Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 26, 2021 | Oct. 24, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 26, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | PBPB | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | Potbelly Corporation | |
Entity Central Index Key | 0001195734 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-26 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Bankruptcy Proceedings, Reporting Current | true | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 28,750,836 | |
Entity File Number | 001-36104 | |
Entity Tax Identification Number | 36-4466837 | |
Entity Address, Address Line One | 111 N. Canal Street | |
Entity Address, Address Line Two | Suite 325 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Postal Zip Code | 60606 | |
City Area Code | 312 | |
Local Phone Number | 951-0600 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 26, 2021 | Dec. 27, 2020 |
Current assets | ||
Cash and cash equivalents | $ 9,836 | $ 11,126 |
Accounts receivable, net of allowances of $21 and $47 as of September 26, 2021 and December 27, 2020, respectively | 5,732 | 4,354 |
Inventories | 3,186 | 2,989 |
Prepaid expenses and other current assets | 4,352 | 4,839 |
Total current assets | 23,106 | 23,308 |
Property and equipment, net | 52,578 | 61,193 |
Right-of-use assets for operating leases | 171,343 | 189,141 |
Indefinite-lived intangible assets | 3,404 | 3,404 |
Goodwill | 2,222 | 2,222 |
Deferred expenses, net and other assets | 4,107 | 4,089 |
Total assets | 256,760 | 283,357 |
Current liabilities | ||
Accounts payable | 5,452 | 6,206 |
Accrued expenses | 29,523 | 23,742 |
Short-term operating lease liabilities | 30,924 | 35,325 |
Current portion of long-term debt | 1,833 | 333 |
Total current liabilities | 67,732 | 65,606 |
Long-term debt, net of current portion | 13,967 | 15,953 |
Long-term operating lease liabilities | 170,594 | 189,146 |
Other long-term liabilities | 4,717 | 7,157 |
Total liabilities | 257,010 | 277,862 |
Commitments and contingencies (Note 11) | ||
Equity | ||
Common stock, $0.01 par value—authorized 200,000 shares; outstanding 28,369 and 24,323 shares as of September 26, 2021 and December 27, 2020, respectively | 380 | 339 |
Warrants | 2,566 | |
Additional paid-in-capital | 452,113 | 438,174 |
Treasury stock, held at cost, 9,774 and 9,612 shares as of September 26, 2021, and December 27, 2020, respectively | (114,511) | (113,266) |
Accumulated deficit | (340,778) | (319,477) |
Total stockholders’ equity | (230) | 5,770 |
Non-controlling interest | (20) | (275) |
Total equity | (250) | 5,495 |
Total liabilities and equity | $ 256,760 | $ 283,357 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 26, 2021 | Dec. 27, 2020 |
Statement Of Financial Position [Abstract] | ||
Allowances on accounts receivable | $ 21 | $ 47 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 200,000,000 | 200,000,000 |
Common stock, outstanding | 28,369,000 | 24,323,000 |
Treasury stock, shares | 9,774,000 | 9,612,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Revenues | ||||
Total revenues | $ 101,694 | $ 72,663 | $ 277,248 | $ 216,415 |
Sandwich shop operating expenses | ||||
Labor and related expenses | 33,087 | 25,809 | 93,662 | 78,090 |
Occupancy expenses | 13,437 | 13,904 | 40,598 | 43,581 |
Other operating expenses | 16,312 | 12,126 | 44,343 | 35,881 |
Advertising | 896 | 233 | 1,740 | 794 |
General and administrative expenses | 7,612 | 9,588 | 24,275 | 27,300 |
Depreciation expense | 3,610 | 4,699 | 12,337 | 15,110 |
Pre-opening costs | 64 | |||
Impairment, loss on disposal of property and equipment and shop closures | 1,118 | 1,721 | 4,497 | 9,602 |
Total expenses | 104,297 | 88,801 | 297,487 | 271,425 |
Loss from operations | (2,603) | (16,138) | (20,239) | (55,010) |
Interest expense, net | 241 | 268 | 713 | 730 |
Loss before income taxes | (2,844) | (16,406) | (20,952) | (55,740) |
Income tax expense (benefit) | 16 | (2,917) | 230 | (6,585) |
Net loss | (2,860) | (13,489) | (21,182) | (49,155) |
Net income (loss) attributable to non-controlling interest | 88 | (77) | 119 | (191) |
Net loss attributable to Potbelly Corporation | $ (2,948) | $ (13,412) | $ (21,301) | $ (48,964) |
Net loss per common share attributable to common stockholders: | ||||
Basic | $ (0.10) | $ (0.56) | $ (0.78) | $ (2.06) |
Diluted | $ (0.10) | $ (0.56) | $ (0.78) | $ (2.06) |
Weighted average shares outstanding: | ||||
Basic | 28,264 | 23,957 | 27,395 | 23,792 |
Diluted | 28,264 | 23,957 | 27,395 | 23,792 |
Product [Member] | ||||
Revenues | ||||
Total revenues | $ 100,996 | $ 72,189 | $ 275,274 | $ 215,013 |
Sandwich shop operating expenses | ||||
Cost of goods sold, excluding depreciation | 28,225 | 20,721 | 76,035 | 61,003 |
Franchise Royalties And Fees [Member] | ||||
Revenues | ||||
Total revenues | $ 698 | $ 474 | $ 1,974 | $ 1,402 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment [Member]Revision of Prior Period, Adjustment [Member] | Common Stock [Member] | Treasury Stock [Member] | Warrants [Member] | Additional Paid-in-Capital [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Cumulative Effect, Period of Adoption, Adjustment [Member]Revision of Prior Period, Adjustment [Member] | Non-Controlling Interest [Member] |
Beginning balance at Dec. 29, 2019 | $ 69,169 | $ 331 | $ (112,680) | $ 435,278 | $ (254,081) | $ 321 | |||
Beginning balance, common shares at Dec. 29, 2019 | 23,638 | ||||||||
Cumulative impact (ASU 2016-13 (Topic 326) [Member]) at Dec. 29, 2019 | $ (5) | $ (5) | |||||||
Net income (loss) | (49,155) | (48,964) | (191) | ||||||
Stock-based compensation plans | (586) | $ 6 | (586) | (6) | |||||
Stock-based compensation plans, shares | 444 | ||||||||
Distributions to non-controlling interest | (344) | (344) | |||||||
Repurchases of common stock | 389 | $ 1 | 388 | ||||||
Repurchases of common stock, shares | 130 | ||||||||
Contributions from non-controlling interest | 143 | 143 | |||||||
Stock-based compensation expense | 2,480 | 2,480 | |||||||
Ending balance at Sep. 27, 2020 | 22,091 | $ 338 | (113,266) | 438,140 | (303,050) | (71) | |||
Ending balance, common shares at Sep. 27, 2020 | 24,212 | ||||||||
Beginning balance at Jun. 28, 2020 | 34,653 | $ 334 | (112,757) | 436,536 | (289,638) | 178 | |||
Beginning balance, common shares at Jun. 28, 2020 | 23,898 | ||||||||
Net income (loss) | (13,489) | (13,412) | (77) | ||||||
Stock-based compensation plans | (509) | $ 4 | (509) | (4) | |||||
Stock-based compensation plans, shares | 314 | ||||||||
Distributions to non-controlling interest | (172) | (172) | |||||||
Stock-based compensation expense | 1,608 | 1,608 | |||||||
Ending balance at Sep. 27, 2020 | 22,091 | $ 338 | (113,266) | 438,140 | (303,050) | (71) | |||
Ending balance, common shares at Sep. 27, 2020 | 24,212 | ||||||||
Beginning balance at Dec. 27, 2020 | $ 5,495 | $ 339 | (113,266) | 438,174 | (319,477) | (275) | |||
Beginning balance, common shares at Dec. 27, 2020 | 24,323 | 24,323 | |||||||
