762,277 | $ 560,961 |
Accumulated deficit | (37,571,404) | (38,330,730) |
Reclassified bank fees | 94,000 | |
Allowance for doubtful accounts | $ 899,000 | $ 633,000 |
Present value interest rate | 5.00% | |
Prior year discount rate | 3.00% | |
Discount rate | 5.00% | |
Common stock outstanding | shares | 2,598,000 | 3,633,500 |
Advertising costs | $ 46,000 | $ 44,000 |
Adjustment | ||
Accounts payable | 256,952 | |
Accumulated deficit | $ (155,632) | |
Revenue | Largest 10 Customers | ||
Concentration risk | 24.00% | |
Accounts Payable | Single Vendor | ||
Concentration risk | 20.60% | 11.50% |
2. NOTES RECEIVABLE (Details Na
2. NOTES RECEIVABLE (Details Narrative) - USD ($) | 12 Months Ended | ||||
Dec. 30, 2016 | Dec. 25, 2015 | Nov. 16, 2015 | May 26, 2015 | Mar. 27, 2014 | |
Original Issue Discount Convertible Note | $ 0 | $ (175,000) | |||
Principal Amount | $ 220,000 | ||||
Annual interest rate | 10.00% | ||||
Variable conversion price percentage | 65.00% | ||||
Notice of default and demand for payment | $ 305,429 | ||||
Accumulated deficit | (37,571,404) | (38,330,730) | |||
Reserve on note receivable | $ 0 | 175,000 | |||
Labor Smart | |||||
Accumulated deficit | $ 2,600,000 | $ 10,900,000 |
3. PROPERTY AND EQUIPMENT (Deta
3. PROPERTY AND EQUIPMENT (Details) - USD ($) | Dec. 30, 2016 | Dec. 25, 2015 |
Accumulated depreciation | $ (730,591) | $ (618,222) |
Property, plant and equipment, net | 432,857 | 408,657 |
Leasehold Improvements | ||
Property, plan and equipment, gross | 341,993 | 376,859 |
Vehicles and Machinery | ||
Property, plan and equipment, gross | 170,941 | 88,721 |
Furniture and Fixtures | ||
Property, plan and equipment, gross | 140,938 | 123,570 |
Computer Hardware and Licensed Software | ||
Property, plan and equipment, gross | $ 509,576 | $ 437,729 |
3. PROPERTY AND EQUIPMENT (De32
3. PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Property And Equipment Details Narrative | ||
Depreciation and amortization expense | $ 168,000 | $ 171,000 |
4. GOODWILL AND INTANGIBLE AS33
4. GOODWILL AND INTANGIBLE ASSETS (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 25, 2015 | Jun. 03, 2016 | |
Goodwill And Intangible Assets Details Narrative | ||
Amortization expense | $ 130,000 | |
Goodwill recognized | $ 1,277,568 | |
Goodwill from previous acquisitions | 2,500,000 | |
Acquired intangible assets | $ 659,564 |
5. ACCOUNT PURCHASE AGREEMENT34
5. ACCOUNT PURCHASE AGREEMENT & LINE OF CREDIT FACILITY (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Account Purchase Agreement Line Of Credit Facility Details Narrative | ||
Current financing agreement accounts receivable percentage for sale | 90.00% | |
Percent paid to company after account is paid by customers | 10.00% | |
Current facility Maximum | $ 14,000,000 | $ 14,000,000 |
Account purchase agreement receivable | 114,000 | |
Account purchase agreement facility | $ 0 | $ 479,616 |
Per annum rate added to Daily One Month London Interbank Offered Rate | 2.50% | |
Effective interest rate | 3.02% | |
Annual facility fee | 0.50% | |
Letter of credit | $ 5,700,000 |
6. ACQUISITION (Details)
6. ACQUISITION (Details) | 12 Months Ended |
Dec. 30, 2016USD ($) | |
ASSETS: | |
Current assets | $ 587,833 |
Fixed assets | 92,220 |
Intangible assets | 659,564 |
Goodwill | 1,277,568 |
Total | 2,617,185 |
LIABILITIES: | |
Current liabilities | 637,185 |
Net purchase price | $ 1,980,000 |
