Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 29, 2013 | Feb. 28, 2014 | Jun. 30, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 29-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'PBPB | ' | ' |
Entity Registrant Name | 'Potbelly Corporation | ' | ' |
Entity Central Index Key | '0001195734 | ' | ' |
Current Fiscal Year End Date | '--12-29 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 29,150,894 | ' |
Entity Public Float | ' | ' | $0 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $69,579 | $22,595 |
Accounts receivable, net of allowances of $6 and $16 as of December 29, 2013 and December 30, 2012, respectively | 2,991 | 3,276 |
Inventories | 2,263 | 1,910 |
Prepaid expenses and other current assets | 6,965 | 4,683 |
Total current assets | 81,798 | 32,464 |
Property and equipment, net | 78,983 | 69,309 |
Intangible assets, net | 3,404 | 3,404 |
Goodwill | 1,428 | 1,428 |
Deferred income taxes | 17,297 | 16,110 |
Deferred expenses, net and other assets | 3,170 | 3,984 |
Total assets | 186,080 | 126,699 |
Current liabilities | ' | ' |
Accounts payable | 2,078 | 2,586 |
Accrued expenses | 16,337 | 14,553 |
Accrued income taxes | 216 | 81 |
Current portion of long-term debt | 74 | 74 |
Total current liabilities | 18,705 | 17,294 |
Long-term debt, net of current portion | 1,018 | 15,095 |
Deferred rent and landlord allowances | 12,288 | 11,849 |
Other long-term liabilities | 796 | 846 |
Total liabilities | 32,807 | 45,084 |
Commitments and contingencies | ' | ' |
Redeemable convertible preferred stock, $0.01 par value-authorized 10,000,000 and 17,183,632 shares as of December 29, 2013 and December 30, 2012, respectively; issued and outstanding no shares and 16,086,375 shares as of December 29, 2013, and December 30, 2012, respectively | ' | 250,343 |
Equity (deficit) | ' | ' |
Common stock, $0.01 par value-authorized 200,000,000 and 35,500,000 shares as of December 29, 2013 and December 30, 2012, respectively; issued and outstanding 29,148,029 and 4,233,977 shares as of December 29, 2013 and December 30, 2012, respectively | 291 | 42 |
Warrants | 909 | 1,552 |
Additional paid-in-capital | 383,077 | ' |
Accumulated (deficit) | -231,232 | -170,518 |
Total stockholders' equity (deficit) | 153,045 | -168,924 |
Non-controlling interest | 228 | 196 |
Total equity (deficit) | 153,273 | -168,728 |
Total liabilities and equity (deficit) | $186,080 | $126,699 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowances on accounts receivable | $6 | $16 |
Redeemable convertible preferred stock, par value | $0.01 | $0.01 |
Redeemable convertible preferred stock, authorized | 10,000,000 | 17,183,632 |
Redeemable convertible preferred stock, issued | 0 | 16,086,375 |
Redeemable convertible preferred stock, outstanding | 0 | 16,086,375 |
Common stock, par value | $0.01 | $0.01 |
Common stock, authorized | 200,000,000 | 35,500,000 |
Common stock, issued | 29,148,029 | 4,233,977 |
Common stock, outstanding | 29,148,029 | 4,233,977 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Revenues | ' | ' | ' |
Sandwich shop sales, net | $298,574 | $274,070 | $237,463 |
Franchise royalties and fees | 1,138 | 844 | 503 |
Total revenues | 299,712 | 274,914 | 237,966 |
Sandwich shop operating expenses | ' | ' | ' |
Cost of goods sold, excluding depreciation | 87,380 | 79,847 | 68,491 |
Labor and related expenses | 83,579 | 77,479 | 67,036 |
Occupancy expenses | 36,394 | 32,016 | 26,511 |
Other operating expenses | 30,781 | 28,119 | 24,095 |
General and administrative expenses | 39,656 | 29,624 | 26,911 |
Depreciation expense | 17,875 | 16,219 | 14,838 |
Pre-opening costs | 1,437 | 2,051 | 1,521 |
Impairment and loss on disposal of property and equipment | 1,135 | 994 | 365 |
Total expenses | 298,237 | 266,349 | 229,768 |
Income from operations | 1,475 | 8,565 | 8,198 |
Interest expense | 387 | 541 | 495 |
Other expense | 2 | 6 | 1 |
Income before income taxes | 1,086 | 8,018 | 7,702 |
Income tax (benefit) expense | -204 | -15,994 | 537 |
Net income | 1,290 | 24,012 | 7,165 |
Net income (loss) attributable to non-controlling interest | 32 | -34 | ' |
Net income attributable to Potbelly Corporation | 1,258 | 24,046 | 7,165 |
Dividend declared and paid to common and preferred shareholders | -49,854 | ' | ' |
Accretion of redeemable convertible preferred stock to maximum redemption value | -15,097 | -10,495 | -17,410 |
Net (loss) income attributable to common stockholders | ($63,693) | $13,551 | ($10,245) |
Net (loss) income per common share attributable to common stockholders: | ' | ' | ' |
Basic | ($6.29) | $0.72 | ($2.35) |
Diluted | ($6.29) | $0.66 | ($2.35) |
Weighted average common shares outstanding: | ' | ' | ' |
Basic | 10,132,805 | 4,013,414 | 4,359,930 |
Diluted | 10,132,805 | 4,388,822 | 4,359,930 |
Consolidated_Statements_of_Red
Consolidated Statements of Redeemable Convertible Preferred Stock and Equity (Deficit) (USD $) | Total | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Series F Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member] | Common Stock [Member] | Warrants [Member] | Additional Paid-in Capital [Member] | Accumulated Earnings/(Deficit) [Member] | Noncontrolling Interest [Member] | Common Stock Including Accumulated Earnings (Deficit) [Member] | Preferred Stock Including Additional Paid in Capital [Member] |
In Thousands, except Share data | |||||||||||||||
Beginning Balance at Dec. 26, 2010 | ($169,643) | $51,255 | $40,178 | $20,280 | $19,500 | $72,814 | $24,517 | $228,544 | $50 | $2,225 | ' | ($171,918) | ' | ' | ' |
Beginning Balance, Common Shares at Dec. 26, 2010 | ' | ' | ' | ' | ' | ' | ' | ' | 4,978,621 | ' | ' | ' | ' | ' | ' |
Beginning Balance, Preferred Shares at Dec. 26, 2010 | ' | 4,197,377 | 3,290,294 | 1,646,595 | 1,250,000 | 4,194,366 | 2,007,743 | 16,586,375 | ' | ' | ' | ' | ' | ' | ' |
Net income | 7,165 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,165 | ' | ' | ' |
Repurchase of stock, value | ' | -6,106 | ' | ' | ' | ' | ' | -6,106 | -12 | ' | -1,106 | -8,513 | ' | -8,525 | 1,106 |
Repurchase of stock, shares | ' | -500,000 | ' | ' | ' | ' | ' | -500,000 | -1,180,748 | ' | ' | ' | ' | ' | ' |
Exercise of stock warrants | 1 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' |
Exercise of stock warrants, additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | -157 | 157 | ' | ' | ' | ' |
Exercise of stock warrants, Shares | ' | ' | ' | ' | ' | ' | ' | ' | 55,000 | ' | ' | ' | ' | ' | ' |
Exercise of stock options | 480 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' |
Exercise of stock options, additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 479 | ' | ' | ' | ' |
Exercise of stock options, Shares | 120,000 | ' | ' | ' | ' | ' | ' | ' | 120,000 | ' | ' | ' | ' | ' | ' |
Changes in redemption value of preferred stock | -17,410 | 5,488 | 4,884 | 2,465 | -1,930 | 3,523 | 2,980 | 17,410 | ' | ' | -3,266 | -14,144 | ' | ' | ' |
Amortization of stock-based compensation | 1,524 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,524 | ' | ' | ' | ' |
Ending Balance at Dec. 25, 2011 | -185,302 | 50,637 | 45,062 | 22,745 | 17,570 | 76,337 | 27,497 | 239,848 | 40 | 2,068 | ' | -187,410 | ' | ' | ' |
Ending Balance, Common Shares at Dec. 25, 2011 | ' | ' | ' | ' | ' | ' | ' | ' | 3,972,873 | ' | ' | ' | ' | ' | ' |
Ending Balance, Preferred Shares at Dec. 25, 2011 | ' | 3,697,377 | 3,290,294 | 1,646,595 | 1,250,000 | 4,194,366 | 2,007,743 | 16,086,375 | ' | ' | ' | ' | ' | ' | ' |
Net income | 24,012 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,046 | -34 | ' | ' |
Contributions from non-controlling interest | 230 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 230 | ' | ' |
Issuance of stock warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | 909 | -909 | ' | ' | ' | ' |
Exercise of stock warrants | 2 | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Exercise of stock warrants, additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,425 | 1,425 | ' | ' | ' | ' |
Exercise of stock warrants, Shares | 261,104 | ' | ' | ' | ' | ' | ' | ' | 261,104 | ' | ' | ' | ' | ' | ' |
Changes in redemption value of preferred stock | -10,495 | 2,159 | 1,921 | 970 | 749 | 3,524 | 1,172 | 10,495 | ' | ' | -3,341 | -7,154 | ' | ' | ' |
Amortization of stock-based compensation | 2,825 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,825 | ' | ' | ' | ' |
Ending Balance at Dec. 30, 2012 | -168,728 | 52,796 | 46,983 | 23,715 | 18,319 | 79,861 | 28,669 | 250,343 | 42 | 1,552 | ' | -170,518 | 196 | ' | ' |
Ending Balance, Common Shares at Dec. 30, 2012 | 4,233,977 | ' | ' | ' | ' | ' | ' | ' | 4,233,977 | ' | ' | ' | ' | ' | ' |
Ending Balance, Preferred Shares at Dec. 30, 2012 | 16,086,375 | 3,697,377 | 3,290,294 | 1,646,595 | 1,250,000 | 4,194,366 | 2,007,743 | 16,086,375 | ' | ' | ' | ' | ' | ' | ' |
Net income | 1,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,258 | 32 | ' | ' |
Beneficial conversion charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50 | -50 | ' | ' | ' |
Exercise of stock warrants | 1 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' |
Exercise of stock warrants, additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | -643 | 643 | ' | ' | ' | ' |
Exercise of stock warrants, Shares | 117,892 | ' | ' | ' | ' | ' | ' | ' | 117,892 | ' | ' | ' | ' | ' | ' |
Exercise of stock options | 147 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' |
Cash dividends declared | -49,854 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -49,854 | ' | ' | ' | ' |
Exercise of stock options, additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 146 | ' | ' | ' | ' |
Common stock issuance, net of fees | 108,321 | ' | ' | ' | ' | ' | ' | ' | 87 | ' | 108,234 | ' | ' | ' | ' |
Exercise of stock options, Shares | 99,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issuance, net of fees, Shares | ' | ' | ' | ' | ' | ' | ' | ' | 8,709,785 | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock to common stock | 265,440 | -56,378 | -50,171 | -25,324 | -19,570 | -83,384 | -30,613 | -265,440 | 160 | ' | 265,280 | ' | ' | ' | ' |
Shares cancelled in lieu of payment of payroll taxes | -165 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -165 | ' | ' | ' | ' |
Conversion of preferred stock to common stock, Shares | ' | -3,697,377 | -3,290,294 | -1,646,595 | -1,250,000 | -4,194,366 | -2,007,743 | -16,086,375 | 16,086,375 | ' | ' | ' | ' | ' | ' |
Changes in redemption value of preferred stock | -15,097 | 3,582 | 3,188 | 1,609 | 1,251 | 3,523 | 1,944 | 15,097 | ' | ' | 46,825 | -61,922 | ' | ' | ' |
Excess tax benefits associated with exercise of stock options | 308 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 308 | ' | ' | ' | ' |
Amortization of stock-based compensation | 11,610 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,610 | ' | ' | ' | ' |
Ending Balance at Dec. 29, 2013 | $153,273 | ' | ' | ' | ' | ' | ' | ' | $291 | $909 | $383,077 | ($231,232) | $228 | ' | ' |
Ending Balance, Common Shares at Dec. 29, 2013 | 29,148,029 | ' | ' | ' | ' | ' | ' | ' | 29,148,029 | ' | ' | ' | ' | ' | ' |
Ending Balance, Preferred Shares at Dec. 29, 2013 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net income | $1,290 | $24,012 | $7,165 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation | 17,875 | 16,219 | 14,838 |
Deferred income tax | -1,969 | -16,870 | 113 |
Deferred rent and landlord allowances | 440 | 987 | -295 |
Amortization of stock compensation expense | 11,610 | 2,825 | 1,524 |
Excess tax benefit from stock-based compensation | -308 | ' | ' |
Asset impairment, store closure and disposal of property and equipment | 1,142 | 994 | 365 |
Amortization of debt issuance costs | 64 | 154 | 151 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable, net | 285 | -922 | -389 |
Inventories | -353 | -213 | -377 |
Prepaid expenses and other assets | -2,076 | -838 | -1,467 |
Accounts payable | -176 | -361 | -2,200 |
Accrued and other liabilities | 2,056 | -902 | 693 |
Net cash provided by operating activities | 29,880 | 25,085 | 20,121 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' |
Purchases of property and equipment | -28,098 | -25,936 | -17,758 |
Net cash used in investing activities | -28,098 | -25,936 | -17,758 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Proceeds from long-term debt | ' | 14,221 | 10,000 |
Payments on debt | -14,000 | -14,221 | -4,000 |
Payments on note payable | -79 | -74 | -153 |
Payment of deferred financing costs | ' | -335 | ' |
Proceeds from exercise of stock options | 147 | ' | 480 |
Proceeds from exercise of stock warrants | 1 | 2 | 1 |
Shares cancelled in lieu of payment of payroll taxes | -165 | ' | ' |
Preferred stock repurchase | ' | ' | -5,000 |
Common stock repurchase | ' | ' | -8,525 |
Excess tax benefit from stock-based compensation | 308 | ' | ' |
Issuance of common stock, net of underwriting fees | 110,343 | ' | ' |
Payment of costs associated with initial public offering | -1,499 | -523 | ' |
Contributions from non-controlling interest | ' | 230 | ' |
Cash dividend on preferred and common stock | -49,854 | ' | ' |
Net cash provided by (used in) financing activities | 45,202 | -700 | -7,197 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 46,984 | -1,551 | -4,834 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 22,595 | 24,146 | 28,980 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 69,579 | 22,595 | 24,146 |
Supplemental cash flow information: | ' | ' | ' |
Income taxes paid | 1,808 | 1,050 | 452 |
Interest paid | 332 | 383 | 344 |
Supplemental non-cash investing and financing activities: | ' | ' | ' |
Unpaid liability for purchases of property and equipment | 2,636 | 2,262 | 451 |
Accretion of redeemable convertible preferred stock to maximum redemption value | $15,097 | $10,495 | $17,410 |
Organization_and_Other_Matters
Organization and Other Matters | 12 Months Ended |
Dec. 29, 2013 | |
Accounting Policies [Abstract] | ' |
Organization and Other Matters | ' |
(1) Organization and Other Matters | |
Business | |
Potbelly Corporation (the “Company” or “Potbelly”), through its wholly-owned subsidiary, Potbelly Sandwich Works LLC, operates Potbelly Sandwich Works sandwich shops in 21 states and the District of Columbia. As of fiscal years ended 2011, 2012 and 2013, the Company had 234, 264 and 296 company-operated shops in operation, respectively. During fiscal year 2011, the Company opened 21 new shops and closed five shops. During fiscal year 2012, the Company opened 31 new shops and closed one shop. During fiscal year 2013, the Company opened 34 new shops and closed two shops. | |
The Company also sells and administers franchises of new Potbelly Sandwich Works sandwich shops. The first domestic and international franchise locations administered by the Company opened during February 2011. As of December 29, 2013, eleven franchised shops were in operation in domestic locations and twelve franchised shops were in operation in the Middle East. | |
Initial Public Offering | |
On October 9, 2013, the Company completed an initial public offering (“IPO”) of 8,625,000 shares of common stock, which included 1,125,000 shares of common stock issued upon the exercise in full of the underwriters’ option to purchase additional shares. The Company sold 8,474,869 shares of common stock and certain stockholders sold 150,131 shares of common stock. The Company received net proceeds from the offering of approximately $108.8 million, after deducting the underwriting discount and other estimated offering expenses. The Company did not receive any proceeds from the shares sold by the selling stockholders. | |
The Company used the net proceeds received from the sale of its shares to pay a previously-declared one-time cash dividend of $49.9 million on shares outstanding on October 8, 2013 and also to repay borrowings of approximately $14.0 million under its senior credit facility. The Company will continue to use the remaining proceeds for working capital and general corporate purposes. | |
Because the initial public offering was a qualified IPO, as defined, all outstanding preferred stock automatically converted into common stock upon the closing of the offering. All dividends accrued on the shares of preferred stock were forfeited at the time of such conversion. Additionally, all outstanding options to purchase non-voting common stock of the Company automatically converted into options to purchase common stock upon the closing of the initial public offering. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||
Dec. 29, 2013 | ||||
Accounting Policies [Abstract] | ' | |||
Summary of Significant Accounting Policies | ' | |||
(2) Summary of Significant Accounting Policies | ||||
(a) Principles of Consolidation | ||||