Cumulative impact at Dec. 27, 2020 | $ (319,477) | ||||||||
Net income (loss) | (21,182) | (21,301) | 119 | ||||||
Stock-based compensation plans | (1,245) | $ 9 | (1,245) | (9) | |||||
Stock-based compensation plans, shares | 796 | ||||||||
Proceeds from exercise of stock options | 219 | 219 | |||||||
Issuance of common shares and warrants, net of fees | 14,839 | $ 32 | $ 2,566 | 12,241 | |||||
Issuance of common shares and warrants, net of fees, shares | 3,250 | ||||||||
Contributions from non-controlling interest | 136 | 136 | |||||||
Stock-based compensation expense | 1,488 | 1,488 | |||||||
Ending balance at Sep. 26, 2021 | $ (250) | $ 380 | (114,511) | 2,566 | 452,113 | (340,778) | (20) | ||
Ending balance, common shares at Sep. 26, 2021 | 28,369 | 28,369 | |||||||
Beginning balance at Jun. 27, 2021 | $ 2,530 | $ 378 | (113,951) | 2,566 | 451,475 | (337,830) | (108) | ||
Beginning balance, common shares at Jun. 27, 2021 | 28,171 | ||||||||
Net income (loss) | (2,860) | (2,948) | 88 | ||||||
Stock-based compensation plans | (560) | $ 2 | (560) | (2) | |||||
Stock-based compensation plans, shares | 198 | ||||||||
Stock-based compensation expense | 640 | 640 | |||||||
Ending balance at Sep. 26, 2021 | $ (250) | $ 380 | $ (114,511) | $ 2,566 | $ 452,113 | $ (340,778) | $ (20) | ||
Ending balance, common shares at Sep. 26, 2021 | 28,369 | 28,369 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity (Unaudited) (Parenthetical) $ in Thousands | 9 Months Ended |
Sep. 27, 2020USD ($) | |
ASU 2016-13 (Topic 326) [Member] | |
Cumulative impact tax | $ 2 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 26, 2021 | Sep. 27, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (21,182) | $ (49,155) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 12,337 | 15,110 |
Noncash lease expense | 19,199 | 20,151 |
Deferred income tax | 14 | 14 |
Stock-based compensation expense | 1,488 | 2,480 |
Impairment, loss on disposal of property and equipment and shop closures | 3,944 | 8,873 |
Other operating activities | 232 | 582 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (1,378) | (281) |
Inventories | (197) | 749 |
Prepaid expenses and other assets | 626 | 49 |
Accounts payable | (1,130) | 1,918 |
Operating lease liabilities | (24,932) | (10,776) |
Accrued expenses and other liabilities | 3,841 | 2,542 |
Net cash used in operating activities: | (7,138) | (7,744) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (7,543) | (8,702) |
Net cash used in investing activities: | (7,543) | (8,702) |
Cash flows from financing activities: | ||
Borrowings under revolving credit facility | 28,000 | 49,786 |
Repayments under revolving credit facility | (28,486) | (37,400) |
Proceeds from Paycheck Protection Program loan | 10,000 | |
Payment of debt issuance costs | (195) | (553) |
Proceeds from issuance of common shares and warrants, net of fees | 14,839 | |
Proceeds from exercise of stock options | 219 | |
Employee taxes on certain stock-based payment arrangements | (1,122) | (585) |
Distributions to non-controlling interest | (344) | |
Contributions from non-controlling interest | 136 | 143 |
Net cash provided by financing activities: | 13,391 | 21,047 |
Net increase (decrease) in cash and cash equivalents | (1,290) | 4,601 |
Cash and cash equivalents at beginning of period | 11,126 | 18,806 |
Cash and cash equivalents at end of period | 9,836 | 23,407 |
Supplemental cash flow information: | ||
Income taxes paid | 185 | 240 |
Interest paid | 482 | 468 |
Supplemental non-cash investing and financing activities: | ||
Unpaid liability for purchases of property and equipment | 599 | $ 350 |
Unpaid liability for employee taxes on certain stock-based payment arrangements | $ 124 |
Organization and Other Matters
Organization and Other Matters | 9 Months Ended |
Sep. 26, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Other Matters | (1) Organization and Other Matters Business Potbelly Corporation (the “Company”, “Potbelly”, “we”, “us” or “our”), through its wholly owned subsidiaries, owns and operates 397 company-owned shops in the United States. Additionally, Potbelly franchisees operate 46 shops in the United States. Basis of Presentation The unaudited condensed consolidated financial statements and notes herein should be read in conjunction with the audited consolidated financial statements of Potbelly Corporation and its subsidiaries and the notes thereto included in our Annual Report on Form 10-K for the year ended December 27, 2020. The unaudited condensed consolidated financial statements included herein have been prepared by us without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to the SEC rules and regulations. In the opinion of management, all adjustments, which are of a normal and recurring nature (except as otherwise noted), that are necessary to present fairly our balance sheet as of September 26, 2021 and December 27, 2020, our statement of operations for the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, the statement of equity for the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, and our statement of cash flows for the 39 weeks ended September 26, 2021 and September 27, 2020 have been included. The condensed consolidated statements of operations for the interim periods presented herein are not necessarily indicative of the results to be expected for the full year. Any reclassifications made had no impact on the loss from operations, balance sheets or statements of cash flows. We do not have any components of other comprehensive income recorded within our consolidated financial statements and therefore, does not separately present a statement of comprehensive income in our condensed consolidated financial statements. COVID-19 On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus ("COVID-19") and the risks to the international community as the virus spreads globally. On March 11, 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. In response to the pandemic, many states and jurisdictions in which we operate issued stay-at-home orders and other measures aimed at slowing the spread of the coronavirus, resulting in significant changes to our operations and a sudden and drastic decrease in revenues. While the pandemic continues to have an impact on our business, the distribution of COVID-19 vaccines and a decline in positive cases and hospitalizations has resulted in a gradual improvement during 2021. The COVID-19 pandemic has adversely affected, and will continue to adversely affect, our operations and financial results for the foreseeable future. There are many uncertainties regarding the current COVID-19 pandemic, and we continue to closely monitor the impact of the pandemic on all aspects of our business, including how it will impact our customers, employees, suppliers, vendors, business partners, and distribution channels. We are unable to predict the impact that COVID-19 will have on our financial position and operating results due to numerous uncertainties, however, we