6. ACQUISITION (Details 1)
6. ACQUISITION (Details 1) - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 30, 2016 | Dec. 30, 2016 | Dec. 25, 2015 | |
Acquisition Details 1 | |||
Revenue | $ 4,500,000 | $ 97,060 | $ 69,813 |
Net income before income tax | 1,847 | 3,101 | |
Income tax | (922) | (1,203) | |
Net income | $ 925 | $ 1,898 |
6. ACQUISITION (Details Narrati
6. ACQUISITION (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 30, 2016 | Dec. 30, 2016 | Dec. 25, 2015 | |
Acquisition Details Narrative | |||
Aggregate consideration paid | $ 2,617,185 | $ 2,617,185 | |
Net purchase price, cash | 1,980,000 | ||
Unsecured oneÂyear holdback obligation | 220,000 | ||
Assumed liabilities | 417,189 | 417,189 | |
2,016 | 129,521 | 129,521 | |
2,017 | 222,036 | 222,036 | |
2,018 | 155,367 | 155,367 | |
2,019 | 107,746 | 107,746 | |
2,020 | 44,894 | 44,894 | |
Intangible asset balance, net of accumulated amortization | 530,043 | 530,043 | |
Revenue | $ 4,500,000 | $ 97,060 | $ 69,813 |
7. WORKERS' COMPENSATION INSU38
7. WORKERS' COMPENSATION INSURANCE AND RESERVES (Details) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Workers' Compensation Deposits | ||
Workers’ compensation deposits available at the beginning of the period | $ 2,655,133 | $ 2,904,633 |
Additional workers' compensation deposits made during the period | 9,105 | 69,131 |
Deposits applied to payment of claims during the period | (3,098) | (68,631) |
Reserve Allowance | (250,000) | (250,000) |
Deposits available for future claims at the end of the period | 2,411,140 | 2,655,133 |
Workers' Compensation Claims Liability | ||
Estimated future claims liabilities at the beginning of the period | 3,433,438 | 3,628,302 |
Claims paid during the period | (2,197,128) | (2,532,179) |
Additional future claims liabilities recorded during the period | 1,470,391 | 2,337,315 |
Estimated future claims liabilities at the end of the period | $ 2,706,701 | $ 3,433,438 |
7. WORKERS' COMPENSATION INSU39
7. WORKERS' COMPENSATION INSURANCE AND RESERVES (Details 1) - USD ($) | Dec. 30, 2016 | Dec. 25, 2015 |
Workers Compensation Insurance And Reserves Details 1 | ||
FreeStone Workers compensation deposits | $ 1,997,798 | $ 2,247,798 |
7. WORKERS' COMPENSATION INSU40
7. WORKERS' COMPENSATION INSURANCE AND RESERVES (Details 2) - USD ($) | Dec. 30, 2016 | Dec. 25, 2015 |
Workers Compensation Insurance And Reserves Details 2 | ||
Carrying value of impaired deposits | $ 2,497,798 | $ 2,497,798 |
Specific valuation allowance allocations | (500,000) | (250,000) |
Fair value of impaired deposits | $ 1,997,798 | $ 2,247,798 |
7. WORKERS' COMPENSATION INSU41
7. WORKERS' COMPENSATION INSURANCE AND RESERVES (Details Narrative) - USD ($) | 12 Months Ended | 24 Months Ended | |||
Dec. 30, 2016 | Dec. 25, 2015 | Mar. 31, 2014 | Apr. 01, 2011 | May 13, 2008 | |
Collateral deposit | $ 2,400,000 | $ 2,600,000 | |||
Letter of credit | 5,700,000 | ||||
Non-cash collateral | 8,100,000 | ||||
Workers’ compensation risk pool deposits | 2,400,000 | ||||
Workers’ compensation risk pool deposits, current | 400,000 | ||||
Workers’ compensation risk pool deposits, long-term | 2,000,000 | ||||
Risk pool deposits allowance | 500,000 | ||||
Workers’ compensation expense | 3,800,000 | $ 3,100,000 | |||
ACE | |||||
Maximum amount covered by workers compensation insurance | 500,000 | ||||
Collateral deposit | 5,700,000 | ||||
Dallas National Insurance | |||||