The consolidated financial statements include the accounts of Potbelly Corporation; its wholly owned subsidiary, Potbelly Illinois, Inc. (“PII”); PII’s wholly owned subsidiaries, Potbelly Franchising, LLC, Potbelly Sandwich Works LLC (“LLC”) and 17 of LLC’s wholly owned subsidiaries, collectively, the “Company.” All significant intercompany balances and transactions have been eliminated in consolidation. For consolidated joint venture, non-controlling interest represents the non-controlling partner’s share of the assets, liabilities and operations related to the joint venture investment in Potbelly Airport II Boston, LLC, related to one shop located in the Boston Logan International Airport. The Company owns a seventy-five percent interest in this consolidated joint venture. | ||||
The Company does not have any components of other comprehensive income (loss) recorded within its consolidated financial statements, and, therefore, does not separately present a statement of comprehensive income (loss) in its consolidated financial statements. | ||||
(b) Reporting Period | ||||
The Company uses a 52/53-week fiscal year that ends on the last Sunday of the calendar year. Approximately every five or six years a 53rd week is added. Fiscal 2011 and fiscal 2013 each consisted of 52 weeks. Fiscal 2012 consisted of 53 weeks. | ||||
(c) Segment Reporting | ||||
The Company owns and operates Potbelly Sandwich Works sandwich shops in the United States. The Company also has domestic and international franchise operations of new Potbelly Sandwich Works sandwich shops. The Company’s chief operating decision maker (the “CODM”) is its Chief Executive Officer. As the CODM reviews financial performance and allocates resources at a consolidated level on a recurring basis, the Company has one operating segment and one reportable segment. | ||||
(d) Use of Estimates | ||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions, primarily related to the long-lived assets, income taxes, stock-based compensation and common stock equity valuations, that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
(e) Fair Value Measurements | ||||
The Company applies fair value accounting for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities that are required to be recorded at fair value, the Company assumes the highest and best use of the asset by market participants in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit risk. | ||||
The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: | ||||
• | Level 1—Quoted prices in active markets for identical assets or liabilities. | |||
• | Level 2—Observable inputs other than quoted prices in active markets for identical assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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—Inputs that are both unobservable and significant to the overall fair value measurement reflect an entity’s estimates of assumptions that market participants would use in pricing the asset or liability. | |||
(f) Financial Instruments | ||||
The Company records all financial instruments at cost, which is the fair value at the date of transaction. The amounts reported in the consolidated balance sheets for cash, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments. | ||||
(g) Cash and Cash Equivalents | ||||
The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits; however, the Company has not experienced any losses in these accounts. The Company believes it is not exposed to any significant credit risk. The Company’s money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. These are included within cash equivalents and restricted cash as Level 1 measurements. | ||||
(h) Accounts Receivable, net | ||||
Accounts receivable, net consists of credit card and miscellaneous receivables. The Company had credit card receivables of $1.4 million, $1.6 million and $3.0 million as of December 25, 2011, December 30, 2012 and December 29, 2013, respectively. | ||||
(i) Inventories | ||||
Inventories, which consist of food products, paper goods and supplies, and promotional items, are valued at the lower of cost (first-in, first-out) or market. No adjustment is deemed necessary to reduce inventory to the lower of cost or market value due to the rapid turnover and high utilization of inventory. | ||||
(j) Property and Equipment | ||||
Property and equipment acquired is recorded at cost less accumulated depreciation. Property and equipment is depreciated based on the straight-line method over the estimated useful lives, generally ranging from three to five years for furniture and fixtures, computer equipment, computer software, and machinery and equipment. Leasehold improvements are depreciated over the shorter of their estimated useful lives or the related lease life, generally 10 to 15 years. For leases with renewal periods at the Company’s option, the Company determines the expected lease period based on whether the renewal of any options are reasonably assured at the inception of the lease. | ||||
Direct costs and expenditures for refurbishments and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized, whereas the costs of repairs and maintenance are expensed when incurred. The Company capitalizes certain internal costs associated with the development, design, and construction of new shop locations as these costs have a future benefit to the Company. The Company capitalized costs of $0.6 million, $0.7 million and $0.7 million for the fiscal years ended December 25, 2011, December 30, 2012 and December 29, 2013, respectively. Capitalized costs are recorded as part of the asset to which they relate, primarily to leasehold improvements, and such costs are amortized over the asset’s useful life. When assets are retired or sold, the asset cost and related accumulated depreciation are removed from the balance sheet and any gain or loss is recorded in the statement of operations. | ||||
The Company assesses potential impairments to its long-lived assets, which includes property and equipment, whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of an asset is measured by a comparison of the carrying amount of an asset group to its estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset group exceeds its estimated undiscounted future cash flows, an impairment charge is recognized as the amount by which the carrying amount of the asset exceeds the fair value of the asset. Shop-level assets are grouped together for the purpose of the impairment assessment. Due to unfavorable operating results at certain shops, the Company assessed the related assets for impairment for fiscal years 2011, 2012 and 2013. The fair value of the shop assets was determined using the discounted future cash flow method of anticipated cash flows through the shop’s lease-end date using fair value measurement inputs classified as Level 3. Level 3 inputs are derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company used a weighted average cost of capital to discount the future cash flows. The Company recorded impairment charges of $0.4 million, $0.2 million and $1.1 million for the fiscal years 2011, 2012 and 2013, respectively, which is included in impairment and loss on disposal of property and equipment in the consolidated statements of operations. As a result of Hurricane Sandy, the Company recorded a charge of $0.8 million related to the disposal of assets damaged by the storm in fiscal 2012. | ||||
(k) Intangible Assets | ||||
The Company reviews indefinite-lived intangible assets, which includes goodwill and tradenames, annually at fiscal year-end for impairment or more frequently if events or circumstances indicate that the carrying value may not be recoverable. An impaired asset is written down to its estimated fair value based on the most recent information available. The Company assesses the fair values of its intangible assets, and its reporting unit for goodwill testing purposes, using both an income-based approach and a market approach. Under the income approach, fair value is based on the present value of estimated future cash flows. The income approach is dependent on a number of factors, including forecasted revenues and expenses, appropriate discount rates and other variables. The market approach measures fair value by comparison to the observed fair values of comparable companies, adjusted for the relative size and profitability of these comparable companies. The annual impairment review utilizes the estimated fair value of the intangible assets and the overall reporting unit and compares the estimated fair values to the carrying values as of the testing date. If the carrying value of these intangible assets or the reporting unit exceeds the fair values, the Company would then use the fair values to measure the amount of any required impairment charge. No impairment charge was recognized for intangible assets for any of the fiscal periods presented. | ||||
(l) Pre-opening Costs | ||||
Pre-opening costs are expensed as incurred and primarily consist of manager salaries and training, travel, employee payroll, and related training costs incurred prior to the opening of a restaurant, as well as occupancy costs incurred from when the Company takes site possession to shop opening. | ||||
(m) Advertising Expenses | ||||
Advertising costs are expensed as incurred and are included in general and administrative expenses in the consolidated statements of operations. Advertising expenses were $2.4 million, $1.8 million and $1.6 million in fiscal years 2011, 2012 and 2013, respectively. | ||||
(n) Income Taxes | ||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are attributable to differences between financial statement and income tax reporting. Deferred tax assets, net of any valuation allowances, represent the future tax return consequences of those differences and for operating loss and tax credit carryforwards, which will be deductible when the assets are recovered. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized. In making this assessment of realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Deferred tax liabilities are recognized for temporary differences that will be taxable in future years’ tax returns. | ||||
The Company accounts for uncertain tax positions under current accounting guidance, which prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by tax authorities, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. | ||||
(o) Stock-Based Compensation | ||||
The Company’s 2001 Equity Incentive Plan, 2004 Equity Incentive Plan and 2013 Long-Term Incentive Plan permit the granting of awards to employees and non-employee officers, consultants, agents, and independent contractors of the Company in the form of stock appreciation rights, stock awards, and stock options. The Company accounts for its stock-based employee compensation in accordance with ASC 718, Stock Based Compensation. The Company’s stock option plan contained a performance condition that restricted certain option holders’ ability to exercise vested options until the consummation of an IPO under the Securities Act of 1933, as amended (the “Securities Act”), or at the discretion of the Company’s board of directors. As a result, compensation cost related to vested employee stock options with these performance conditions was not recognized until October 2013 when the performance conditions were met as a result of the IPO. The Company recorded a $7.6 million charge associated with vested options, which was determined using the Black-Scholes option pricing valuation model. For stock options granted without performance conditions, the Company records stock compensation expense on a straight-line basis over the vesting period based on the grant-date fair value of the option, determined using the Black-Scholes option pricing valuation model. | ||||
(p) Leases | ||||
The Company leases retail shops, warehouse and office space under operating leases. Most lease agreements contain tenant improvement allowances, rent holidays, lease premiums, rent escalation clauses, and/or contingent rent provisions. For purposes of recognizing incentives, premiums, and minimum rental expenses on a straight-line basis over the terms of the leases, the Company uses the date it takes possession of the leased space for construction purposes as the beginning of the term, which is generally two to three months prior to a shop’s opening date. For leases with renewal periods at the Company’s option, the Company determines the expected lease period based on whether the renewal of any options are reasonably assured at the inception of the lease. In addition to rental expense, certain leases require the Company to pay a portion of real estate taxes, utilities, building operating expenses, insurance and other charges in addition to rent. | ||||
For tenant improvement allowances, rent escalations, and rent holidays, the Company records a deferred rent liability in its consolidated balance sheets and amortizes the deferred rent over the terms of the leases as reductions to occupancy expense in the consolidated statements of operations. | ||||
(q) Revenue Recognition | ||||
Revenue from retail shops are presented net of discounts and recognized when food and beverage products are sold. Sales taxes collected from customers are excluded from revenues and the obligation is included in accrued liabilities until the taxes are remitted to the appropriate taxing authorities. | ||||
Revenues from the Company’s gift cards are deferred and recognized upon redemption or after a period of 36 months of inactivity on gift card balances (“gift card breakage”) and the Company does not have a legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdictions. The Company recognized $0.2 million, $0.1 million and $0.1 million in gift card breakage income included in other operating expenses in the consolidated statements of operations for the fiscal years ended 2011, 2012 and 2013, respectively. | ||||
The Company earns an initial franchise fee and ongoing royalty fees under the Company’s franchise agreements. Initial franchise fee revenue is recognized at the point a franchise shop opens for business to the public, as this is the point in time when the Company has substantially performed all initial services required under the franchise agreement. The Company recognized franchise fee revenue of $0.2 million in each fiscal year 2011 and 2012 and $0.3 million in fiscal year 2013. Initial franchise fee payments received by the Company before the shop opens are recorded as deferred revenue in the consolidated balance sheet. The Company had deferred revenue of $0.1 million, $0.1 million and $0.2 million recorded as accrued expenses as of December 25, 2011, December 30, 2012 and December 29, 2013, respectively. Royalty fees are based on a percentage of sales and are recorded as revenue as the fees are earned and become receivable from the franchisee. The Company recognized royalty fees revenue of $0.3 million, $0.7 million and $0.8 million for fiscal years 2011, 2012, and 2013, respectively. | ||||
(r) Recent Accounting Pronouncements | ||||
In July 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.” This guidance requires an unrecognized tax benefit related to a net operating loss carryforward, a similar tax loss or a tax credit carryforward to be presented as a reduction to a deferred tax asset, unless the tax benefit is not available at the reporting date to settle any additional income taxes under the tax law of the applicable tax jurisdiction. The guidance is effective for fiscal years and interim periods beginning after December 15, 2013, with early adoption permitted. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements. | ||||
In February 2013, the FASB issued ASU No. 2013-04, “Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date (a consensus of the FASB Emerging Issues Task Force),” which amends ASC 402, “Liabilities.” The amendments provide guidance on the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, including debt arrangements, other contractual obligations, and settled litigation and judicial rulings, for which the total amount of the obligation is fixed at the reporting date. The amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013 and should be applied retrospectively. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements. | ||||
(s) Commitments and Contingencies | ||||
The Company is subject to legal proceedings, claims and liabilities, such as employment-related claims and slip and fall cases, which arise in the ordinary course of business and are generally covered by insurance. In the opinion of management, the amount of ultimate liability with respect to those actions should not have a material adverse impact on the Company’s financial position, results of operations or cash flows. | ||||