are continually assessing the evolving impact of the COVID-19 pandemic and intend to make adjustments to our responses accordingly. P rinciples of Consolidation The unaudited condensed 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 and Potbelly Sandwich Works, LLC (“PSW”); seven of PSW’s wholly owned subsidiaries and PSW’s six joint ventures, collectively, the “Company.” All intercompany balances and transactions have been eliminated in consolidation. For consolidated joint ventures, non-controlling interest represents a non-controlling partner’s share of the assets, liabilities and operations related to the seven joint venture investments. Potbelly has ownership interests ranging from 51-80% in these consolidated joint ventures. Fiscal Year We use a 52/53-week fiscal year that ends on the last Sunday of the calendar period. Approximately every five or six years a 53rd week is added. Fiscal year 2021 and 2020 both consist of 52 weeks. The fiscal quarters ended September 26, 2021 and September 27, 2020 each consisted of 13 weeks. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Significant estimates include amounts for long-lived assets and income taxes. Actual results could differ from those estimates. Recent Accounting Pronouncements On December 28, 2020, we adopted Accounting Standard Update No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40) |
Revenue
Revenue | 9 Months Ended |
Sep. 26, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | (2) Revenue We primarily earn revenue at a point in time for sandwich shop sales, which can occur in person at the shop, over our online or app platform, or through a third-party platform. 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. We have other revenue generating activities outlined below. Franchise Revenue We earn an initial franchise fee, a franchise development agreement fee and ongoing royalty fees under our franchise agreements. Initial franchise fees are considered highly dependent upon and interrelated with the franchise right granted in the franchise agreement. As such, these franchise fees are recognized over the contractual term of the franchise agreement. We record a contract liability for the unearned portion of the initial franchise fees. Franchise development agreement fees represent the exclusivity rights for a geographical area paid by a third party to develop Potbelly shops for a certain period of time. Franchise development agreement fee payments received by us are recorded as deferred revenue in the consolidated balance sheet and amortized over the life of the franchise development agreement. 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. Gift Card Redemptions / Breakage Revenue We sell gift cards to customers, record the sale as a contract liability and recognize the associated revenue as the gift card is redeemed. A portion of these gift cards are not redeemed by the customer, which is recognized by us as revenue as a percentage of customers gift card redemptions. The expected breakage amount recognized is determined by a historical data analysis on gift card redemption patterns. We recognized gift card breakage income of $0.1 million and $0.1 million for the 39 weeks ended September 26, 2021, and September 27, 2020, respectively, which is recorded within net sandwich shop sales in our condensed consolidated statements of operations. Loyalty Program During the second quarter of 2020, we implemented a new customer loyalty program for customers using the Potbelly Perks application at the point of sale. The customer will typically earn 10 points for every dollar spent in addition to any active promotions, and the customer will earn a free entrée after earning 1,000 points. We defer revenue associated with the estimated selling price of points earned by Potbelly Perks members towards free entrées as each point is earned, and a corresponding liability is established in deferred revenue. The deferral is based on the estimated value of the product for which the reward is expected to be redeemed, net of estimated unredeemed points. Once a customer earns a free entrée, that entrée reward will expire after 30 days. Earned but unredeemed points expire after one year of inactivity on that customer’s account. When points are redeemed, we recognize revenue for the redeemed product and reduce deferred revenue. For the 39 weeks ended September 26, 2021 revenue recognized from all revenue sources on point in time sales was $276.8 million, and revenue recognized from sales over time was $0.4 million. For the 39 weeks ended September 27, 2020, revenue recognized from all revenue sources on point in time sales was $216.0 million, and revenue recognized from sales over time was $0.4 million. Contract Liabilities As described above, we record current and noncurrent contract liabilities for upfront franchise fees, gift cards and the loyalty program. There are no other contract liabilities or contract assets recorded by us. The opening and closing balances of our current and noncurrent contract liabilities from contracts with customers were as follows: Current Contract Liability Noncurrent Contract Liability (Thousands) (Thousands) Beginning balance as of December 27, 2020 $ 3,138 $ 1,707 Ending balance as of September 26, 2021 3,357 1,489 Increase (decrease) in contract liability $ 219 $ (218 ) The aggregate value of remaining performance obligations on outstanding contracts was $4.8 million as of September 26, 2021. We expect to recognize revenue related to contract liabilities as follows (in thousands), which may vary based upon franchise activity as well as gift card redemption patterns: Years Ending Amount 2021 $ 1,077 2022 1,834 2023 370 2024 227 2025 314 Thereafter 1,025 Total revenue recognized $ 4,847 For the 13 and 39 weeks ended September 26, 2021, the amount of revenue recognized related to the December 27, 2020 liability ending balance was $0.2 million and $1.1 million, respectively. For the 13 weeks and 39 weeks ended September 27, 2020, the amount of revenue recognized related to the December 31, 2019 liability ending balance was $0.1 million and $0.9 million, respectively. This revenue related to the recognition of gift card redemptions and upfront franchise fees. For the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, we did not recognize any revenue from obligations satisfied (or partially satisfied) in prior periods. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 26, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | (3) Fair Value Measurement The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and all other current liabilities approximate fair values due to the short maturities of these balances. The book value of the long-term debt under the Credit Agreement, subsequently amended most recently as of February 26, 2021 and further discussed in Note 7, is considered to approximate its fair value as of September 26, 2021 as the interest rates are considered in line with current market rates. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Assets recognized or disclosed at fair value on the consolidated financial statements on a nonrecurring basis include items such as leasehold improvements, property and equipment, operating lease assets, goodwill, and other intangible assets. These assets are measured at fair value if determined to be impaired. We assess potential impairments to our long-lived assets, which includes property and equipment and lease right-of-use assets, on a quarterly basis or whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. Shop-level assets and right-of-use assets are grouped at the individual shop-level for the purpose of the impairment assessment. Recoverability of an asset group 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 group. 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 group exceeds the fair value of the asset group. The fair value of the shop assets is 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. The fair value of right-of-use assets is estimated using market comparative information for similar properties. Level 3 inputs are derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. After performing a periodic review of our shops during the 13 weeks and 39 weeks ended September 26, 2021 , it was determined that indicators of impairment were present for certain shops as a result of continued underperformance, primarily related to the impacts of COVID-19. We performed an impairment analysis related to these shops and recorded an impairment charge of $ 1.0 million and $ million for the 13 and 39 weeks ended September 26, 2021 . T he ultimate severity and longevity of the COVID-19 pandemic is unknown, and therefore, it is possible that impairments could be identified in future periods, and such amounts could be material. During the first quarter of 2021, we amended the lease for our corporate Support Center office in Chicago to relocate to a different office space within the same building. As a result of this relocation, the leasehold improvements of the original office space were disposed, resulting in a loss on disposal of $2.5 million based on the remaining net book value of those assets. |
Loss Per Share
Loss Per Share | 9 Months Ended |
Sep. 26, 2021 | |
Earnings Per Share [Abstract] | |
Loss Per Share | (4) Loss Per Share Basic and diluted loss per common share attributable to common stockholders are calculated using the weighted average number of common shares outstanding for the period. Diluted loss per common share attributable to common stockholders is computed by dividing the loss allocated to common stockholders by the weighted average number of fully diluted common shares outstanding. In periods of a net loss, no potential common shares are included in diluted shares outstanding as the effect is anti-dilutive. For the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, we had a loss per share, and therefore potentially dilutive shares were excluded from the calculation. The following table summarizes the loss per share calculation: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, 2021 2020 2021 2020 Net loss attributable to Potbelly Corporation $ (2,948 ) $ (13,412 ) $ (21,301 ) $ (48,964 ) Weighted average common shares outstanding-basic 28,264 23,957 27,395 23,792 Plus: Effect of potential stock options exercise — — — — Weighted average common shares outstanding-diluted 28,264 23,957 27,395 23,792 Loss per share available to common stockholders-basic $ (0.10 ) $ (0.56 ) $ (0.78 ) $ (2.06 ) Loss per share available to common stockholders-diluted $ (0.10 ) $ (0.56 ) $ (0.78 ) $ (2.06 ) Potentially dilutive shares that are considered anti-dilutive: Common share options 1,888 3,015 1,994 2,769 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 26, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (5) Income Taxes The interim tax provision is determined using an estimated annual effective tax rate and is adjusted for discrete taxable events that occur during the quarter. We regularly assess the need for a valuation allowance related to our deferred tax assets, which includes consideration of both positive and negative evidence related to the likelihood of realization of such deferred tax assets to determine, based on the weight of the available evidence, whether it is more-likely-than-not that some or all of our deferred tax assets will not be realized. In our assessment, we consider recent financial operating results, projected future taxable income, the reversal of existing taxable differences, and tax planning strategies. We recorded a full valuation allowance against our net deferred tax assets during the first quarter of 2019, resulting in a non-cash charge to income tax expense of $13.6 million. We continue to maintain a valuation allowance against all of our deferred tax assets as of September 26, 2021. We did not provide for an income tax benefit on our pre-tax loss for the 13 and 39 weeks ended September 26, 2021 and September 27, 2020. We assess the likelihood of the realization of our deferred tax assets each quarter and the valuation allowance is adjusted accordingly. On March 27, 2020, the CARES Act was enacted into law. The CARES Act is a tax and spending package intended to provide economic relief to address the impact of the COVID-19 pandemic. The CARES Act includes several significant business tax provisions that, among other things, would eliminate the taxable income limit for certain NOLs and allow businesses to carry back NOLs arising in 2018, 2019, and 2020 to the five prior tax years, accelerate refunds of previously generated corporate AMT credits, loosen the business interest limitation under section 163(j), and fix the qualified improvement property regulations in the 2017 Tax Cuts and Jobs Act. As a result of the CARES Act, we received a tax refund of $6.7 million during fiscal year 2020 from the carryback of NOLs and a refund of prior AMT credits. |
Leases
Leases | 9 Months Ended |
Sep. 26, 2021 | |
Leases [Abstract] | |