Maximum amount covered by workers compensation insurance | $ 350,000 | ||||
Collateral deposit | $ 1,800,000 | $ 500,000 | |||
AMS | |||||
Collateral deposit | 715,000 | ||||
Current collateral deposit | $ 698,000 | ||||
AIG | |||||
Collateral deposit | $ 400,000 |
8. STOCKHOLDERS' EQUITY (Detail
8. STOCKHOLDERS' EQUITY (Details) - shares | Dec. 30, 2016 | Dec. 25, 2015 |
Stockholders' equity: | ||
Warrants outstanding at beginning of period | 0 | 1,375,000 |
Expired | 0 | (1,375,000) |
Exercised | 0 | 0 |
Warrants outstanding at end of period | 0 | 0 |
8. STOCKHOLDERS' EQUITY (Deta43
8. STOCKHOLDERS' EQUITY (Details 1) | 12 Months Ended |
Dec. 30, 2016USD ($)$ / sharesshares | |
Total Shares Purchased | 3,820,276 |
Average Price Per Share | $ / shares | $ .40 |
Total number of share purchased as part of publicly announced plan | 6,149,828 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,064,377 |
Period 1 | |
Total Shares Purchased | 162,037 |
Average Price Per Share | $ / shares | $ 0.44 |
Total number of share purchased as part of publicly announced plan | 2,491,589 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 3,522,252 |
Period 2 | |
Total Shares Purchased | 174,300 |
Average Price Per Share | $ / shares | $ 0.45 |
Total number of share purchased as part of publicly announced plan | 2,665,889 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 3,440,816 |
Period 3 | |
Total Shares Purchased | 166,500 |
Average Price Per Share | $ / shares | $ 0.43 |
Total number of share purchased as part of publicly announced plan | 2,832,389 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 3,367,430 |
Period 4 | |
Total Shares Purchased | 329,961 |
Average Price Per Share | $ / shares | $ 0.41 |
Total number of share purchased as part of publicly announced plan | 3,162,350 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 3,239,059 |
Period 5 | |
Total Shares Purchased | 264,563 |
Average Price Per Share | $ / shares | $ 0.44 |
Total number of share purchased as part of publicly announced plan | 3,426,913 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 3,122,455 |
Period 6 | |
Total Shares Purchased | 1,066,103 |
Average Price Per Share | $ / shares | $ 0.38 |
Total number of share purchased as part of publicly announced plan | 4,493,016 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,713,809 |
Period 7 | |
Total Shares Purchased | 301,500 |
Average Price Per Share | $ / shares | $ 0.41 |
Total number of share purchased as part of publicly announced plan | 4,794,516 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,588,905 |
Period 8 | |
Total Shares Purchased | 177,407 |
Average Price Per Share | $ / shares | $ 0.41 |
Total number of share purchased as part of publicly announced plan | 4,971,923 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,516,529 |
Period 9 | |
Total Shares Purchased | 760,012 |
Average Price Per Share | $ / shares | $ .40 |
Total number of share purchased as part of publicly announced plan | 5,731,935 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,213,622 |
Period 10 | |
Total Shares Purchased | 116,093 |
Average Price Per Share | $ / shares | $ 0.37 |
Total number of share purchased as part of publicly announced plan | 5,848,028 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,170,105 |
Period 11 | |
Total Shares Purchased | 242,400 |
Average Price Per Share | $ / shares | $ 0.35 |