Many of the food products the Company purchases are subject to changes in the price and availability of food commodities, including, among other things, beef, poultry, grains, dairy and produce. The Company works with its suppliers and uses a mix of forward pricing protocols for certain items including agreements with its supplier on fixed prices for deliveries at some time in the future and agreements on a fixed price with its supplier for the duration of that protocol. The Company also utilizes formula pricing protocols under which the prices the Company pays are based on a specified formula related to the prices of the goods, such as spot prices. The Company’s use of any forward pricing arrangements varies substantially from time to time and these arrangements tend to cover relatively short periods (i.e., typically twelve months or less). Such contracts are used in the normal purchases of the Company’s food products and not for speculative purposes, and as such are not required to be evaluated as derivative instruments. The Company does not enter into futures contracts or other derivative instruments. |
Earnings_per_share
Earnings per share | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings per share | ' | ||||||||||||
(3) Earnings per share | |||||||||||||
Basic and diluted income (loss) per common share attributable to common stockholders have been calculated using the weighted average number of common shares outstanding for the period. Diluted income (loss) per common share attributable to common stockholders is computed by dividing the income (loss) allocated to common stockholders utilizing the two-class method by the weighted average number of fully diluted common shares outstanding. The Company’s redeemable convertible preferred stock were all considered participating securities requiring the two-class method to calculate basic and diluted earnings per share. In periods of a net loss attributable to common stockholders, the redeemable convertible preferred stock were excluded from the computation of basic earnings per share due to the fact that they are not required to fund losses and the redemption amount is not reduced as a result of losses. For the fiscal years 2011 and 2012, the dilutive securities did not include stock options awarded to employees that had a performance condition requiring the completion of an initial public offering of common stock, as that performance condition was not satisfied at the reporting date and the holders of these options did not have rights to our undistributed earnings until that time. | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Calculation of undistributed income (loss) for basic and diluted shares: | |||||||||||||
Net income (loss) attributable to Potbelly Corporation | $ | 1,258 | $ | 24,046 | $ | 7,165 | |||||||
Less: Dividend paid to common and preferred stockholders | (49,854 | ) | — | — | |||||||||
Less: Accretion of redeemable convertible preferred stock to maximum redemption value | (15,097 | ) | (10,495 | ) | (17,410 | ) | |||||||
Undistributed (loss) income for basic and diluted shares | $ | (63,693 | ) | $ | 13,551 | $ | (10,245 | ) | |||||
Allocation of undistributed income (losses) to participating securities: | |||||||||||||
Common shares | $ | (63,693 | ) | $ | 2,878 | $ | (10,245 | ) | |||||
Redeemable convertible preferred shares | — | 10,673 | — | ||||||||||
Undistributed (loss) income | $ | (63,693 | ) | $ | 13,551 | $ | (10,245 | ) | |||||
Weighted average common shares outstanding-basic | 10,132,805 | 4,013,414 | 4,359,930 | ||||||||||
Plus: Effect of potential stock options exercise | — | 18,052 | — | ||||||||||
Plus: Effect of potential warrant exercise | — | 357,356 | — | ||||||||||
Weighted average common shares outstanding-diluted | 10,132,805 | 4,388,822 | 4,359,930 | ||||||||||
Income (loss) per share available to common stockholders-basic | $ | (6.29 | ) | $ | 0.72 | $ | (2.35 | ) | |||||
Income (loss) per share available to common stockholders-diluted | $ | (6.29 | ) | $ | 0.66 | $ | (2.35 | ) | |||||
Potentially dilutive shares that are considered anti-dilutive: | |||||||||||||
Common share options | 5,029,576 | 1,258,537 | 4,261,010 | ||||||||||
Warrants | 247,704 | — | 378,996 |
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
(4) Property and Equipment | |||||||||
Property and equipment, net consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Leasehold improvements | $ | 129,903 | $ | 117,804 | |||||
Machinery and equipment | 34,610 | 28,490 | |||||||
Furniture and fixtures | 22,188 | 19,605 | |||||||
Computer equipment and software | 14,803 | 12,502 | |||||||
Construction in progress | 4,197 | 2,856 | |||||||
205,701 | 181,257 | ||||||||
Less: accumulated depreciation | (126,718 | ) | (111,948 | ) | |||||
$ | 78,983 | $ | 69,309 | ||||||
Intangible_assets_and_goodwill
Intangible assets and goodwill | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||
Intangible assets and goodwill | ' | ||||||||
(5) Intangible assets and goodwill | |||||||||
Intangible assets and goodwill consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Goodwill | $ | 1,428 | $ | 1,428 | |||||
Trade name | 3,404 | 3,404 | |||||||
Total | $ | 4,832 | $ | 4,832 | |||||
Accrued_Expenses
Accrued Expenses | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
Accrued Expenses | ' | ||||||||
(6) Accrued Expenses | |||||||||
Accrued expenses consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Accrued labor and related expenses | $ | 4,739 | $ | 4,108 | |||||
Deferred gift card revenue | 1,467 | 1,412 | |||||||
Accrued occupancy expenses | 664 | 1,352 | |||||||
Deferred rent—current | 1,495 | 1,234 | |||||||
Accrued corporate and shop expenses | 2,692 | 1,357 | |||||||
Accrued utilities | 963 | 1,122 | |||||||
Accrued sales and use tax | 935 | 1,034 | |||||||
Accrued construction | 2,002 | 1,267 | |||||||
Accrued contract termination costs (a) | 93 | 151 | |||||||
Accrued professional fees | 236 | 546 | |||||||
Accrued other | 1,051 | 970 | |||||||
Total | $ | 16,337 | $ | 14,553 | |||||
(a) | The Company incurs expenses associated with exit activity for certain signed lease agreements, which are recognized in general and administrative expenses. Accrued contract termination costs consisted of the following (in thousands): | ||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Accrued contract termination costs—beginning balance | $ | 151 | $ | 91 | |||||
Contract termination costs incurred | 13 | 170 | |||||||
Contract termination costs settled and paid | (71 | ) | (110 | ) | |||||
Accrued contract termination costs—ending balance | $ | 93 | $ | 151 | |||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
(7) Income Taxes | |||||||||||||
Income before income taxes for the Company’s domestic and foreign operations was as follows (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic operations | $ | 605 | $ | 8,018 | $ | 7,702 | |||||||
Foreign operations | 481 | — | — | ||||||||||
Total | $ | 1,086 | $ | 8,018 | $ | 7,702 | |||||||
Income tax expense (benefit) consisted of the following (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal: | |||||||||||||
Current | $ | — | $ | — | $ | — | |||||||
Deferred | (818 | ) | (13,610 | ) | 89 | ||||||||
(818 | ) | (13,610 | ) | 89 | |||||||||
State and Local: | |||||||||||||
Current | 1,394 | 876 | 424 | ||||||||||
Deferred | (838 | ) | (3,260 | ) | 24 | ||||||||
556 | (2,384 | ) | 448 | ||||||||||
Foreign: | |||||||||||||
Current | 58 | — | — | ||||||||||
Deferred | — | — | — | ||||||||||
58 | — | — | |||||||||||
Income tax (benefit) expense | $ | (204 | ) | $ | (15,994 | ) | $ | 537 | |||||
Income tax expense differed from the amounts computed by applying the U.S. federal income tax rates to income before income taxes as a result of the following (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Computed “expected” tax expense | $ | 380 | $ | 2,726 | $ | $2,619 | |||||||
Increase (reduction) resulting from: | |||||||||||||
Permanent differences | 63 | — | — | ||||||||||
State and local income taxes, net of federal income tax effect | 145 | 358 | 424 | ||||||||||
FICA and other tax credits | (113 | ) | (41 | ) | — | ||||||||
Change in valuation allowance | — | (19,078 | ) | (2,619 | ) | ||||||||
Non-deductible IPO costs | 195 | — | — | ||||||||||
Rate change and true-ups | (877 | ) | — | — | |||||||||
Other, net | 3 | 41 | 113 | ||||||||||
$ | (204 | ) | $ | (15,994 | ) | $ | 537 | ||||||
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities reflected in the consolidated balance sheets are presented below (in thousands): | |||||||||||||
December 29, | December 30, | ||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets—current: | |||||||||||||
Accrued liabilities | $ | 1,238 | $ | 1,174 | |||||||||
Deferred revenue on gift certificates and gift cards | 96 | 79 | |||||||||||
Deferred tax assets—non-current: | |||||||||||||
Net operating loss carryforwards | 583 | 2,810 | |||||||||||
Stock-based compensation | 8,391 | 3,640 | |||||||||||
Property and equipment depreciation | 6,415 | 6,922 | |||||||||||
Deferred rent and start-up amortization | 3,470 | 3,085 | |||||||||||
Accrued liabilities | 347 | 56 | |||||||||||
FICA and other tax credits | 55 | 292 | |||||||||||
Total deferred tax assets | 20,595 | 18,058 | |||||||||||
Less: valuation allowance | (57 | ) | (47 | ) | |||||||||
Net deferred tax assets | 20,538 | 18,011 | |||||||||||
Deferred tax liabilities—current: | |||||||||||||
Prepaids | (553 | ) | (339 | ) | |||||||||
Deferred tax liabilities—non-current: | |||||||||||||
Intangible asset | (1,012 | ) | (865 | ) | |||||||||
Smallwares | (607 | ) | (697 | ) | |||||||||
Other timing differences | (288 | ) | — | ||||||||||
Total gross deferred tax liabilities | 2,460 | 1,901 | |||||||||||
Net deferred tax assets (liabilities) | $ | 18,078 | $ | 16,110 | |||||||||
As of December 29, 2013, the Company had available net operating loss carryforwards for state income tax purposes of approximately $9.2 million that will expire between 2019 and 2023, if unused. These net operating losses accounted for deferred tax assets of approximately $0.6 million for the year ended December 29, 2013. The Company also has an additional $0.7 million of federal net operating losses and $0.5 million of income tax credits as a result of excess tax benefits, which are not recognized for book purposes until realized. | |||||||||||||
The Company accounts for income taxes in accordance with Accounting Standards Codification (“ASC”) 740—Income Taxes, which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of the temporary differences between the book and tax basis of recorded assets and liabilities. The Company makes estimates and judgments with regard to the calculation of certain income tax assets and liabilities. ASC 740 requires that deferred tax assets be reduced by a valuation allowance if, based on the consideration of all available evidence, it is more likely than not that some portion of the deferred tax assets will not be realized. The Company has a significant amount of deferred tax assets recorded on its balance sheet, primarily related to timing differences for long-lived assets, stock-based compensation and deferred rent. Prior to fiscal year 2012, the Company determined that it was more likely than not its deferred tax assets would not be fully realizable based on a history of operating losses incurred and established a full valuation allowance in accordance with ASC Topic 740. Throughout fiscal 2012, the Company evaluated evidence to determine if releasing the valuation allowance is appropriate and concluded in the fourth quarter of fiscal 2012 that it was more likely than not the deferred tax assets would ultimately be realized. In determining the likelihood of future realization of the deferred tax assets as of December 30, 2012, the Company considered both positive and negative evidence and weighted the effect of such evidence based upon its objectivity. As a result of the Company’s analysis of both positive and negative evidence, it was determined that the weight of the positive evidence, primarily related to the cumulative income in the most recent three years and achievement of a sustained level of profitability, was sufficient to overcome the weight of the negative evidence, primarily related to continued uncertainty in the condition of the macro-economic environment, and a $16.9 million benefit was recorded to release the full valuation allowance against its deferred tax assets in the fourth quarter of 2012. | |||||||||||||
In accordance with its accounting policy, the Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. The policy did not change as a result of the adoption of “FIN No. 48.” As of December 30, 2012 and December 29, 2013, the Company had no interest or penalties accrued. | |||||||||||||
The tax years prior to 2010 are generally closed for examination by the United States Internal Revenue Service as a result of previous audits; however, these tax years may be subject to audit as a result of the Company utilizing net operating losses currently recorded. State statutes are generally open for audit for the 2008 to 2012 tax years. Additionally, the tax years from 2002 to 2007 are open for examination by certain state tax authorities due to net operating losses generated at the state level. |
Longterm_debt
Long-term debt | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-term debt | ' | ||||||||
(8) Long-term debt | |||||||||
Long-term debt consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Senior credit facility (a) | $ | — | $ | 14,000 | |||||
Note payable (b) | 1,092 | 1,169 | |||||||
Total long-term debt | 1,092 | 15,169 | |||||||
Less: Current portion | 74 | 74 | |||||||
Long-term debt, net of current portion | $ | 1,018 | $ | 15,095 | |||||
The fair value of the current and long-term debt approximates the carrying value of the debt for all periods presented. | |||||||||
(a) Credit facility | |||||||||
JPMorgan Chase Bank, N.A. | |||||||||
On September 21, 2012, the Company entered into a five-year revolving credit facility agreement that expires in September 2017 and provides for borrowings up to $35.0 million to fund capital expenditures for new shops, renovations and maintenance of existing shops, and to provide ongoing working capital for other general and corporate purposes. The credit facility contains customary representations, warranties and negative and affirmative covenants, including a requirement to maintain a maximum leverage ratio, as defined, of 2.25:1 and a minimum debt service coverage ratio, as defined, of 1.5:1. The credit facility also limits the restricted payments (primarily distributions and equity repurchases) that the Company may make, unless the Company obtains certain waivers or amendments from the lender. The credit facility is secured by substantially all assets of the Company. Borrowings under the credit facility bear interest at interest rates based upon either the base rate or the London InterBank Offered Rate, plus or minus the applicable margins. The base rate is the higher of the prime rate and the federal funds rate, plus 0.50%. The Company pays commitment fees based on the amount drawn on the credit facility at a rate of 0.25%. As of December 29, 2013, the Company has no amounts outstanding under the credit facility. As of December 29, 2013, the Company has $34.3 million available for borrowing under the credit facility after reductions for the outstanding letters of credit. | |||||||||
(b) Note payable | |||||||||
On March 15, 2007, the Company entered into a long-term note payable associated with the acquisition of certain assets of Pot Belly Deli, Inc., an unrelated California company, including the Pot Belly trade name, certain design marks, and other related assets. The Company records interest on the note payable under the effective interest method at an interest rate of 6% and recorded interest expense of $0.1 million in each fiscal year 2011, 2012 and 2013. Payment of interest and principal is made monthly. The final payment of the note will be made on April 1, 2015. | |||||||||
As of December 29, 2013, the scheduled payments on debt were as follows (in thousands): | |||||||||
Years Ending | |||||||||
2014 | $ | 84 | |||||||
2015 | 1,008 | ||||||||
Thereafter | — | ||||||||
Total payments | $ | 1,092 | |||||||
Capital_Stock_and_Warrants
Capital Stock and Warrants | 12 Months Ended | ||||
Dec. 29, 2013 | |||||
Equity [Abstract] | ' | ||||
Capital Stock and Warrants | ' | ||||
(9) Capital Stock and Warrants | |||||
As of December 29, 2013, the Company had authorized an aggregate of 210,000,000 shares of capital stock, of which 200,000,000 shares were designated as common stock and 10,000,000 shares were designated as preferred stock. As of December 29, 2013, the Company had issued and outstanding 29,148,029 shares of common stock, no shares of non-voting common stock and no shares of preferred stock. | |||||