Leases | (6) Leases We determine if a contract contains a lease at inception. We lease retail shops, warehouse and office space under operating leases. For leases with renewal periods at our option, we determine the expected lease period based on whether the renewal of any options are reasonably assured at the inception of the lease. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, we estimate incremental secured borrowing rates corresponding to the maturities of the leases. We estimate this rate based on prevailing financial market conditions, comparable company and credit analysis, and management judgment. We recognize expense for these leases on a straight-line basis over the lease term. Additionally, tenant incentives used to fund leasehold improvements are recognized when earned and reduce our right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. In fiscal year 2020, as a result of COVID-19, we held discussions with landlords regarding restructuring of our leases in light of various contractual and legal defenses, and we subsequently entered into a total of 350 amendments with our respective landlords through September 26, 2021. The vast majority of these lease amendments were completed during fiscal year 2020, and we are substantially complete with COVID-19-related lease amendments as of September 26, 2021. During the 13 weeks ended September 26, 2021, we did not terminate any leases. During the 39 weeks ended September 26, 2021, we terminated 3 leases. We incurred $0.2 million in lease termination fees related to these leases for the 39 weeks ended September 26, 2021. Upon termination of the leases during the 39 weeks ended September 26, 2021, we derecognized ROU assets of $1.4 million and lease liabilities of $1.5 million that resulted in a net gain of $0.1 million that is recorded in impairment, loss on disposal of property and equipment and shop closures. Operating lease term and discount rate were as follows: September 26, September 27, 2021 2020 Weighted average remaining lease term (years) 7.33 8.02 Weighted average discount rate 7.93 % 7.89 % Certain of our operating lease agreements include variable payments that are passed through by the landlord, such as common area maintenance and real estate taxes, as well as variable payments based on percentage rent for certain of our shops. Pass-through charges and payments based on percentage rent are included within variable lease cost. The components of lease cost were as follows: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, Classification 2021 2020 2021 2020 Operating lease cost Occupancy and General and administrative expenses 10,310 11,112 31,017 34,699 Variable lease cost Occupancy 3,090 2,879 9,565 9,119 Total lease cost $ 13,400 $ 13,991 $ 40,582 $ 43,818 Supplemental disclosures of cash flow information related to leases were as follows: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, 2021 2020 2021 2020 Operating cash flows rent paid for operating lease liabilities 11,688 10,693 36,739 24,200 Operating right-of-use assets obtained in exchange for new operating lease liabilities 2,302 5,264 6,958 18,800 Reduction in operating right-of-use assets due to lease terminations and modifications — 7,973 4,140 12,855 As of September 26, 2021, we had no real estate leases entered into that had not yet commenced. Maturities of lease liabilities were as follows as of September 26, 2021: Operating Leases Remainder of 2021 13,026 2022 42,129 2023 37,972 2024 34,893 2025 31,976 2026 28,199 Thereafter 81,997 Total lease payments 270,192 Less: imputed interest (68,674 ) Present value of lease liabilities $ 201,518 |
Debt and Credit Facilities
Debt and Credit Facilities | 9 Months Ended |
Sep. 26, 2021 | |
Debt Disclosure [Abstract] | |
Debt and Credit Facilities | (7) Debt and Credit Facilities The components of long-term debt were as follows: September 26, December 27, 2021 2020 Revolving credit facility $ 5,800 $ 6,286 Paycheck Protection Program loan 10,000 10,000 Less: current portion of long-term debt (1,833 ) (333 ) Total long-term debt $ 13,967 $ 15,953 Current portion of debt $ 1,833 $ 333 Revolving credit facility On August 7, 2019, we entered into a second amended and restated revolving credit facility agreement (the "Credit Agreement") with JPMorgan Chase Bank, N.A. (“JPMorgan”). The Credit Agreement amends and restates that certain amended and restated revolving credit facility agreement, dated as of December 9, 2015, and amended on May 3, 2019 (collectively, the "Prior Credit Agreement") with JPMorgan. The Credit Agreement provided, among other things, for a revolving credit facility in a maximum principal amount $40 million, with possible future increases of up to $20 million under an expansion feature. Borrowings under the credit facility generally bear interest at our option at either (i) a eurocurrency rate determined by reference to the applicable LIBOR rate plus a specified margin or (ii) a prime rate as announced by JP Morgan plus a specified margin. The applicable margin was determined based upon our consolidated total leverage ratio. On the last day of each calendar quarter, we were required to pay a commitment fee of 0.20% per annum in respect of any unused commitments under the credit facility. So long as certain total leverage ratios, EBITDA thresholds and minimum liquidity requirements are met and no default or event of default has occurred or would result, there was no limit on the “restricted payments” (primarily distributions and equity repurchases) that we may make, provided that proceeds of the loans under the Credit Agreement may not be used for purposes of making restricted payments. As disclosed in our Annual Report on Form 10-K for the fiscal year ended December 27, 2020, during 2020, we drew on the credit facility to increase our cash position and preserve financial flexibility in light of the uncertainty resulting from the COVID-19 pandemic, and we amended the Credit Agreement throughout fiscal year 2020. Most recently, we entered into Amendment No. 5 (the “Fifth Amendment”) to the Credit Agreement on February 26, 2021. As a result of the Amendment (i) the maturity date was extended from March 31, 2022 to January 31, 2023, (ii) the revolving credit commitment decreased from $40 million to $25 million, (iii) the interest rate margin with respect to any Commercial Bank Floating Rate Loan increased to 2.75%, (iv) the interest rate margin with respect to any Eurodollar Loan increased to 5.00%, (v) the definition of EBITDA was amended to exclude non-cash charges/gains in connection with certain equity interests of the Company, (vi) certain borrowing conditions relating to the Company’s Consolidated Cash Balance were instituted, (vii) the Company is permitted to repurchase/redeem its equity interests under certain conditions and (viii) the minimum monthly EBITDA and Liquidity thresholds the Company must maintain were revised. As of September 26, 2021 , we had $ 5.8 million outstanding under the Credit Agreement. As of December 27 , 2020, we had $ million outstanding under the Credit Agreement. We are currently in compliance with all financial debt covenants. Paycheck Protection Program Loan On August 10, 2020, PSW, an indirect subsidiary of the Company, entered into a loan agreement with Harvest Small Business Finance, LLC in the aggregate amount of $10.0 million (the “Loan”), pursuant to the PPP under the CARES Act. The Loan was necessary to support our ongoing operations due to the economic uncertainty resulting from the COVID-19 pandemic and lack of access to alternative sources of liquidity. The Loan is scheduled to mature five years from the date on which PSW applies for loan forgiveness under the CARES Act, bears interest at a rate of 1% per annum and is subject to the terms and conditions applicable to loans administered by the U.S. Small Business Administration under the CARES Act. The PPP provides that the use of the Loan amount shall be limited to certain qualifying expenses and may be partially or wholly forgiven in accordance with the requirements set forth in the CARES Act. We have used all of the PPP proceeds toward qualifying expenses and are pursuing forgiveness of the full Loan amount, but we are not able to determine the likelihood or the amount of forgiveness that will be obtained. We have recorded the amount of the Loan as long-term debt in our condensed consolidated balance sheet as of September 26, 2021, net of the current portion of the Loan which represents the payments that would be due in the next twelve months if we are not able to obtain forgiveness. The related interest has been recorded to interest expense in our condensed consolidated statement of operations for the 13 and 39 weeks ended September 26, 2021. |