Total number of share purchased as part of publicly announced plan | 6,090,428 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,085,761 |
Period 12 | |
Total Shares Purchased | 59,400 |
Average Price Per Share | $ / shares | $ 0.36 |
Total number of share purchased as part of publicly announced plan | 6,149,828 |
Approximate dollar value of shares that may yet be purchased under the plan | $ | $ 2,064,377 |
8. STOCKHOLDERS' EQUITY (Deta44
8. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 12 Months Ended | |||
Dec. 30, 2016 | Dec. 25, 2015 | Apr. 30, 2015 | Mar. 27, 2015 | |
Stockholders Equity Details Narrative | ||||
Common stock issued to Board of Directors, Shares | 100,000 | |||
Common stock issued to Board of Directors, Value | $ 49,000 | |||
Repurchase plan amount | $ 5,000,000 | |||
Common stock purchased and retired, Shares | (3,820,276) | (2,329,552) | ||
Common stock purchased and retired, Amount | $ (1,528,664) | $ (1,369,785) | ||
Common stock purchased and retired, per share amount | $ .40 | $ .60 | ||
Repurchase plan remaining amount | $ 2,100,000 | |||
Authorized shares for employee stock options | 429,000 | |||
Employee stock options exercise price | $ .17 | |||
Closing market price of employee stock options | $ .72 | |||
Redemption of shares from cashless option exercise | $ (235,949) |
9. STOCK BASED COMPENSATION (De
9. STOCK BASED COMPENSATION (Details) - $ / shares | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Number of Options Outstanding, Beginning Balance | 3,633,500 | 4,266,500 |
Granted, Option | 105,000 | 300,000 |
Forfeited, Option | (940,500) | (50,875) |
Expired, Option | (300,000) | (81,125) |
Exercised, Option | 0 | (801,000) |
Number of Options Outstanding, Ending Balance | 2,498,000 | 3,633,500 |
Weighted Average Exercise Price Per Share | ||
Outstanding at beginning of period | $ 0.45 | $ 0.38 |
Granted | .49 | .70 |
Forfeited | .61 | 0.41 |
Expired | .70 | 0.35 |
Exercised | 0 | .20 |
Outstanding at end of period | .36 | 0.45 |
Weighted Average Grant Date Fair Value Per Share | ||
Outstanding at beginning of period | 0.28 | 0.25 |
Granted | .32 | 0.31 |
Forfeited | .39 | 0.28 |
Expired | .46 | 0.28 |
Exercised | 0 | 0.16 |
Outstanding at end of period | $ .24 | $ 0.28 |
9. STOCK BASED COMPENSATION (46
9. STOCK BASED COMPENSATION (Details 1) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Stock Based Compensation Details 1 | ||
Expected term (years) | 5 years 6 months | 5 years 6 months |
Expected volatility | 41.30% | 41.30% |
Dividend yield | 0.00% | 0.00% |
Risk-free rate | 1.50% | 1.50% |
9. STOCK BASED COMPENSATION (47
9. STOCK BASED COMPENSATION (Details 2) - $ / shares | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Stock Based Compensation Details 2 | ||
Number of Nonvested Options Outstanding, Beginning Balance | 1,961,884 | 2,666,125 |
Granted | 105,000 | 300,000 |
Vested | (741,884) | (963,366) |
Forfeited | (687,500) | (40,875) |
Number of Nonvested Options Outstanding, Ending Balance | 637,500 | 1,961,884 |
Weighted Average Exercise Price Per share | ||
Outstanding nonvested at beginning of period | $ 0.50 | $ 0.46 |
Granted | 0.49 | 0.70 |
Vested | 0.43 | 0.46 |
Forfeited | 0.59 | 0.41 |
Outstanding nonvested at end of period | 0.40 | 0.50 |
Outstanding nonvested at beginning of period | 0.28 | 0.28 |
Granted | .39 | 0.31 |
Vested | .30 | 0.28 |
Forfeited | .41 | 0.33 |