As of December 30, 2012, the Company had authorized an aggregate of 52,683,632 shares of capital stock, of which 35,000,000 shares were designated as common stock, 500,000 shares were designated as non-voting common stock, and 17,183,632 shares were designated as preferred stock. The preferred stock consisted of 4,197,377 shares designated as Series A preferred stock, 3,375,221 shares designated as Series B preferred stock, 1,666,668 shares designated as Series C preferred stock, 1,250,000 shares designated as Series D preferred stock, 4,194,366 shares designated as Series E preferred stock, and 2,500,000 shares designated as Series F preferred stock. As of December 30, 2012, the Company had issued and outstanding 3,697,377 shares of Series A preferred stock, 3,290,294 shares of Series B preferred stock, 1,646,595 shares of Series C preferred stock, 1,250,000 shares of Series D preferred stock, 4,194,366 shares of Series E preferred stock, and 2,007,743 shares of Series F preferred stock. | |||||
Common Stock | |||||
On October 9, 2013, the Company completed an initial public offering. Effective upon the closing of such offering, all shares of preferred stock and non-voting common stock converted into common stock. The terms of the non-voting common stock provided that all shares of non-voting common stock would convert into voting common stock on a 1:1 basis immediately prior to the closing of an underwritten IPO or sale of the Company. The redeemable convertible preferred stock included down-round provisions which would adjust the conversion price for any additional stock issued without consideration or for a consideration per share less than the respective conversion price for one or more of the series of preferred stock in effect immediately prior to the issuance of such additional stock. See Preferred Stock below for further information regarding the preferred stock and the conversion of preferred stock upon completion of the IPO. As of December 29, 2013, each share of common stock has the same relative rights and was identical in all respects to each other share of common stock. Each holder of shares of common stock is entitled to one vote for each share held by such holder at all meetings of stockholders. | |||||
Preferred Stock | |||||
All series of preferred stock were subject to substantially the same general terms and conditions. Dividends accrued (whether or not declared) on each share of preferred stock at a rate of 6% per annum of the applicable liquidation value until the first to occur of (1) the date on which the applicable liquidation value of such share is paid to the holder in connection with a significant event, (2) the date on which such share is converted into common stock, or (3) the date on which such share is acquired by the Company. Dividends were cumulative, but were payable only upon their redemption or the occurrence of a significant event that would result in a distribution to their holders of less than 110% of the shares’ liquidation value (generally the applicable gross issuance price of the shares). A significant event includes a merger, sale of substantially all assets, change of control, or liquidation of the Company, but it did not include an IPO. The terms of the preferred stock provided that unpaid dividends would be forfeited upon any conversion of preferred stock into common stock. | |||||
The terms of the preferred stock provided that all shares of preferred stock would automatically convert to common stock in the event of a qualified IPO, as defined; the election of the holders of a majority of the shares of preferred stock; or the conversion of at least a majority of the shares of issued preferred stock. None of the shares of preferred stock were mandatorily redeemable. Subsequent to December 24, 2014, preferred stock may have been redeemed upon a majority vote of the preferred stockholders for a period of 12 months (the “Redemption Election Period”). If the holders of at least a majority of the preferred stock then outstanding did not approve the redemption of preferred shares outstanding during the Redemption Election Period, the Company would have had no further obligation to redeem any shares of preferred stock. As of December 30, 2012 and through the date of the IPO, the Company classified the preferred stock outside of permanent equity on the balance sheet as redemption of the preferred stock was outside the control of the Company. | |||||
The Company recognized changes in the redemption value immediately as they occurred via direct charges to additional paid-in capital and then to accumulated deficit, and adjusted the carrying value of the preferred stock to equal its maximum redemption value at the end of each reporting period. In the event of a redemption, the price paid by the Company for the preferred stock would be the greater of (a) the liquidation value of the preferred stock series being redeemed, plus any accrued and unpaid dividends, or (b) the amount in respect of such share of preferred stock that such holder would have been entitled to receive on an as-converted basis assuming all the shares have been converted into common stock. The form of consideration in the event of liquidation would be the same for the common stockholders as would be provided to the preferred stockholders. The redemption and conversion features did not require bifurcation and separate measurement in the financial statements since neither of the features meet the net settlement criteria under ASC Topic 815, Derivatives and Hedging. The redeemable convertible preferred stock include down-round provisions which would adjust the conversion price for any additional stock issued without consideration or for a consideration per share less than the respective conversion price for one or more of the series of preferred stock in effect immediately prior to the issuance of such additional stock. | |||||
The Company measured its redeemable convertible preferred stock at its maximum redemption value at each reporting period. The fair value of the Company, used to calculate the maximum redemption value of the redeemable convertible preferred stock and to measure the value of the common stock as a key assumption in the determination of the compensation expense associated with the Company’s stock options, was determined with assistance from an independent third-party valuation specialist utilizing Level 3 inputs. The valuations of the Company and its common stock were determined based on valuation methodologies and assumptions selected in accordance with the guidelines outlined in the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately-Held-Companies Equity Securities Issued as Compensation. In the absence of observable market data regarding the value of the Company’s stock, the valuation of the Company and its common stock was estimated using multiple valuation approaches, primarily an income and market approach. The income approach is based on the present value of estimated future cash flows, and relies upon significant assumptions and estimates, including those related to the selected discount rate and forecasted revenues and expenses. The market approach is based on a comparison to observed fair values of comparable peer companies and recent market transactions, adjusted for the relative size and profitability of these peer companies relative to the Company. | |||||
On February 26, 2013, the Company issued 59,865 stock options to Bryant Keil, the Company’s Founding Chairman and current member of the board of directors, which are exercisable without restriction and vested immediately. Subsequent to the issuance, the applicable conversion price for the Series D preferred stock and Series E preferred stock was adjusted under the conversion procedure provision in order to prevent dilution. After the adjustment, the Series D preferred stock and Series E preferred stock were convertible into common stock at the conversion rates of 1:1.03 and 1:1.03, respectively. | |||||
On August 1, 2013, the Company’s board of directors unanimously approved a resolution to amend certain terms of the Company’s preferred stockholder agreements to reduce certain pricing thresholds for the completion of a qualified IPO, with such term defined in the agreements. The Company evaluated the impact of the amendments on the related preferred shares by estimating the fair value of such shares immediately prior to and after the amendments. As there was an insignificant change in the fair value of the preferred shares as a result of the amendments, the Company concluded the amendments represented a modification to the preferred share agreements. Therefore, no change in value was recorded in the condensed consolidated statement of redeemable convertible preferred stock and equity/(deficit). In addition, the Company’s board of directors declared a one-time cash dividend on August 1, 2013, in an aggregate amount of approximately $49.9 million on shares of the Company’s common and preferred stock outstanding on the day immediately prior to the closing date of the Company’s initial public offering. | |||||
On October 9, 2013, the Company completed an initial public offering. Effective upon the closing of such offering, all shares of preferred stock converted into common stock and all dividends accrued on the shares of preferred stock were forfeited. Additionally, the Company paid the one-time cash dividend on October 9, 2013 from the net proceeds of the Company’s initial public offering. | |||||
Warrants | |||||
A summary of the status of the Company’s issued warrants as of December 29, 2013 is set forth below: | |||||
Unexercised Warrants | Number of | ||||
Warrants | |||||
Outstanding—December 25, 2011 | 378,996 | ||||
Issuance of warrants at $8.16 per share (a) | 241,704 | ||||
Exercise of warrants at $5.46 per share | (261,104 | ) | |||
Outstanding—December 30, 2012 | 359,596 | ||||
Exercise of warrants at $0.01 per share | (117,892 | ) | |||
Outstanding—December 29, 2013 | 241,704 | ||||
(a) | As part of the initial investment by outside investors in 2001, the Company issued stock warrants convertible to 200,000 shares of common stock at an exercise price of $5.00 per share, which expired on September 1, 2011. After the expiration of these warrants and to recognize past and continued service to the Board, the Company issued an additional 241,704 warrants at an exercise price of $8.16 per share. The Company used the following assumptions for purposes of valuing these warrants granted in 2011: common stock fair value of $8.16 per share; expected life of warrants-five years; volatility-53%; risk-free interest rate-1.05%; and dividend yield-0%. | ||||
In August 2013, the Company modified 241,704 of warrants issued to Oxford Capital Partners, Inc. that were set to expire upon the consummation of an IPO to extend the expiration date of such warrants to five years from the date of the consummation of an IPO. In accordance with ASC Topic 718, Compensation—Stock Compensation, the Company recorded a charge of approximately $0.1 million related to the incremental value associated with the extension of the expiration date. |
Operating_Leases
Operating Leases | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Leases [Abstract] | ' | ||||||||||||
Operating Leases | ' | ||||||||||||
(10) Operating Leases | |||||||||||||
The Company leases buildings for its corporate office and its shops under various long-term operating lease agreements. The leases for the Company’s shop locations generally have initial terms of 10 years and typically provide for two renewal options in five-year increments as well as for rent escalations. These leases expire or become subject to renewal clauses at various dates from 2014 to 2028. Some of the leases provide for base rent, plus additional rent based on gross sales, as defined in each lease agreement. The Company is also generally obligated to pay certain real estate taxes, utilities, building operating expenses, insurance, and various other expenses related to properties. | |||||||||||||
Rental expense under operating lease agreements were as follows (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Minimum rentals | $ | 30,234 | $ | 26,195 | $ | 20,152 | |||||||
Contingent rentals | 1,640 | 1,452 | 1,353 | ||||||||||
Less: sublease rentals | (94 | ) | (96 | ) | (95 | ) | |||||||
Total | $ | 31,780 | $ | 27,551 | $ | 21,410 | |||||||
A schedule by year of future minimum rental payments required under operating leases, excluding contingent rent, that have initial or remaining non-cancelable lease terms in excess of one year, as of December 29, 2013, is as follows (in thousands): | |||||||||||||
Years Ending | Minimum | ||||||||||||
2014 | $ | 29,791 | |||||||||||
2015 | 29,020 | ||||||||||||
2016 | 26,244 | ||||||||||||
2017 | 22,467 | ||||||||||||
2018 | 18,077 | ||||||||||||
Thereafter | 61,180 | ||||||||||||
Total minimum payments required* | $ | 186,779 | |||||||||||
* | Minimum payments have not been reduced by minimum sublease rentals of $0.8 million due in the future. | ||||||||||||
Certain leases have outstanding letters of credit in lieu of rent deposits expiring at various dates through June 2017. The letters of credit were $0.7 million, $0.6 million and $0.6 million in aggregate for the years ended December 25, 2011, December 30, 2012, and December 29, 2013, respectively. Under the credit facility, outstanding letters of credit are subject to an annual fee of 1.00% and reduce the available borrowing to the Company. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 29, 2013 | |
Postemployment Benefits [Abstract] | ' |
Employee Benefit Plan | ' |
(11) Employee Benefit Plan | |
The Company sponsors a 401(k) profit sharing plan for all employees who are eligible based upon age and length of service. The Company made matching contributions of $0.3 million for each fiscal year 2011, 2012 and 2013. |
Stock_Options
Stock Options | 12 Months Ended | ||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Stock Options | ' | ||||||||||||||||
(12) Stock Options | |||||||||||||||||
Stock Options Granted Under the 2001 and 2004 Equity Incentive Plans and 2013 Long-Term Incentive Plan | |||||||||||||||||
The Company has granted stock options under its 2001 Equity Incentive Plan (the “2001 Plan”), 2004 Equity Incentive Plan (the “2004 Plan”) and 2013 Long-Term Incentive Plan (the “2013 Plan” and together with the 2004 Plan and 2001 Plan, the “Plans”). The Plans permit the granting of awards to employees and nonemployee officers, consultants, agents, and independent contractors of the Company in the form of stock appreciation rights, stock awards, and stock options. The Plans give broad powers to the Company’s board of directors to administer and interpret the Plans, including the authority to select the individuals to be granted options and rights and to prescribe the particular form and conditions of each option to be granted. | |||||||||||||||||
Under the 2001 Plan, the Company had 746,749 shares reserved for issuance. In September 2011, the 2001 Plan expired with options outstanding under the plan still available for exercise. Additionally, in 2007, the Company entered into a Stock Option Agreement (the “Agreement”), which granted a certain key executive 500,000 options of non-voting common stock. As a result of the IPO, all shares of the non-voting common stock will convert into voting common stock on a 1:1 basis upon exercise. | |||||||||||||||||
On July 31, 2013, the Company’s board of directors approved the adoption of the 2013 Plan, which replaced the 2004 Plan in conjunction with the Company’s IPO. The Company will no longer make awards under the 2004 Plan. However, the 2004 Plan will continue to govern outstanding awards granted prior to its termination. As of December 29, 2013, there have been 395,000 options granted under the 2013 Plan and 1,105,000 shares are reserved for future issuance. | |||||||||||||||||
Under the Plans, the number of shares and exercise price of each option are determined by the committee designated by the Company’s board of directors. The options granted are generally exercisable within a 10-year period from the date of grant. Certain options have been issued to key executives. Options issued and outstanding expire on various dates through the year 2024. The range of exercise prices of options outstanding as of December 29, 2013, is $7 to $14 per option, and the options vest over a range of immediately to five-year periods. | |||||||||||||||||
Activity under the Plans and the Agreement is as follows: | |||||||||||||||||