Restructuring
Restructuring | 9 Months Ended |
Sep. 26, 2021 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | (8) Restructuring On November 3, 2020, as part of our COVID-related cost reduction efforts and to better align our general and administrative expenses with future strategy, we made the determination to reorganize and restructure our corporate team. We expect that this restructuring plan will result in annual general and administrative expense savings of $3.5 to $4.0 million. This was accomplished through corporate expense optimization, consolidating our shop support services, and through other expense and staff reductions. As a result, we reduced corporate employment levels by approximately 35 employees in the fourth quarter of 2020. We substantially completed our planned restructuring actions during 2020, but we will continue to evaluate our cost structure and seek opportunities for further efficiencies and cost savings as part of our ongoing strategy. As such, we may incur additional restructuring related charges or adjustments to previously recorded charges in the future, however, we are unable to estimate the amount of charges at this time. The accrued restructuring balances as of September 26, 2021 represent expected future cash payments required to satisfy our remaining obligations, nearly all of which are expected to be paid by the end of 2021. Total (Thousands) Balance as of December 27, 2020 $ 1,489 Charges incurred — Payments made (1,107 ) Balance at September 26, 2021 $ 382 |
Capital Stock
Capital Stock | 9 Months Ended |
Sep. 26, 2021 | |
Equity [Abstract] | |
Capital Stock | (9) Capital Stock On May 8, 2018, we announced that our Board of Directors authorized a stock repurchase program for up to $65.0 million of our outstanding common stock. The program permits us, from time to time, to purchase shares in the open market (including in pre-arranged stock trading plans in accordance with the guidelines specified in Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended) or in privately negotiated transactions. The number of common shares actually repurchased, and the timing and price of repurchases, will depend upon market conditions, SEC requirements and other factors. Purchases may be started or stopped at any time without prior notice depending on market conditions and other factors. For the 13 and 39 weeks ended September 26, 2021, we did not repurchase any shares of our common stock under the stock repurchase program. In light of the COVID-19 pandemic, we do not have plans to repurchase any common stock under our stock repurchase program at this time. On February 9, 2021, we closed on a Securities Purchase Agreement (the “SPA”) for the sale by us of 3,249,668 shares of our common stock at a par value of $0.01 per share and the issuance of warrants to purchase 1,299,861 shares of common stock at an exercise price of $5.45 per warrant for gross proceeds of $16.0 million, before deducting placement agent fees and offering expenses of approximately $1.0 million. The warrants are initially exercisable commencing August 13, 2021 through their expiration date of August 12, 2026. The proceeds received from the SPA were allocated between shares and warrants based on their relative fair values at closing. The warrants were valued utilizing the Black-Scholes method. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 26, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | (10) Stock-Based Compensation Stock options We have awarded stock options to certain employees and certain non-employee members of our Board of Directors. The grants generally vest over a four-year A summary of stock option activity for the 39 weeks ended September 26, 2021 is as follows: Options Shares (Thousands) Weighted Average Exercise Price Aggregate Intrinsic Value (Thousands) Weighted Average Remaining Term (Years) Outstanding—December 27, 2020 1,233 $ 10.68 $ — 2.49 Granted — — Exercised (31 ) 7.24 Canceled (664 ) 9.75 Outstanding—September 26, 2021 538 12.03 $ — 2.50 Exercisable—September 26, 2021 535 $ 12.02 $ — 2.48 Stock-based compensation related to stock options is measured at the grant date based on the calculated fair value of the award, and is recognized as expense over the requisite employee service period, which is generally the vesting period of the grant with a corresponding increase to additional paid-in capital. For the 13 and 39 weeks ended September 26, 2021, we recognized stock-based compensation expense related to stock options of less than $0.1 million. For the 13 weeks ended September 27, 2020, we recognized stock-based compensation credit of $0.1 million due to forfeiture credits. For the 39 weeks ended September 27, 2020, we recognized stock-based compensation expense related to stock options of $0.2 million. As of September 26, 2021, unrecognized stock-based compensation expense for stock options was less than $0.1 million, which will be recognized through fiscal year 2022. We record stock-based compensation expense within general and administrative expenses in the condensed consolidated statements of operations. Restricted stock units We award restricted stock units (“RSUs”) to certain employees and certain non-employee members of our Board of Directors. Prior to 2021, the Board of Director grants had a vesting schedule of 50% on the first anniversary of the grant date and 50% on the second anniversary of the grant date. Beginning with the annual grant made in the second quarter of 2021, the Board of Director grants fully vest on the first anniversary of the grant date, or upon termination from the Board of Directors for any reason other than for cause, a pro rata portion of the shares vest on the termination date. The employee grants vest in one-third increments over a three-year A summary of RSU activity for the 39 weeks ended September 26, 2021 is as follows: RSUs Number of RSUs (Thousands) Weighted Average Fair Value per Share Non-vested as of December 27, 2020 994 $ 3.35 Granted 649 6.16 Vested (419 ) 7.12 Canceled (13 ) — Non-vested as of September 26, 2021 1,211 $ 4.47 Performance stock units We award performance share units (“PSUs”) to