Outstanding nonvested at end of period | $ .27 | $ 0.28 |
9. STOCK BASED COMPENSATION (48
9. STOCK BASED COMPENSATION (Details 3) - USD ($) | 12 Months Ended | ||
Dec. 30, 2016 | Dec. 25, 2015 | Dec. 26, 2014 | |
Stock Based Compensation Details 3 | |||
Number of Options, Outstanding | 2,498,000 | 3,633,500 | 4,266,500 |
Weighted Average Exercise Price Per Share, Outstanding | $ .36 | $ 0.45 | $ 0.38 |
Weighted Average Remaining Contractual Life (years), outstanding | 4 years 7 days | ||
Aggregate Intrinsic Value, outstanding | $ 279,000 | ||
Number of Options, Exercisable | 1,860,500 | ||
Weighted Average Exercise Price Per Share, Exercisable | $ 0.35 | ||
Weighted Average Remaining Contractual Life (years), Exercisable | 4 years 7 months 10 days | ||
Aggregate Intrinsic Value, Exercisable | $ 209,250 |
9. STOCK BASED COMPENSATION (49
9. STOCK BASED COMPENSATION (Details 4) - shares | 12 Months Ended | ||
Dec. 30, 2016 | Dec. 25, 2015 | Dec. 26, 2014 | |
Number of Options, Outstanding | 2,498,000 | 3,633,500 | 4,266,500 |
Weighted Average Remaining Contractual Life (years), outstanding | 4 years 7 days | ||
Number of Options, Exercisable | 1,860,500 | ||
Weighted Average Remaining Contractual Life (years), Exercisable | 4 years 7 months 10 days | ||
0.20 - 0.41 | |||
Weighted Average Remaining Contractual Life (years), outstanding | 5 years 1 month 6 days | ||
Weighted Average Remaining Contractual Life (years), Exercisable | 5 years 1 month 6 days | ||
0.67 - 0.73 | |||
Weighted Average Remaining Contractual Life (years), outstanding | 4 years 9 months 18 days | ||
Weighted Average Remaining Contractual Life (years), Exercisable | 4 years 9 months 18 days | ||
0.20 - 0.41 | |||
Number of Options, Outstanding | 1,818,000 | ||
Number of Options, Exercisable | 1,443,000 | ||
0.67 - 0.73 | |||
Number of Options, Outstanding | 680,000 | ||
Number of Options, Exercisable | 417,500 |
9. STOCK BASED COMPENSATION (50
9. STOCK BASED COMPENSATION (Details Narrative) - USD ($) | 12 Months Ended | |||
Dec. 30, 2016 | Dec. 25, 2015 | Dec. 26, 2014 | Nov. 17, 2016 | |
Options vested | 741,884 | 963,366 | ||
Granted, Option | 105,000 | 300,000 | ||
Restricted common stock granted to employees | 785,000 | |||
Restricted common stock, vested | 581,500 | |||
Restricted common stock, forfeited | 203,500 | |||
Vested shares issued | 276,500 | |||
Vested shares issued in subsequent year | 305,000 | |||
Share-based compensation expense | $ 147,168 | $ 741,656 | ||
Unrecognized share-based compensation expense | $ 38,854 | |||
Unrecognized share-based compensation expense period of recognition | 3 years | |||
Intrinsic value of outstanding and expected stock options | $ 240,000 | |||
Shares of common stock obligated to related party | 500,000 | |||
Shares of common stock obligated to related party vesting installment | 125,000 | |||
2008 Stock Incentive Plan | ||||
Authorized shares under plan | 6,400,000 | |||
Remaining life of plan | 10 years | |||
Options vested | 1,860,500 | 1,671,616 | ||
2016 Stock Incentive Plan | ||||
Authorized shares under plan | 6,000,000 | |||
2008 Employee Stock Purchase Plan | ||||
Authorized shares under plan | 1,000,000 |
10. INCOME TAX (Details)
10. INCOME TAX (Details) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Current: | ||
Federal | $ 22,757 | $ 15,114 |
State | 52,795 | 160,729 |
Deferred: | ||
Federal | 522,740 | 704,762 |
State | 223,743 | 118,708 |