Options | Shares | Weighted | Aggregate | Weighted | |||||||||||||
(Thousands) | Average | Intrinsic | Average | ||||||||||||||
Exercise | Value | Remaining | |||||||||||||||
Price | (Thousands) | Term | |||||||||||||||
(Years) | |||||||||||||||||
Outstanding—December 26, 2010 | 3,611 | 9.68 | $ | 1,329 | 5.8 | ||||||||||||
Granted | 1,258 | 7.2 | |||||||||||||||
Exercised | (120 | ) | 4 | ||||||||||||||
Canceled | (488 | ) | 7.7 | ||||||||||||||
Outstanding—December 25, 2011 | 4,261 | 9.19 | $ | 2,229 | 6.34 | ||||||||||||
Granted | 504 | 8.65 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Canceled | (552 | 7.67 | |||||||||||||||
Outstanding—December 30, 2012 | 4,213 | 9.3 | $ | 5,348 | 5.93 | ||||||||||||
Granted | 1,243 | 11.32 | |||||||||||||||
Exercised | (99 | ) | 7.97 | ||||||||||||||
Canceled | (327 | ) | 8.4 | ||||||||||||||
Outstanding—December 29, 2013 | 5,030 | 9.41 | $ | 78,575 | 6.31 | ||||||||||||
Vested and expected to vest—December 29, 2013 | 3,841 | 12.17 | $ | 52,810 | 7.96 | ||||||||||||
Exercisable—December 29, 2013 | 3,798 | 9.76 | $ | 67,028 | 6.18 | ||||||||||||
The following table reflects the average assumptions utilized in the Black-Scholes option-pricing model to value the options granted for each year: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Risk-free interest rate | 1.2 | % | 1 | % | 1.9 | % | |||||||||||
Expected life (years) | 6.05 | 6.06 | 5.89 | ||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||
Volatility | 46.9 | % | 46.4 | % | 47.3 | % | |||||||||||
Weighted average common stock fair value | $ | 11.32 | $ | 8.65 | $ | 7.2 | |||||||||||
The risk-free rate is based on U.S. Treasury rates in effect at the time of the grant with a similar duration of the expected life of the options. The expected life of options granted is derived from the average of the vesting period and the term of the option. The risk-free rate is based on U.S. Treasury rates in effect at the time of the grant with a similar duration of the expected life of the options. The Company has not paid dividends to date (with exception to the one-time dividend paid to stockholders prior to the initial public offering) and does not plan to pay dividends in near future. Since the Company does not have a history of traded common stock activity, expected volatility of the options is based on historical data from selected peer public company restaurants. | |||||||||||||||||
Stock-based Compensation | |||||||||||||||||
In accordance with ASC Topic 718, Compensation—Stock Compensation, stock-based compensation is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite employee service period (generally the vesting period of the grant). The Company recognized $1.5 million, $2.8 million and $11.6 million for the fiscal years 2011, 2012 and 2013, respectively, with a corresponding increase to additional paid-in-capital. The current fiscal year stock compensation expense reflects the $7.6 million in cost recorded upon consummation of the IPO associated with vested options that were subject to the performance condition. As of December 25, 2011, December 30, 2012 and December 29, 2013, the unrecognized stock compensation expense was $3.5 million, $1.6 million and $5.5 million, respectively, which will be recognized through fiscal year 2018. The Company records stock based compensation expense within general and administrative expenses in the consolidated statements of operations. |
Quarterly_Financial_Data_Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
(13) Quarterly Financial Data (Unaudited) | |||||||||||||||||
The Company uses a 52/53-week fiscal year that ends on the last Sunday of the calendar year. Fiscal years 2013 and 2011 were 52-week years. Fiscal year 2012 included a 53rd week. The first three quarters of the Company’s fiscal year consist of 13 weeks and our fourth quarter consists of 13 weeks for 52-week fiscal years and 14 weeks for 53-week fiscal years. The unaudited quarterly information includes all normal recurring adjustments that the Company considers necessary for a fair presentation of the information shown. The Company’s quarterly results have been and will continue to be affected by the timing of new shop openings and their associated pre-opening costs. As a result of these and other factors, the financial results for any quarter may not be indicative of the results for any future period. | |||||||||||||||||
The following table presents selected unaudited quarterly financial data for periods indicated (in thousands, except per share data): | |||||||||||||||||
Fiscal Year 2013 (1) | |||||||||||||||||
March 31 | June 30 | September 29 | December 29 | ||||||||||||||
Total revenues | $ | 68,744 | $ | 78,186 | $ | 78,021 | $ | 74,761 | |||||||||
Income from operations (3) | 152 | 4,761 | 3,176 | (6,614 | ) | ||||||||||||
Net income attributable to Potbelly Corporation | 18 | 2,759 | 2,165 | (3,684 | ) | ||||||||||||
Basic earnings per share | (1.74 | ) | (1.77 | ) | (12.29 | ) | (1.93 | ) | |||||||||
Diluted earnings per share | (1.74 | ) | (1.77 | ) | (12.29 | ) | (1.93 | ) | |||||||||
Fiscal Year 2012 (1) | |||||||||||||||||
March 25 | 24-Jun | September 23 | December 30 | ||||||||||||||
Total revenues | $ | 62,381 | $ | 69,156 | $ | 69,869 | $ | 73,508 | |||||||||
Income from operations | 1,592 | 2,325 | 2,817 | 1,831 | |||||||||||||
Net income attributable to Potbelly Corporation (2) | 1,274 | 1,749 | 2,548 | 18,475 | |||||||||||||
Basic earnings per share | (1.16 | ) | (1.34 | ) | (0.75 | ) | 1.15 | ||||||||||
Diluted earnings per share | (1.16 | ) | (1.34 | ) | (0.75 | ) | 1.05 | ||||||||||
-1 | Fiscal years 2013 and 2012 were 52-week and 53-week years, respectively. The first three quarters of the fiscal years consist of 13 weeks and the fourth quarter consists of 13 weeks for 52-week fiscal years and 14 weeks for 53-week fiscal years | ||||||||||||||||
-2 | The 14 weeks ended December 30, 2012 included a $16.9 million tax benefit related to the release of a valuation allowance against substantially all of the Company’s deferred tax assets. | ||||||||||||||||
-3 | The 13 weeks ended December 29, 2013 included a $7.6 million charge related to previously granted options that vested upon the completion of our IPO. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 29, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
(14) Subsequent Events | |
The Company has evaluated subsequent events and found there to be no events requiring recognition or disclosure through the date of issuance of this report. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||
Dec. 29, 2013 | ||||
Accounting Policies [Abstract] | ' | |||
Principles of Consolidation | ' | |||
(a) Principles of Consolidation | ||||
The consolidated financial statements include the accounts of Potbelly Corporation; its wholly owned subsidiary, Potbelly Illinois, Inc. (“PII”); PII’s wholly owned subsidiaries, Potbelly Franchising, LLC, Potbelly Sandwich Works LLC (“LLC”) and 17 of LLC’s wholly owned subsidiaries, collectively, the “Company.” All significant intercompany balances and transactions have been eliminated in consolidation. For consolidated joint venture, non-controlling interest represents the non-controlling partner’s share of the assets, liabilities and operations related to the joint venture investment in Potbelly Airport II Boston, LLC, related to one shop located in the Boston Logan International Airport. The Company owns a seventy-five percent interest in this consolidated joint venture. | ||||
The Company does not have any components of other comprehensive income (loss) recorded within its consolidated financial statements, and, therefore, does not separately present a statement of comprehensive income (loss) in its consolidated financial statements. | ||||
Reporting Period | ' | |||
(b) Reporting Period | ||||
The Company uses a 52/53-week fiscal year that ends on the last Sunday of the calendar year. Approximately every five or six years a 53rd week is added. Fiscal 2011 and fiscal 2013 each consisted of 52 weeks. Fiscal 2012 consisted of 53 weeks. | ||||
Segment Reporting | ' | |||
(c) Segment Reporting | ||||
The Company owns and operates Potbelly Sandwich Works sandwich shops in the United States. The Company also has domestic and international franchise operations of new Potbelly Sandwich Works sandwich shops. The Company’s chief operating decision maker (the “CODM”) is its Chief Executive Officer. As the CODM reviews financial performance and allocates resources at a consolidated level on a recurring basis, the Company has one operating segment and one reportable segment. | ||||
Use of Estimates | ' | |||
(d) Use of Estimates | ||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions, primarily related to the long-lived assets, income taxes, stock-based compensation and common stock equity valuations, that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
Fair Value Measurements | ' | |||
(e) Fair Value Measurements | ||||
The Company applies fair value accounting for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities that are required to be recorded at fair value, the Company assumes the highest and best use of the asset by market participants in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit risk. | ||||
The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: | ||||
• | Level 1—Quoted prices in active markets for identical assets or liabilities. | |||
• | Level 2—Observable inputs other than quoted prices in active markets for identical assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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—Inputs that are both unobservable and significant to the overall fair value measurement reflect an entity’s estimates of assumptions that market participants would use in pricing the asset or liability. | |||
Financial Instruments | ' | |||
(f) Financial Instruments | ||||
The Company records all financial instruments at cost, which is the fair value at the date of transaction. The amounts reported in the consolidated balance sheets for cash, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments. | ||||
Cash and Cash Equivalents | ' | |||
(g) Cash and Cash Equivalents | ||||
The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits; however, the Company has not experienced any losses in these accounts. The Company believes it is not exposed to any significant credit risk. The Company’s money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. These are included within cash equivalents and restricted cash as Level 1 measurements. | ||||
Accounts Receivable, net | ' | |||
(h) Accounts Receivable, net | ||||
Accounts receivable, net consists of credit card and miscellaneous receivables. The Company had credit card receivables of $1.4 million, $1.6 million and $3.0 million as of December 25, 2011, December 30, 2012 and December 29, 2013, respectively. | ||||
Inventories | ' | |||
(i) Inventories | ||||
Inventories, which consist of food products, paper goods and supplies, and promotional items, are valued at the lower of cost (first-in, first-out) or market. No adjustment is deemed necessary to reduce inventory to the lower of cost or market value due to the rapid turnover and high utilization of inventory. | ||||
Property and Equipment | ' | |||
(j) Property and Equipment | ||||
Property and equipment acquired is recorded at cost less accumulated depreciation. Property and equipment is depreciated based on the straight-line method over the estimated useful lives, generally ranging from three to five years for furniture and fixtures, computer equipment, computer software, and machinery and equipment. Leasehold improvements are depreciated over the shorter of their estimated useful lives or the related lease life, generally 10 to 15 years. For leases with renewal periods at the Company’s option, the Company determines the expected lease period based on whether the renewal of any options are reasonably assured at the inception of the lease. | ||||
Direct costs and expenditures for refurbishments and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized, whereas the costs of repairs and maintenance are expensed when incurred. The Company capitalizes certain internal costs associated with the development, design, and construction of new shop locations as these costs have a future benefit to the Company. The Company capitalized costs of $0.6 million, $0.7 million and $0.7 million for the fiscal years ended December 25, 2011, December 30, 2012 and December 29, 2013, respectively. Capitalized costs are recorded as part of the asset to which they relate, primarily to leasehold improvements, and such costs are amortized over the asset’s useful life. When assets are retired or sold, the asset cost and related accumulated depreciation are removed from the balance sheet and any gain or loss is recorded in the statement of operations. | ||||
The Company assesses potential impairments to its long-lived assets, which includes property and equipment, whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of an asset is measured by a comparison of the carrying amount of an asset group to its estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset group exceeds its estimated undiscounted future cash flows, an impairment charge is recognized as the amount by which the carrying amount of the asset exceeds the fair value of the asset. Shop-level assets are grouped together for the purpose of the impairment assessment. Due to unfavorable operating results at certain shops, the Company assessed the related assets for impairment for fiscal years 2011, 2012 and 2013. The fair value of the shop assets was determined using the discounted future cash flow method of anticipated cash flows through the shop’s lease-end date using fair value measurement inputs classified as Level 3. Level 3 inputs are derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company used a weighted average cost of capital to discount the future cash flows. The Company recorded impairment charges of $0.4 million, $0.2 million and $1.1 million for the fiscal years 2011, 2012 and 2013, respectively, which is included in impairment and loss on disposal of property and equipment in the consolidated statements of operations. As a result of Hurricane Sandy, the Company recorded a charge of $0.8 million related to the disposal of assets damaged by the storm in fiscal 2012. | ||||
Intangible Assets | ' | |||
(k) Intangible Assets | ||||
The Company reviews indefinite-lived intangible assets, which includes goodwill and tradenames, annually at fiscal year-end for impairment or more frequently if events or circumstances indicate that the carrying value may not be recoverable. An impaired asset is written down to its estimated fair value based on the most recent information available. The Company assesses the fair values of its intangible assets, and its reporting unit for goodwill testing purposes, using both an income-based approach and a market approach. Under the income approach, fair value is based on the present value of estimated future cash flows. The income approach is dependent on a number of factors, including forecasted revenues and expenses, appropriate discount rates and other variables. The market approach measures fair value by comparison to the observed fair values of comparable companies, adjusted for the relative size and profitability of these comparable companies. The annual impairment review utilizes the estimated fair value of the intangible assets and the overall reporting unit and compares the estimated fair values to the carrying values as of the testing date. If the carrying value of these intangible assets or the reporting unit exceeds the fair values, the Company would then use the fair values to measure the amount of any required impairment charge. No impairment charge was recognized for intangible assets for any of the fiscal periods presented. | ||||
Pre-opening Costs | ' | |||
(l) Pre-opening Costs | ||||
Pre-opening costs are expensed as incurred and primarily consist of manager salaries and training, travel, employee payroll, and related training costs incurred prior to the opening of a restaurant, as well as occupancy costs incurred from when the Company takes site possession to shop opening. | ||||
Advertising Expenses | ' | |||
(m) Advertising Expenses | ||||
Advertising costs are expensed as incurred and are included in general and administrative expenses in the consolidated statements of operations. Advertising expenses were $2.4 million, $1.8 million and $1.6 million in fiscal years 2011, 2012 and 2013, respectively. | ||||
Income Taxes | ' | |||