certain of our employees. The PSUs have certain vesting conditions based upon our financial performance or our stock price. We grant PSUs that are subject to service and market vesting conditions. The fair market value of each grant was established using a Monte Carlo simulation model. Participants are entitled to receive a specified number of shares of our common stock contingent on achievement of a stock return on our common stock. For the 13 and 39 weeks ended September 26, 2021, we recognized stock-based compensation expense for PSUs with market vesting conditions of $0.1 million and $0.5 million, respectively. A summary of activity for PSUs with market vesting conditions for the 39 weeks ended September 26, 2021 is as follows: PSUs Number of PSUs (Thousands) Weighted Average Fair Value per Share Non-vested as of December 27, 2020 502 1.38 Granted 130 8.43 Vested (502 ) 6.76 Canceled — — Non-vested as of September 26, 2021 130 $ 8.43 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 26, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (11) Commitments and Contingencies We are 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 our financial position or results of operations and cash flows . |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 26, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (12) Related Party Transactions In connection with our sale of common stock and warrants to purchase common stock in February 2021 in a private placement, certain of our stockholders that owned greater than 5% of our outstanding shares prior to the closing of the private placement purchased shares of common stock and warrants to purchase common stock on the same terms as the other shares and warrants that were offered and sold in the offering. The purchasers included the following stockholders, none of which owned more than 8.5% of our outstanding common stock prior to the closing of the private placement: 201,514 shares of common stock and warrants to purchase 80,605 shares of common stock were purchased by 180 Degree Capital Corp., for an aggregate purchase price of approximately $1.0 million and 164,875 shares of common stock and warrants to purchase 65,950 shares of common stock were purchased by B&W Pension Trust (of which 180 Degree Capital Corp. is the investment advisor and may be deemed to be a beneficial owner of such shares), for an aggregate purchase price of approximately $0.8 million; 223,904 shares of common stock and warrants to purchase 89,561 shares of common stock were purchased by Agman Investments LLC, for an aggregate purchase price of approximately $1.1 million; 366,389 shares of common stock and warrants to purchase 146,555 shares of common stock were purchased by funds controlled by Ancora Holdings Inc., for an aggregate purchase price of approximately $1.8 million; 193,372 shares of common stock and warrants to purchase 77,348 shares of common stock were purchased by Chain of Lakes Investment Fund, LLC, for an aggregate purchase price of approximately $0.9 million; and 407,099 shares of common stock were purchased by Intrinsic Investment Holdings, LLC, for an aggregate purchase price of approximately $2.0 million. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 26, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | (13) Subsequent Events On November 3, 2021, we entered into a certain Equity Sales Agreement (the “Sales Agreement”) with William Blair & Company, L.L.C., as agent (“William Blair”) pursuant to which we may sell shares of our common stock having an aggregate offering price of up to $40,000,000 (the “Shares”), from time to time, in our sole discretion, through an “at the market” equity offering program under which William Blair will act as sales agent. |
Organization and Other Matters
Organization and Other Matters (Policies) | 9 Months Ended |
Sep. 26, 2021 | |
Accounting Policies [Abstract] | |
Business | Business Potbelly Corporation (the “Company”, “Potbelly”, “we”, “us” or “our”), through its wholly owned subsidiaries, owns and operates 397 company-owned shops in the United States. Additionally, Potbelly franchisees operate 46 shops in the United States. |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements and notes herein should be read in conjunction with the audited consolidated financial statements of Potbelly Corporation and its subsidiaries and the notes thereto included in our Annual Report on Form 10-K for the year ended December 27, 2020. The unaudited condensed consolidated financial statements included herein have been prepared by us without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to the SEC rules and regulations. In the opinion of management, all adjustments, which are of a normal and recurring nature (except as otherwise noted), that are necessary to present fairly our balance sheet as of September 26, 2021 and December 27, 2020, our statement of operations for the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, the statement of equity for the 13 and 39 weeks ended September 26, 2021 and September 27, 2020, and our statement of cash flows for the 39 weeks ended September 26, 2021 and September 27, 2020 have been included. The condensed consolidated statements of operations for the interim periods presented herein are not necessarily indicative of the results to be expected for the full year. Any reclassifications made had no impact on the loss from operations, balance sheets or statements of cash flows. We do not have any components of other comprehensive income recorded within our consolidated financial statements and therefore, does not separately present a statement of comprehensive income in our condensed consolidated financial statements. |
COVID-19 | COVID-19 On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus ("COVID-19") and the risks to the international community as the virus spreads globally. On March 11, 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. In response to the pandemic, many states and jurisdictions in which we operate issued stay-at-home orders and other measures aimed at slowing the spread of the coronavirus, resulting in significant changes to our operations and a sudden and drastic decrease in revenues. While the pandemic continues to have an impact on our business, the distribution of COVID-19 vaccines and a decline in positive cases and hospitalizations has resulted in a gradual improvement during 2021. The COVID-19 pandemic has adversely affected, and will continue to adversely affect, our operations and financial results for the foreseeable future. There are many uncertainties regarding the current COVID-19 pandemic, and we continue to closely monitor the impact of the pandemic on all aspects of our business, including how it will impact our customers, employees, suppliers, vendors, business partners, and distribution channels. We are unable to predict the impact that COVID-19 will have on our financial position and operating results due to numerous uncertainties, however, we are continually assessing the evolving impact of the COVID-19 pandemic and intend to make adjustments to our responses accordingly. |