Change in valuation allowance | 0 | 0 |
Provision for income taxes | $ 822,035 | $ 999,313 |
10. INCOME TAX (Details 1)
10. INCOME TAX (Details 1) - USD ($) | Dec. 30, 2016 | Dec. 25, 2015 |
Income Tax Details 1 | ||
Net operating loss (NOL) | $ 322,300 | $ 837,236 |
Accrued vacation | 50,925 | 40,850 |
Workers' compensation claims liability | 1,015,873 | 1,353,851 |
Depreciation | 181,913 | 160,019 |
Bad debt reserve | 337,559 | 249,581 |
Deferred rent | 32,322 | 33,053 |
Stock compensation (Restricted Stock) | 60,689 | 0 |
Charitable contributions | 6,379 | 0 |
Other accruals | 0 | 101,320 |
AMT credit | 308,814 | 287,346 |
Total deferred tax asset | 2,316,774 | 3,063,256 |
Valuation allowance | 0 | 0 |
Net deferred tax asset | $ 2,316,774 | $ 3,063,256 |
10. INCOME TAX (Details 2)
10. INCOME TAX (Details 2) - USD ($) | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Income Tax Details 2 | ||
Income tax expense (benefit) based on statutory rate | 34.00% | 34.00% |
Income tax expense (benefit) based on statutory rate, amount | $ 544,603 | $ 576,742 |
Permanent difference | 4.00% | 15.00% |
Permanent difference | $ 64,151 | $ 246,264 |
State income taxes expense net of federal taxes | 16.00% | 13.00% |
State income taxes expense net of federal taxes, amount | $ 258,588 | $ 224,789 |
Change in valuation allowance | 0.00% | 0.00% |
Change in valuation allowance, amount | $ 0 | $ 0 |
Other | (3.00%) | (3.00%) |
Other, amount | $ (45,307) | $ (48,482) |
Total taxes (benefits) on income | 51.00% | 59.00% |
Total taxes (benefits) on income, amount | $ 822,035 | $ 999,313 |
10. INCOME TAX (Details Narrati
10. INCOME TAX (Details Narrative) | 12 Months Ended |
Dec. 30, 2016USD ($) | |
Income Tax Details Narrative | |
Net operating loss carryforward | $ 900,000 |
Combined federal and state tax rates | 37.50% |
Previous net tax rate applied for state income tax purposes | 5.30% |
Current net tax rate applied for state income tax purposes | 3.50% |
Decrease in deferred tax asset | $ 120,000 |
Increase in stock income tax expense | $ 120,000 |
11. COMMITMENTS AND CONTINGEN55
11. COMMITMENTS AND CONTINGENCIES (Details) | Dec. 30, 2016USD ($) |
Commitments And Contingencies Details | |
2,017 | $ 858,086 |
2,018 | 569,374 |
2,019 | 369,385 |
2,020 | 213,850 |
2,021 | 0 |
Thereafter | 0 |
Total | $ 2,010,695 |
11. COMMITMENTS AND CONTINGEN56
11. COMMITMENTS AND CONTINGENCIES (Details Narrative) | 3 Months Ended | 12 Months Ended | 24 Months Ended | |||
Jun. 26, 2015USD ($) | Dec. 30, 2016USD ($)Integer | Dec. 25, 2015USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Apr. 01, 2011USD ($) | |
Office lease term | 64 months | |||||
Monthly lease expense | $ 10,800 | |||||
Annual rent increase | 3.00% | |||||
Lease expense | $ 1,400,000 | $ 1,500,000 | ||||
Collateral deposit | $ 2,400,000 | $ 2,600,000 | ||||
Reserves on the deposit balance | $ 250,000 | |||||
Total reserves on the deposit balance | $ 500,000 | |||||
Cash and cash equivalents reported by receiver | $ 87,700,000 | |||||
Dallas National Insurance | ||||||
Maximum amount covered by workers compensation insurance | $ 350,000 | |||||
Collateral deposit per year | 900,000 | |||||
Collateral deposit | 1,800,000 | $ 500,000 | ||||
Additional collateral held | $ 200,000 | |||||
Minimum | ||||||
Store size (in sqft) | Integer | 1,000 | |||||
Maximum | ||||||
Store size (in sqft) | Integer | 5,000 |