(n) Income Taxes | ||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are attributable to differences between financial statement and income tax reporting. Deferred tax assets, net of any valuation allowances, represent the future tax return consequences of those differences and for operating loss and tax credit carryforwards, which will be deductible when the assets are recovered. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized. In making this assessment of realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Deferred tax liabilities are recognized for temporary differences that will be taxable in future years’ tax returns. | ||||
The Company accounts for uncertain tax positions under current accounting guidance, which prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by tax authorities, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. | ||||
Stock-Based Compensation | ' | |||
(o) Stock-Based Compensation | ||||
The Company’s 2001 Equity Incentive Plan, 2004 Equity Incentive Plan and 2013 Long-Term Incentive Plan permit the granting of awards to employees and non-employee officers, consultants, agents, and independent contractors of the Company in the form of stock appreciation rights, stock awards, and stock options. The Company accounts for its stock-based employee compensation in accordance with ASC 718, Stock Based Compensation. The Company’s stock option plan contained a performance condition that restricted certain option holders’ ability to exercise vested options until the consummation of an IPO under the Securities Act of 1933, as amended (the “Securities Act”), or at the discretion of the Company’s board of directors. As a result, compensation cost related to vested employee stock options with these performance conditions was not recognized until October 2013 when the performance conditions were met as a result of the IPO. The Company recorded a $7.6 million charge associated with vested options, which was determined using the Black-Scholes option pricing valuation model. For stock options granted without performance conditions, the Company records stock compensation expense on a straight-line basis over the vesting period based on the grant-date fair value of the option, determined using the Black-Scholes option pricing valuation model. | ||||
Leases | ' | |||
(p) Leases | ||||
The Company leases retail shops, warehouse and office space under operating leases. Most lease agreements contain tenant improvement allowances, rent holidays, lease premiums, rent escalation clauses, and/or contingent rent provisions. For purposes of recognizing incentives, premiums, and minimum rental expenses on a straight-line basis over the terms of the leases, the Company uses the date it takes possession of the leased space for construction purposes as the beginning of the term, which is generally two to three months prior to a shop’s opening date. For leases with renewal periods at the Company’s option, the Company determines the expected lease period based on whether the renewal of any options are reasonably assured at the inception of the lease. In addition to rental expense, certain leases require the Company to pay a portion of real estate taxes, utilities, building operating expenses, insurance and other charges in addition to rent. | ||||
For tenant improvement allowances, rent escalations, and rent holidays, the Company records a deferred rent liability in its consolidated balance sheets and amortizes the deferred rent over the terms of the leases as reductions to occupancy expense in the consolidated statements of operations. | ||||
Revenue Recognition | ' | |||
(q) Revenue Recognition | ||||
Revenue from retail shops are presented net of discounts and recognized when food and beverage products are sold. Sales taxes collected from customers are excluded from revenues and the obligation is included in accrued liabilities until the taxes are remitted to the appropriate taxing authorities. | ||||
Revenues from the Company’s gift cards are deferred and recognized upon redemption or after a period of 36 months of inactivity on gift card balances (“gift card breakage”) and the Company does not have a legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdictions. The Company recognized $0.2 million, $0.1 million and $0.1 million in gift card breakage income included in other operating expenses in the consolidated statements of operations for the fiscal years ended 2011, 2012 and 2013, respectively. | ||||
The Company earns an initial franchise fee and ongoing royalty fees under the Company’s franchise agreements. Initial franchise fee revenue is recognized at the point a franchise shop opens for business to the public, as this is the point in time when the Company has substantially performed all initial services required under the franchise agreement. The Company recognized franchise fee revenue of $0.2 million in each fiscal year 2011 and 2012 and $0.3 million in fiscal year 2013. Initial franchise fee payments received by the Company before the shop opens are recorded as deferred revenue in the consolidated balance sheet. The Company had deferred revenue of $0.1 million, $0.1 million and $0.2 million recorded as accrued expenses as of December 25, 2011, December 30, 2012 and December 29, 2013, respectively. Royalty fees are based on a percentage of sales and are recorded as revenue as the fees are earned and become receivable from the franchisee. The Company recognized royalty fees revenue of $0.3 million, $0.7 million and $0.8 million for fiscal years 2011, 2012, and 2013, respectively. | ||||
Recent Accounting Pronouncements | ' | |||
(r) Recent Accounting Pronouncements | ||||
In July 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.” This guidance requires an unrecognized tax benefit related to a net operating loss carryforward, a similar tax loss or a tax credit carryforward to be presented as a reduction to a deferred tax asset, unless the tax benefit is not available at the reporting date to settle any additional income taxes under the tax law of the applicable tax jurisdiction. The guidance is effective for fiscal years and interim periods beginning after December 15, 2013, with early adoption permitted. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements. | ||||
In February 2013, the FASB issued ASU No. 2013-04, “Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date (a consensus of the FASB Emerging Issues Task Force),” which amends ASC 402, “Liabilities.” The amendments provide guidance on the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, including debt arrangements, other contractual obligations, and settled litigation and judicial rulings, for which the total amount of the obligation is fixed at the reporting date. The amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013 and should be applied retrospectively. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements. | ||||
Commitments and Contingencies | ' | |||
(s) Commitments and Contingencies | ||||
The Company is subject to legal proceedings, claims and liabilities, such as employment-related claims and slip and fall cases, which arise in the ordinary course of business and are generally covered by insurance. In the opinion of management, the amount of ultimate liability with respect to those actions should not have a material adverse impact on the Company’s financial position, results of operations or cash flows. | ||||
Many of the food products the Company purchases are subject to changes in the price and availability of food commodities, including, among other things, beef, poultry, grains, dairy and produce. The Company works with its suppliers and uses a mix of forward pricing protocols for certain items including agreements with its supplier on fixed prices for deliveries at some time in the future and agreements on a fixed price with its supplier for the duration of that protocol. The Company also utilizes formula pricing protocols under which the prices the Company pays are based on a specified formula related to the prices of the goods, such as spot prices. The Company’s use of any forward pricing arrangements varies substantially from time to time and these arrangements tend to cover relatively short periods (i.e., typically twelve months or less). Such contracts are used in the normal purchases of the Company’s food products and not for speculative purposes, and as such are not required to be evaluated as derivative instruments. The Company does not enter into futures contracts or other derivative instruments. |
Earnings_per_share_Tables
Earnings per share (Tables) | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of the Calculation of Weighted Average Common Shares Outstanding for Basic and Diluted Earnings per Share Available to Common Stockholders | ' | ||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Calculation of undistributed income (loss) for basic and diluted shares: | |||||||||||||
Net income (loss) attributable to Potbelly Corporation | $ | 1,258 | $ | 24,046 | $ | 7,165 | |||||||
Less: Dividend paid to common and preferred stockholders | (49,854 | ) | — | — | |||||||||
Less: Accretion of redeemable convertible preferred stock to maximum redemption value | (15,097 | ) | (10,495 | ) | (17,410 | ) | |||||||
Undistributed (loss) income for basic and diluted shares | $ | (63,693 | ) | $ | 13,551 | $ | (10,245 | ) | |||||
Allocation of undistributed income (losses) to participating securities: | |||||||||||||
Common shares | $ | (63,693 | ) | $ | 2,878 | $ | (10,245 | ) | |||||
Redeemable convertible preferred shares | — | 10,673 | — | ||||||||||
Undistributed (loss) income | $ | (63,693 | ) | $ | 13,551 | $ | (10,245 | ) | |||||
Weighted average common shares outstanding-basic | 10,132,805 | 4,013,414 | 4,359,930 | ||||||||||
Plus: Effect of potential stock options exercise | — | 18,052 | — | ||||||||||
Plus: Effect of potential warrant exercise | — | 357,356 | — | ||||||||||
Weighted average common shares outstanding-diluted | 10,132,805 | 4,388,822 | 4,359,930 | ||||||||||
Income (loss) per share available to common stockholders-basic | $ | (6.29 | ) | $ | 0.72 | $ | (2.35 | ) | |||||
Income (loss) per share available to common stockholders-diluted | $ | (6.29 | ) | $ | 0.66 | $ | (2.35 | ) | |||||
Potentially dilutive shares that are considered anti-dilutive: | |||||||||||||
Common share options | 5,029,576 | 1,258,537 | 4,261,010 | ||||||||||
Warrants | 247,704 | — | 378,996 | ||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Components of Property and Equipment, Net | ' | ||||||||
Property and equipment, net consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Leasehold improvements | $ | 129,903 | $ | 117,804 | |||||
Machinery and equipment | 34,610 | 28,490 | |||||||
Furniture and fixtures | 22,188 | 19,605 | |||||||
Computer equipment and software | 14,803 | 12,502 | |||||||
Construction in progress | 4,197 | 2,856 | |||||||
205,701 | 181,257 | ||||||||
Less: accumulated depreciation | (126,718 | ) | (111,948 | ) | |||||
$ | 78,983 | $ | 69,309 | ||||||
Intangible_assets_and_goodwill1
Intangible assets and goodwill (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||
Summary of Intangible Assets and Goodwill | ' | ||||||||
Intangible assets and goodwill consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Goodwill | $ | 1,428 | $ | 1,428 | |||||
Trade name | 3,404 | 3,404 | |||||||
Total | $ | 4,832 | $ | 4,832 | |||||
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
Summary of Accrued Expenses | ' | ||||||||
Accrued expenses consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Accrued labor and related expenses | $ | 4,739 | $ | 4,108 | |||||
Deferred gift card revenue | 1,467 | 1,412 | |||||||
Accrued occupancy expenses | 664 | 1,352 | |||||||
Deferred rent—current | 1,495 | 1,234 | |||||||
Accrued corporate and shop expenses | 2,692 | 1,357 | |||||||
Accrued utilities | 963 | 1,122 | |||||||
Accrued sales and use tax | 935 | 1,034 | |||||||
Accrued construction | 2,002 | 1,267 | |||||||
Accrued contract termination costs (a) | 93 | 151 | |||||||
Accrued professional fees | 236 | 546 | |||||||
Accrued other | 1,051 | 970 | |||||||
Total | $ | 16,337 | $ | 14,553 | |||||
(a) | The Company incurs expenses associated with exit activity for certain signed lease agreements, which are recognized in general and administrative expenses. Accrued contract termination costs consisted of the following (in thousands): | ||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Accrued contract termination costs—beginning balance | $ | 151 | $ | 91 | |||||
Contract termination costs incurred | 13 | 170 | |||||||
Contract termination costs settled and paid | (71 | ) | (110 | ) | |||||
Accrued contract termination costs—ending balance | $ | 93 | $ | 151 | |||||
Summary of Accrued Contract Termination Costs | ' | ||||||||
Accrued contract termination costs consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Accrued contract termination costs—beginning balance | $ | 151 | $ | 91 | |||||
Contract termination costs incurred | 13 | 170 | |||||||
Contract termination costs settled and paid | (71 | ) | (110 | ) | |||||
Accrued contract termination costs—ending balance | $ | 93 | $ | 151 | |||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Schedule of Income Before Income Taxes | ' | ||||||||||||
Income before income taxes for the Company’s domestic and foreign operations was as follows (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic operations | $ | 605 | $ | 8,018 | $ | 7,702 | |||||||
Foreign operations | 481 | — | — | ||||||||||
Total | $ | 1,086 | $ | 8,018 | $ | 7,702 | |||||||
Components of Income Tax Expense (Benefit) | ' | ||||||||||||
Income tax expense (benefit) consisted of the following (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal: | |||||||||||||
Current | $ | — | $ | — | $ | — | |||||||
Deferred | (818 | ) | (13,610 | ) | 89 | ||||||||
(818 | ) | (13,610 | ) | 89 | |||||||||
State and Local: | |||||||||||||
Current | 1,394 | 876 | 424 | ||||||||||
Deferred | (838 | ) | (3,260 | ) | 24 | ||||||||
556 | (2,384 | ) | 448 | ||||||||||
Foreign: | |||||||||||||
Current | 58 | — | — | ||||||||||
Deferred | — | — | — | ||||||||||
58 | — | — | |||||||||||
Income tax (benefit) expense | $ | (204 | ) | $ | (15,994 | ) | $ | 537 | |||||
Reconciliation of Differences Between Federal Statutory and Effective Income Tax Rate | ' | ||||||||||||
Income tax expense differed from the amounts computed by applying the U.S. federal income tax rates to income before income taxes as a result of the following (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Computed “expected” tax expense | $ | 380 | $ | 2,726 | $ | $2,619 | |||||||
Increase (reduction) resulting from: | |||||||||||||
Permanent differences | 63 | — | — | ||||||||||
State and local income taxes, net of | 145 | 358 | 424 | ||||||||||
federal income tax effect | |||||||||||||
FICA and other tax credits | (113 | ) | (41 | ) | — | ||||||||
Change in valuation allowance | — | (19,078 | ) | (2,619 | ) | ||||||||
Non-deductible IPO costs | 195 | — | — | ||||||||||
Rate change and true-ups | (877 | ) | — | — | |||||||||
Other, net | 3 | 41 | 113 | ||||||||||
$ | (204 | ) | $ | (15,994 | ) | $ | 537 | ||||||
Schedule of Deferred Tax Assets and Liabilities | ' | ||||||||||||
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities reflected in the consolidated balance sheets are presented below (in thousands): | |||||||||||||
December 29, | December 30, | ||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets—current: | |||||||||||||
Accrued liabilities | $ | 1,238 | $ | 1,174 | |||||||||
Deferred revenue on gift certificates and gift cards | 96 | 79 | |||||||||||
Deferred tax assets—non-current: | |||||||||||||
Net operating loss carryforwards | 583 | 2,810 | |||||||||||
Stock-based compensation | 8,391 | 3,640 | |||||||||||
Property and equipment depreciation | 6,415 | 6,922 | |||||||||||
Deferred rent and start-up amortization | 3,470 | 3,085 | |||||||||||
Accrued liabilities | 347 | 56 | |||||||||||
FICA and other tax credits | 55 | 292 | |||||||||||
Total deferred tax assets | 20,595 | 18,058 | |||||||||||
Less: valuation allowance | (57 | ) | (47 | ) | |||||||||
Net deferred tax assets | 20,538 | 18,011 | |||||||||||
Deferred tax liabilities—current: | |||||||||||||
Prepaids | (553 | ) | (339 | ) | |||||||||
Deferred tax liabilities—non-current: | |||||||||||||
Intangible asset | (1,012 | ) | (865 | ) | |||||||||
Smallwares | (607 | ) | (697 | ) | |||||||||
Other timing differences | (288 | ) | — | ||||||||||
Total gross deferred tax liabilities | 2,460 | 1,901 | |||||||||||
Net deferred tax assets (liabilities) | $ | 18,078 | $ | 16,110 | |||||||||
Longterm_debt_Tables
Long-term debt (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Summary of Long-Term Debt | ' | ||||||||
Long-term debt consisted of the following (in thousands): | |||||||||
December 29, | December 30, | ||||||||
2013 | 2012 | ||||||||
Senior credit facility (a) | $ | — | $ | 14,000 | |||||
Note payable (b) | 1,092 | 1,169 | |||||||
Total long-term debt | 1,092 | 15,169 | |||||||
Less: Current portion | 74 | 74 | |||||||
Long-term debt, net of current portion | $ | 1,018 | $ | 15,095 | |||||
Schedule of Payments on Debt | ' | ||||||||
As of December 29, 2013, the scheduled payments on debt were as follows (in thousands): | |||||||||
Years Ending | |||||||||
2014 | $ | 84 | |||||||
2015 | 1,008 | ||||||||
Thereafter | — | ||||||||
Total payments | $ | 1,092 | |||||||
Capital_Stock_and_Warrants_Tab
Capital Stock and Warrants (Tables) | 12 Months Ended | ||||
Dec. 29, 2013 | |||||
Equity [Abstract] | ' | ||||
Summary of Issued Warrants | ' | ||||
A summary of the status of the Company’s issued warrants as of December 29, 2013 is set forth below: | |||||
Unexercised Warrants | Number of | ||||
Warrants | |||||
Outstanding—December 25, 2011 | 378,996 | ||||
Issuance of warrants at $8.16 per share (a) | 241,704 | ||||
Exercise of warrants at $5.46 per share | (261,104 | ) | |||
Outstanding—December 30, 2012 | 359,596 | ||||
Exercise of warrants at $0.01 per share | (117,892 | ) | |||
Outstanding—December 29, 2013 | 241,704 | ||||
(a) | As part of the initial investment by outside investors in 2001, the Company issued stock warrants convertible to 200,000 shares of common stock at an exercise price of $5.00 per share, which expired on September 1, 2011. After the expiration of these warrants and to recognize past and continued service to the Board, the Company issued an additional 241,704 warrants at an exercise price of $8.16 per share. The Company used the following assumptions for purposes of valuing these warrants granted in 2011: common stock fair value of $8.16 per share; expected life of warrants-five years; volatility-53%; risk-free interest rate-1.05%; and dividend yield-0%. |
Operating_Leases_Tables
Operating Leases (Tables) | 12 Months Ended | ||||||||||||
Dec. 29, 2013 | |||||||||||||
Leases [Abstract] | ' | ||||||||||||
Schedule Of Rental Expenses Under Operating Leases | ' | ||||||||||||
Rental expense under operating lease agreements were as follows (in thousands): | |||||||||||||
Fiscal Year | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Minimum rentals | $ | 30,234 | $ | 26,195 | $ | 20,152 | |||||||
Contingent rentals | 1,640 | 1,452 | 1,353 | ||||||||||
Less: sublease rentals | (94 | ) | (96 | ) | (95 | ) | |||||||
Total | $ | 31,780 | $ | 27,551 | $ | 21,410 | |||||||
Schedule of Future Minimum Rental Payments Under Operating Leases | ' | ||||||||||||
A schedule by year of future minimum rental payments required under operating leases, excluding contingent rent, that have initial or remaining non-cancelable lease terms in excess of one year, as of December 29, 2013, is as follows (in thousands): | |||||||||||||
Years Ending | Minimum | ||||||||||||
2014 | $ | 29,791 | |||||||||||
2015 | 29,020 | ||||||||||||
2016 | 26,244 | ||||||||||||
2017 | 22,467 | ||||||||||||
2018 | 18,077 | ||||||||||||
Thereafter | 61,180 | ||||||||||||
Total minimum payments required* | $ | 186,779 | |||||||||||
* | Minimum payments have not been reduced by minimum sublease rentals of $0.8 million due in the future. |
Stock_Options_Tables
Stock Options (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Summary of Activity Under Plans and Agreement | ' | ||||||||||||||||
Activity under the Plans and the Agreement is as follows: | |||||||||||||||||
Options | Shares | Weighted | Aggregate | Weighted | |||||||||||||
(Thousands) | Average | Intrinsic | Average | ||||||||||||||
Exercise | Value | Remaining | |||||||||||||||
Price | (Thousands) | Term | |||||||||||||||
(Years) | |||||||||||||||||
Outstanding—December 26, 2010 | 3,611 | 9.68 | $ | 1,329 | 5.8 | ||||||||||||
Granted | 1,258 | 7.2 | |||||||||||||||
Exercised | (120 | ) | 4 | ||||||||||||||
Canceled | (488 | ) | 7.7 | ||||||||||||||
Outstanding—December 25, 2011 | 4,261 | 9.19 | $ | 2,229 | 6.34 | ||||||||||||
Granted | 504 | 8.65 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Canceled | (552 | 7.67 | |||||||||||||||
Outstanding—December 30, 2012 | 4,213 | 9.3 | $ | 5,348 | 5.93 | ||||||||||||
Granted | 1,243 | 11.32 | |||||||||||||||
Exercised | (99 | ) | 7.97 | ||||||||||||||
Canceled | (327 | ) | 8.4 | ||||||||||||||
Outstanding—December 29, 2013 | 5,030 | 9.41 | $ | 78,575 | 6.31 | ||||||||||||
Vested and expected to vest—December 29, 2013 | 3,841 | 12.17 | $ | 52,810 | 7.96 | ||||||||||||
Exercisable—December 29, 2013 | 3,798 | 9.76 | $ | 67,028 | 6.18 | ||||||||||||
Schedule of Average Assumptions to Value Options | ' | ||||||||||||||||
The following table reflects the average assumptions utilized in the Black-Scholes option-pricing model to value the options granted for each year: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Risk-free interest rate | 1.2 | % | 1 | % | 1.9 | % | |||||||||||
Expected life (years) | 6.05 | 6.06 | 5.89 | ||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||
Volatility | 46.9 | % | 46.4 | % | 47.3 | % | |||||||||||
Weighted average common stock fair value | $ | 11.32 | $ | 8.65 | $ | 7.2 |
Quarterly_Financial_Data_Unaud1
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Summary of Unaudited Quarterly Financial Data | ' | ||||||||||||||||
The following table presents selected unaudited quarterly financial data for periods indicated (in thousands, except per share data): | |||||||||||||||||
Fiscal Year 2013 (1) | |||||||||||||||||
March 31 | June 30 | September 29 | December 29 | ||||||||||||||
Total revenues | $ | 68,744 | $ | 78,186 | $ | 78,021 | $ | 74,761 | |||||||||
Income from operations (3) | 152 | 4,761 | 3,176 | (6,614 | ) | ||||||||||||
Net income attributable to Potbelly Corporation | 18 | 2,759 | 2,165 | (3,684 | ) | ||||||||||||
Basic earnings per share | (1.74 | ) | (1.77 | ) | (12.29 | ) | (1.93 | ) | |||||||||
Diluted earnings per share | (1.74 | ) | (1.77 | ) | (12.29 | ) | (1.93 | ) | |||||||||
Fiscal Year 2012 (1) | |||||||||||||||||
March 25 | 24-Jun | September 23 | December 30 | ||||||||||||||
Total revenues | $ | 62,381 | $ | 69,156 | $ | 69,869 | $ | 73,508 | |||||||||
Income from operations | 1,592 | 2,325 | 2,817 | 1,831 | |||||||||||||
Net income attributable to Potbelly Corporation (2) | 1,274 | 1,749 | 2,548 | 18,475 | |||||||||||||
Basic earnings per share | (1.16 | ) | (1.34 | ) | (0.75 | ) | 1.15 | ||||||||||
Diluted earnings per share | (1.16 | ) | (1.34 | ) | (0.75 | ) | 1.05 | ||||||||||
-1 | Fiscal years 2013 and 2012 were 52-week and 53-week years, respectively. The first three quarters of the fiscal years consist of 13 weeks and the fourth quarter consists of 13 weeks for 52-week fiscal years and 14 weeks for 53-week fiscal years | ||||||||||||||||
-2 | The 14 weeks ended December 30, 2012 included a $16.9 million tax benefit related to the release of a valuation allowance against substantially all of the Company’s deferred tax assets. | ||||||||||||||||
-3 | The 13 weeks ended December 29, 2013 included a $7.6 million charge related to previously granted options that vested upon the completion of our IPO. |
Organization_and_Other_Matters1
Organization and Other Matters - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||
Oct. 08, 2013 | Oct. 09, 2013 | Dec. 29, 2013 | Oct. 09, 2013 | Oct. 09, 2013 | Oct. 09, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | |
State | IPO [Member] | IPO [Member] | IPO [Member] | Domestic Operations [Member] | Middle East [Member] | Company Operated Shops [Member] | Company Operated Shops [Member] | Company Operated Shops [Member] | New Shops [Member] | New Shops [Member] | New Shops [Member] | Closed Shops [Member] | Closed Shops [Member] | Closed Shops [Member] | |||
Underwritten Public Offering [Member] | Shareholders' Equity [Member] | Store | Store | Store | Store | Store | Store | Store | Store | Store | Store | Store | |||||
Nature Of Business And Basis Of Presentation [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of sandwich works and shops operation states | ' | ' | 21 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shops | ' | ' | ' | ' | ' | ' | 11 | 12 | 296 | 264 | 234 | 34 | 31 | 21 | 2 | 1 | 5 |
Public offering shares of common stock | ' | ' | ' | 8,625,000 | 1,125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share sold by company | ' | ' | ' | 8,474,869 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share sold by stock holders through public offering | ' | ' | ' | ' | ' | 150,131 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from IPO | ' | ' | $110,343,000 | $108,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividend paid from proceeds from IPO | 49,854,000 | 49,854,000 | 49,854,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Public offering proceeds used for repayments of debt | $14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | |
Segment | IPO [Member] | IPO [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |||
Subsidiary | Computer Software [Member] | Furniture and fixtures [Member] | Computer equipment [Member] | Machinery and equipment [Member] | Leasehold improvements [Member] | Computer Software [Member] | Furniture and fixtures [Member] | Computer equipment [Member] | Machinery and equipment [Member] | Leasehold improvements [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of LLC's wholly owned subsidiaries | 17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of interest in consolidated joint venture | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable segments | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit card receivables | $3,000,000 | $1,600,000 | $1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment estimated useful life | ' | ' | ' | ' | ' | ' | '3 years | '3 years | '3 years | '3 years | '10 years | ' | '5 years | '5 years | '5 years | '5 years | '15 years |
Capitalized costs | 700,000 | 700,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment charges | 1,100,000 | 200,000 | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Disposal of assets damaged by Hurricane Sandy | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized impairment for intangible assets | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising expenses | 1,600,000 | 1,800,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost related to vested stock options | 11,610,000 | 2,825,000 | 1,524,000 | 7,600,000 | 7,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated period of time between Company's possession of leased space and shop opening date | ' | ' | ' | ' | ' | '2 months | ' | ' | ' | ' | ' | '3 months | ' | ' | ' | ' | ' |
Operating expenses related to gift card breakage | 100,000 | 100,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gift card breakage, period | '36 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial franchise fee | 300,000 | 200,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | 200,000 | 100,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty fees revenue | $800,000 | $700,000 | $300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings_Per_Share_Schedule_of
Earnings Per Share - Schedule of the Calculation of Weighted Average Common Shares Outstanding for Basic and Diluted Earnings per Share Available to Common Stockholders (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 30, 2012 | Sep. 23, 2012 | Jun. 24, 2012 | Mar. 25, 2012 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Calculation of undistributed income (loss) for basic and diluted shares: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) attributable to Potbelly Corporation | ($3,684) | $2,165 | $2,759 | $18 | $18,475 | $2,548 | $1,749 | $1,274 | $1,258 | $24,046 | $7,165 |
Less: Dividend paid to common and preferred stockholders | ' | ' | ' | ' | ' | ' | ' | ' | -49,854 | ' | ' |
Less: Accretion of redeemable convertible preferred stock to maximum redemption value | ' | ' | ' | ' | ' | ' | ' | ' | -15,097 | -10,495 | -17,410 |
Undistributed (loss) income for basic and diluted shares | ' | ' | ' | ' | ' | ' | ' | ' | -63,693 | 13,551 | -10,245 |
Allocation of undistributed income (losses) to participating securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Undistributed (loss) income | ' | ' | ' | ' | ' | ' | ' | ' | -63,693 | 13,551 | -10,245 |
Weighted average common shares outstanding-basic | ' | ' | ' | ' | ' | ' | ' | ' | 10,132,805 | 4,013,414 | 4,359,930 |
Plus: Effect of potential stock options exercise | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,052 | ' |
Plus: Effect of potential warrant exercise | ' | ' | ' | ' | ' | ' | ' | ' | ' | 357,356 | ' |
Weighted average common shares outstanding-diluted | ' | ' | ' | ' | ' | ' | ' | ' | 10,132,805 | 4,388,822 | 4,359,930 |
Income (loss) per share available to common stockholders-basic | ($1.93) | ($12.29) | ($1.77) | ($1.74) | $1.15 | ($0.75) | ($1.34) | ($1.16) | ($6.29) | $0.72 | ($2.35) |
Income (loss) per share available to common stockholders-diluted | ($1.93) | ($12.29) | ($1.77) | ($1.74) | $1.05 | ($0.75) | ($1.34) | ($1.16) | ($6.29) | $0.66 | ($2.35) |
Common Share Options [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocation of undistributed income (losses) to participating securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Potentially dilutive shares that are considered anti-dilutive | ' | ' | ' | ' | ' | ' | ' | ' | 5,029,576 | 1,258,537 | 4,261,010 |
Common Stock [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocation of undistributed income (losses) to participating securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Undistributed (loss) income | ' | ' | ' | ' | ' | ' | ' | ' | -63,693 | 2,878 | -10,245 |
Warrants [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocation of undistributed income (losses) to participating securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Potentially dilutive shares that are considered anti-dilutive | ' | ' | ' | ' | ' | ' | ' | ' | 247,704 | ' | 378,996 |
Redeemable Convertible Preferred Stock [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocation of undistributed income (losses) to participating securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Undistributed (loss) income | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,673 | ' |
Property_and_Equipment_Compone
Property and Equipment - Components of Property and Equipment (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipment [Abstract] | ' | ' |
Leasehold improvements | $129,903 | $117,804 |
Machinery and equipment | 34,610 | 28,490 |
Furniture and fixtures | 22,188 | 19,605 |
Computer equipment and software | 14,803 | 12,502 |
Construction in progress | 4,197 | 2,856 |
Property and equipment, gross | 205,701 | 181,257 |
Less: accumulated depreciation | -126,718 | -111,948 |
Property and equipment, net | $78,983 | $69,309 |
Recovered_Sheet1
Intangible Assets and Goodwill - Summary of Intangible Assets and Goodwill (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Goodwill | $1,428 | $1,428 |
Trade name | 3,404 | 3,404 |
Total | $4,832 | $4,832 |
Accrued_Expenses_Summary_of_Ac
Accrued Expenses - Summary of Accrued Expenses (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
In Thousands, unless otherwise specified | |||
Payables And Accruals [Abstract] | ' | ' | ' |
Accrued labor and related expenses | $4,739 | $4,108 | ' |
Deferred gift card revenue | 1,467 | 1,412 | ' |
Accrued occupancy expenses | 664 | 1,352 | ' |
Deferred rent-current | 1,495 | 1,234 | ' |
Accrued corporate and shop expenses | 2,692 | 1,357 | ' |
Accrued utilities | 963 | 1,122 | ' |
Accrued sales and use tax | 935 | 1,034 | ' |
Accrued construction | 2,002 | 1,267 | ' |
Accrued contract termination costs | 93 | 151 | 91 |
Accrued professional fees | 236 | 546 | ' |
Accrued other | 1,051 | 970 | ' |
Total | $16,337 | $14,553 | ' |
Accrued_Expenses_Summary_of_Ac1
Accrued Expenses - Summary of Accrued Contract Termination Costs (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 |
Payables And Accruals [Abstract] | ' | ' |
Accrued contract termination costs-beginning balance | $151 | $91 |
Contract termination costs incurred | 13 | 170 |
Contract termination costs settled and paid | -71 | -110 |
Accrued contract termination costs-ending balance | $93 | $151 |
Income_Taxes_Schedule_of_Incom
Income Taxes - Schedule of Income Before Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Domestic operations | $605 | $8,018 | $7,702 |
Foreign operations | 481 | ' | ' |
Income before income taxes | $1,086 | $8,018 | $7,702 |
Income_Taxes_Components_of_Inc
Income Taxes - Components of Income Tax Expense (Benefit) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 30, 2012 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Federal, Current | ' | ' | ' | ' |
Federal, Deferred | ' | -818 | -13,610 | 89 |
Federal, Total | ' | -818 | -13,610 | 89 |
State and Local, Current | ' | 1,394 | 876 | 424 |
State and Local, Deferred | ' | -838 | -3,260 | 24 |
State and Local, Total | ' | 556 | -2,384 | 448 |
Foreign, Current | ' | 58 | ' | ' |
Foreign, Deferred | ' | ' | ' | ' |
Foreign, Total | ' | 58 | ' | ' |
Income tax (benefit) expense | ($16,900) | ($204) | ($15,994) | $537 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Differences Between Federal Statutory and Effective Income Tax Rate (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 30, 2012 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Computed "expected" tax expense | ' | $380 | $2,726 | $2,619 |
Permanent differences | ' | 63 | ' | ' |
State and local income taxes, net of federal income tax effect | ' | 145 | 358 | 424 |
FICA and other tax credits | ' | -113 | -41 | ' |
Change in valuation allowance | ' | ' | -19,078 | -2,619 |
Non-deductible IPO costs | ' | 195 | ' | ' |
Rate change and true-ups | ' | -877 | ' | ' |
Other, net | ' | 3 | 41 | 113 |
Income tax (benefit) expense | ($16,900) | ($204) | ($15,994) | $537 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets-current: | ' | ' |
Accrued liabilities | $1,238 | $1,174 |
Deferred revenue on gift certificates and gift cards | 96 | 79 |
Deferred tax assets-non-current: | ' | ' |
Net operating loss carryforwards | 583 | 2,810 |
Stock-based compensation | 8,391 | 3,640 |
Property and equipment depreciation | 6,415 | 6,922 |
Deferred rent and start-up amortization | 3,470 | 3,085 |
Accrued liabilities | 347 | 56 |
FICA and other tax credits | 55 | 292 |
Total deferred tax assets | 20,595 | 18,058 |
Less: valuation allowance | -57 | -47 |
Net deferred tax assets | 20,538 | 18,011 |
Deferred tax liabilities-current: | ' | ' |
Prepaids | -553 | -339 |
Deferred tax liabilities-non-current: | ' | ' |
Intangible asset | -1,012 | -865 |
Smallwares | -607 | -697 |
Other timing differences | -288 | ' |
Total gross deferred tax liabilities | 2,460 | 1,901 |
Net deferred tax assets (liabilities) | $18,078 | $16,110 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 30, 2012 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | |
Federal Tax [Member] | State Tax [Member] | |||
Income Tax [Line Items] | ' | ' | ' | ' |
Net operating loss carryforwards | ' | ' | ' | $9,200,000 |
Net operating loss deferred tax assets | 2,810,000 | 583,000 | ' | 600,000 |
Net operating loss of excess tax benefits | ' | ' | 700,000 | ' |
Unrecognized income tax credits | ' | ' | 500,000 | ' |
Benefit to release full valuation allowance against deferred tax assets | $16,900,000 | ' | ' | ' |
Longterm_Debt_Summary_of_LongT
Long-term Debt - Summary of Long-Term Debt (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
Senior credit facility | ' | $14,000 |
Note payable | 1,092 | 1,169 |
Total long-term debt | 1,092 | 15,169 |
Less: Current portion | 74 | 74 |
Long-term debt, net of current portion | $1,018 | $15,095 |
Longterm_Debt_Additional_Infor
Long-term Debt - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||
Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Sep. 21, 2012 | Dec. 29, 2013 | |
Note Payable [Member] | Note Payable [Member] | Note Payable [Member] | JPMorgan Chase Bank, N.A. [Member] | JPMorgan Chase Bank, N.A. [Member] | |
Senior credit facility [Member] | Senior credit facility [Member] | ||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Revolving credit facility agreement term period | ' | ' | ' | '5 years | ' |
Revolving credit facility agreement expiration date | ' | ' | ' | ' | 30-Sep-17 |
Credit facility, Maximum borrowing capacity | ' | ' | ' | $35,000,000 | $34,300,000 |
Maximum leverage ratio | ' | ' | ' | 2.25 | ' |
Minimum debt service coverage ratio | ' | ' | ' | 1.5 | ' |
Federal funds effective rate plus | ' | ' | ' | ' | 0.50% |
Federal funds base rate | ' | ' | ' | ' | 'The base rate is the higher of the prime rate and the federal funds rate, plus 0.50%. |
Percentage of commitment fees based on credit facility | ' | ' | ' | ' | 0.25% |
Credit facility outstanding amount | ' | ' | ' | ' | 0 |
Interest rate on notes payable under effective interest rate method | 6.00% | 6.00% | 6.00% | ' | ' |
Interest expense on note payable | $100,000 | $100,000 | $100,000 | ' | ' |
Final payment of interest and principal | 1-Apr-15 | ' | ' | ' | ' |
Longterm_debt_Schedule_of_Paym
Long-term debt - Schedule of Payments on Debt (Detail) (USD $) | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
2014 | $84 | ' |
2015 | 1,008 | ' |
Thereafter | ' | ' |
Total long-term debt | $1,092 | $15,169 |
Capital_Stock_and_Warrants_Add
Capital Stock and Warrants - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||
Oct. 08, 2013 | Oct. 09, 2013 | Aug. 31, 2013 | Dec. 29, 2013 | Dec. 30, 2012 | Feb. 26, 2013 | Dec. 29, 2013 | Feb. 26, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Feb. 26, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 | Dec. 29, 2013 | Dec. 30, 2012 | |
Board Of Directors [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series F Preferred Stock [Member] | Series F Preferred Stock [Member] | Series F Preferred Stock [Member] | Series F Preferred Stock [Member] | Non-voting Common Stock [Member] | Non-voting Common Stock [Member] | ||||||
Class Of Warrant And Capital Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital stock, authorized | ' | ' | ' | 210,000,000 | 52,683,632 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, authorized | ' | ' | ' | 200,000,000 | 35,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 |
Preferred stock, authorized | ' | ' | ' | 10,000,000 | 17,183,632 | ' | ' | ' | 1,250,000 | ' | ' | ' | ' | 4,194,366 | ' | ' | ' | 4,197,377 | ' | ' | ' | 3,375,221 | ' | ' | ' | 1,666,668 | ' | ' | ' | 2,500,000 | ' | ' | ' | ' |
Common stock, issued | ' | ' | ' | 29,148,029 | 4,233,977 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' |
Common stock, outstanding | ' | ' | ' | 29,148,029 | 4,233,977 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' |
Preferred stock, issued | ' | ' | ' | 0 | 16,086,375 | ' | ' | ' | 1,250,000 | ' | ' | ' | ' | 4,194,366 | ' | ' | ' | 3,697,377 | ' | ' | ' | 3,290,294 | ' | ' | ' | 1,646,595 | ' | ' | ' | 2,007,743 | ' | ' | ' | ' |
Preferred stock, outstanding | ' | ' | ' | 0 | 16,086,375 | ' | ' | ' | 1,250,000 | 1,250,000 | 1,250,000 | ' | ' | 4,194,366 | 4,194,366 | 4,194,366 | ' | 3,697,377 | 3,697,377 | 4,197,377 | ' | 3,290,294 | 3,290,294 | 3,290,294 | ' | 1,646,595 | 1,646,595 | 1,646,595 | ' | 2,007,743 | 2,007,743 | 2,007,743 | ' | ' |
Terms of non-voting Common stock conversion basis ratio | ' | ' | ' | 'The terms of the non-voting common stock provided that all shares of non-voting common stock would convert into voting common stock on a 1:1 basis immediately prior to the closing of an underwritten IPO or sale of the Company. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock conversion ratio | ' | ' | ' | 1 | ' | ' | ' | 1.03 | ' | ' | ' | ' | 1.03 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock dividend rate | ' | ' | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum percentage of liquidation value to be paid | ' | ' | ' | 110.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of liquidation value to be paid | ' | ' | ' | 'Dividends were cumulative, but were payable only upon their redemption or the occurrence of a significant event that would result in a distribution to their holders of less than 110% of the shares' liquidation value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redemption election period | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options issued | ' | ' | ' | ' | ' | 59,865 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividend paid | $49,854,000 | $49,854,000 | ' | $49,854,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Date of cash dividend paid | ' | ' | ' | 9-Oct-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Date of cash dividend declared | ' | ' | ' | 1-Aug-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Modification of warrants issued | ' | ' | 241,704 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expiration date of warrants | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized stock compensation expense | ' | ' | $100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital_Stock_and_Warrants_Sum
Capital Stock and Warrants - Summary of Issued Warrants (Detail) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 30, 2012 | |
Equity [Abstract] | ' | ' |
Unexercised Warrants Outstanding | 359,596 | 378,996 |
Issuance of warrants | 241,704 | 241,704 |
Less: Exercise of warrants | -117,892 | -261,104 |
Unexercised Warrants Outstanding | 241,704 | 359,596 |
Capital_Stock_and_Warrants_Sum1
Capital Stock and Warrants - Summary of Issued Warrants (Parenthetical) (Detail) (USD $) | 12 Months Ended | ||
Dec. 29, 2013 | Dec. 30, 2012 | Sep. 19, 2001 | |
Equity [Abstract] | ' | ' | ' |
Number of shares convertible under warrant | ' | ' | 200,000 |
Exercise price of warrants | ' | $8.16 | ' |
Exercise price of warrants | 0.01 | 5.46 | 5 |
Number of share warrants issued | 241,704 | 241,704 | ' |
Common stock fair value | $8.16 | ' | ' |
Fair value assumption, expected life of warrants | '5 years | ' | ' |
Volatility | 53.00% | ' | ' |
Fair value assumption, risk-free interest rate | 1.05% | ' | ' |
Fair value assumption, dividend yield | 0.00% | ' | ' |
Common stock warrant, expiration date | 1-Sep-11 | ' | ' |
Operating_Leases_Additional_In
Operating Leases - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Option | |||
Leases Operating [Abstract] | ' | ' | ' |
Initial operating lease period | '10 years | ' | ' |
Number of renewal options under operating leases | 2 | ' | ' |
Operating lease rent increment term | '5 years | ' | ' |
Operating lease period for expiration or renewal | '2014 to 2028 | ' | ' |
Letters of credit in lieu of rent deposits | $0.60 | $0.60 | $0.70 |
Letters of credit annual fee percentage | 1.00% | ' | ' |
Operating_Leases_Schedule_of_R
Operating Leases - Schedule of Rental Expenses Under Operating Leases (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Operating Leases Rent Expense [Abstract] | ' | ' | ' |
Minimum rentals | $30,234 | $26,195 | $20,152 |
Contingent rentals | 1,640 | 1,452 | 1,353 |
Less: sublease rentals | -94 | -96 | -95 |
Total | $31,780 | $27,551 | $21,410 |
Operating_Leases_Schedule_of_F
Operating Leases - Schedule of Future Minimum Rental Payments Under Operating Leases (Detail) (USD $) | Dec. 29, 2013 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | ' |
2014 | $29,791 |
2015 | 29,020 |
2016 | 26,244 |
2017 | 22,467 |
2018 | 18,077 |
Thereafter | 61,180 |
Total minimum payments required | $186,779 |
Operating_Leases_Schedule_of_F1
Operating Leases - Schedule of Future Minimum Rental Payments Under Operating Leases (Parenthetical) (Detail) (USD $) | Dec. 29, 2013 |
In Millions, unless otherwise specified | |
Leases [Abstract] | ' |
Minimum sublease rentals due in future | $0.80 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Defined Benefit Plans And Other Postretirement Benefit Plans Disclosures [Abstract] | ' | ' | ' |
Contributions made to profit sharing plan | $0.30 | $0.30 | $0.30 |
Stock_Options_Additional_Infor
Stock Options - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | |
Non-voting Common Stock [Member] | IPO [Member] | IPO [Member] | 2013 Long-Term Incentive Plan [Member] | 2001 and 2004 Equity Incentive Plans and 2013 Long-Term Incentive Plan [Member] | 2001 and 2004 Equity Incentive Plans and 2013 Long-Term Incentive Plan [Member] | 2001 Equity Incentive Plans [Member] | ||||
Maximum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued to key executive | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' |
Shares of common stock reserved for issuance | ' | ' | ' | ' | ' | ' | 1,105,000 | ' | ' | 746,749 |
Non-voting common stock conversion basis ratio | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options available for grant | 1,243,000 | 504,000 | 1,258,000 | ' | ' | ' | 395,000 | ' | ' | ' |
Exercisable period from the date of grant | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' |
Options issued and outstanding, last expiration date | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-24 | ' |
Exercise price of options outstanding, lower limit | ' | ' | ' | ' | ' | ' | ' | $7 | ' | ' |
Exercise price of options outstanding, higher limit | ' | ' | ' | ' | ' | ' | ' | $14 | ' | ' |
Options vesting period | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' |
Recognized stock compensation expense | $11,610,000 | $2,825,000 | $1,524,000 | ' | $7,600,000 | $7,600,000 | ' | ' | ' | ' |
Unrecognized stock compensation expense | $5,500,000 | $1,600,000 | $3,500,000 | ' | ' | ' | ' | ' | ' | ' |
Unrecognized stock compensation expense, recognition period | 'Through 2018 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Options_Summary_of_Activ
Stock Options - Summary of Activity Under Plans and Agreement (Detail) (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 26, 2010 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' | ' | ' |
Options Outstanding shares, Granted | 1,243 | 504 | 1,258 | ' |
Options Outstanding shares, Exercised | -99 | ' | -120 | ' |
Options Outstanding shares, Canceled | -327 | -552 | -488 | ' |
Options Outstanding shares, ending balance | 5,030 | 4,213 | 4,261 | 3,611 |
Options Outstanding shares, Vested and expected to vest | 3,841 | ' | ' | ' |
Options Outstanding shares, Exercisable | 3,798 | ' | ' | ' |
Options outstanding weighted average exercise price, Granted | $11.32 | $8.65 | $7.20 | ' |
Options outstanding weighted average exercise price, Exercised | $7.97 | ' | $4 | ' |
Options outstanding weighted average exercise price, Canceled | $8.40 | $7.67 | $7.70 | ' |
Options outstanding weighted average exercise price, ending balance | $9.41 | $9.30 | $9.19 | $9.68 |
Options outstanding weighted average exercise price, vested and expected to vest | $12.17 | ' | ' | ' |
Options outstanding weighted average exercise price, exercisable | $9.76 | ' | ' | ' |
Options Outstanding Aggregate Intrinsic value | $78,575 | $5,348 | $2,229 | $1,329 |
Options Vested and Expected to Vest Aggregate Intrinsic Value | 52,810 | ' | ' | ' |
Options Exercisable Aggregate Intrinsic Value | $67,028 | ' | ' | ' |
Option Outstanding Weighted Average Remaining Term | '6 years 3 months 22 days | '5 years 11 months 5 days | '6 years 4 months 2 days | '5 years 9 months 18 days |
Options Vested and Expected to Vest Weighted Average Remaining Term | '7 years 11 months 16 days | ' | ' | ' |
Options Exercisable Weighted Average Remaining Term | '6 years 2 months 5 days | ' | ' | ' |
Stock_Options_Schedule_of_Aver
Stock Options - Schedule of Average Assumptions to Value Options (Detail) (USD $) | 12 Months Ended | ||
Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Abstract] | ' | ' | ' |
Risk-free interest rate | 1.20% | 1.00% | 1.90% |
Expected life (years) | '6 years 18 days | '6 years 22 days | '5 years 10 months 21 days |
Expected dividend yield | ' | ' | ' |
Volatility | 46.90% | 46.40% | 47.30% |
Weighted average common stock fair value | $11.32 | $8.65 | $7.20 |
Quarterly_Financial_Data_Unaud2
Quarterly Financial Data (Unaudited) - Summary of Unaudited Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 30, 2012 | Sep. 23, 2012 | Jun. 24, 2012 | Mar. 25, 2012 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues | $74,761 | $78,021 | $78,186 | $68,744 | $73,508 | $69,869 | $69,156 | $62,381 | $299,712 | $274,914 | $237,966 |
Income from operations | -6,614 | 3,176 | 4,761 | 152 | 1,831 | 2,817 | 2,325 | 1,592 | 1,475 | 8,565 | 8,198 |
Net income attributable to Potbelly Corporation | ($3,684) | $2,165 | $2,759 | $18 | $18,475 | $2,548 | $1,749 | $1,274 | $1,258 | $24,046 | $7,165 |
Basic earnings per share | ($1.93) | ($12.29) | ($1.77) | ($1.74) | $1.15 | ($0.75) | ($1.34) | ($1.16) | ($6.29) | $0.72 | ($2.35) |
Diluted earnings per share | ($1.93) | ($12.29) | ($1.77) | ($1.74) | $1.05 | ($0.75) | ($1.34) | ($1.16) | ($6.29) | $0.66 | ($2.35) |
Quarterly_Financial_Data_Unaud3
Quarterly Financial Data (Unaudited) - Summary of Unaudited Quarterly Financial Data (Parenthetical) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 30, 2012 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | Dec. 29, 2013 | Dec. 29, 2013 |
IPO [Member] | IPO [Member] | |||||
Schedule Of Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' |
Valuation allowance against deferred tax assets | ($16,900) | ($204) | ($15,994) | $537 | ' | ' |
Recognized stock compensation expense | ' | $11,610 | $2,825 | $1,524 | $7,600 | $7,600 |