Principles of Consolidation | P rinciples of Consolidation The unaudited condensed 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 and Potbelly Sandwich Works, LLC (“PSW”); seven of PSW’s wholly owned subsidiaries and PSW’s six joint ventures, collectively, the “Company.” All intercompany balances and transactions have been eliminated in consolidation. For consolidated joint ventures, non-controlling interest represents a non-controlling partner’s share of the assets, liabilities and operations related to the seven joint venture investments. Potbelly has ownership interests ranging from 51-80% in these consolidated joint ventures. |
Fiscal Year | Fiscal Year We use a 52/53-week fiscal year that ends on the last Sunday of the calendar period. Approximately every five or six years a 53rd week is added. Fiscal year 2021 and 2020 both consist of 52 weeks. The fiscal quarters ended September 26, 2021 and September 27, 2020 each consisted of 13 weeks. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Significant estimates include amounts for long-lived assets and income taxes. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On December 28, 2020, we adopted Accounting Standard Update No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40) |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Current and Noncurrent Contract Liabilities from Contracts with Customers | The opening and closing balances of our current and noncurrent contract liabilities from contracts with customers were as follows: Current Contract Liability Noncurrent Contract Liability (Thousands) (Thousands) Beginning balance as of December 27, 2020 $ 3,138 $ 1,707 Ending balance as of September 26, 2021 3,357 1,489 Increase (decrease) in contract liability $ 219 $ (218 ) |
Summary of Expected Revenue Recognition Related to Contract Liabilities | We expect to recognize revenue related to contract liabilities as follows (in thousands), which may vary based upon franchise activity as well as gift card redemption patterns: Years Ending Amount 2021 $ 1,077 2022 1,834 2023 370 2024 227 2025 314 Thereafter 1,025 Total revenue recognized $ 4,847 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Loss Per Share Calculation | The following table summarizes the loss per share calculation: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, 2021 2020 2021 2020 Net loss attributable to Potbelly Corporation $ (2,948 ) $ (13,412 ) $ (21,301 ) $ (48,964 ) Weighted average common shares outstanding-basic 28,264 23,957 27,395 23,792 Plus: Effect of potential stock options exercise — — — — Weighted average common shares outstanding-diluted 28,264 23,957 27,395 23,792 Loss per share available to common stockholders-basic $ (0.10 ) $ (0.56 ) $ (0.78 ) $ (2.06 ) Loss per share available to common stockholders-diluted $ (0.10 ) $ (0.56 ) $ (0.78 ) $ (2.06 ) Potentially dilutive shares that are considered anti-dilutive: Common share options 1,888 3,015 1,994 2,769 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Leases [Abstract] | |
Operating Lease Term and Discount Rate | Operating lease term and discount rate were as follows: September 26, September 27, 2021 2020 Weighted average remaining lease term (years) 7.33 8.02 Weighted average discount rate 7.93 % 7.89 % |
Components of Lease Cost | The components of lease cost were as follows: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, Classification 2021 2020 2021 2020 Operating lease cost Occupancy and General and administrative expenses 10,310 11,112 31,017 34,699 Variable lease cost Occupancy 3,090 2,879 9,565 9,119 Total lease cost $ 13,400 $ 13,991 $ 40,582 $ 43,818 |
Supplemental Disclosures of Cash Flow Information Related to Leases | Supplemental disclosures of cash flow information related to leases were as follows: For the 13 Weeks Ended For the 39 Weeks Ended September 26, September 27, September 26, September 27, 2021 2020 2021 2020 Operating cash flows rent paid for operating lease liabilities 11,688 10,693 36,739 24,200 Operating right-of-use assets obtained in exchange for new operating lease liabilities 2,302 5,264 6,958 18,800 Reduction in operating right-of-use assets due to lease terminations and modifications — 7,973 4,140 12,855 |
Maturities of Lease Liabilities | Maturities of lease liabilities were as follows as of September 26, 2021: Operating Leases Remainder of 2021 13,026 2022 42,129 2023 37,972 2024 34,893 2025 31,976 2026 28,199 Thereafter 81,997 Total lease payments 270,192 Less: imputed interest (68,674 ) Present value of lease liabilities $ 201,518 |
Debt and Credit Facilities (Ta
Debt and Credit Facilities (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Debt Disclosure [Abstract] | |
Component of Long-term Debt | The components of long-term debt were as follows: September 26, December 27, 2021 2020 Revolving credit facility $ 5,800 $ 6,286 Paycheck Protection Program loan 10,000 10,000 Less: current portion of long-term debt (1,833 ) (333 ) Total long-term debt $ 13,967 $ 15,953 Current portion of debt $ 1,833 $ 333 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Restructuring And Related Activities [Abstract] | |
Schedule Future Cash Payments Required to Satisfy Our Remaining Obligations | The accrued restructuring balances as of September 26, 2021 represent expected future cash payments required to satisfy our remaining obligations, nearly all of which are expected to be paid by the end of 2021. Total (Thousands) Balance as of December 27, 2020 $ 1,489 Charges incurred — Payments made (1,107 ) Balance at September 26, 2021 $ 382 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 26, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the 39 weeks ended September 26, 2021 is as follows: Options Shares (Thousands) Weighted Average Exercise Price Aggregate Intrinsic Value (Thousands) Weighted Average Remaining Term (Years) Outstanding—December 27, 2020 1,233 $ 10.68 $ — 2.49 Granted — — Exercised (31 ) 7.24 Canceled (664 ) 9.75 Outstanding—September 26, 2021 538 12.03 $ — 2.50 Exercisable—September 26, 2021 535 $ 12.02 $ — 2.48 |
Summary of RSU Activity | A summary of RSU activity for the 39 weeks ended September 26, 2021 is as follows: RSUs Number of RSUs (Thousands) Weighted Average Fair Value per Share Non-vested as of December 27, 2020 994 $ 3.35 Granted 649 6.16 Vested (419 ) 7.12 Canceled (13 ) — Non-vested as of September 26, 2021 1,211 $ 4.47 |
Summary of PSU Activity | A summary of activity for PSUs with market vesting conditions for the 39 weeks ended September 26, 2021 is as follows: PSUs Number of PSUs (Thousands) Weighted Average Fair Value per Share Non-vested as of December 27, 2020 502 1.38 Granted 130 8.43 Vested (502 ) 6.76 Canceled — — Non-vested as of September 26, 2021 130 $ 8.43 |
Organization and Other Matter_2
Organization and Other Matters - Additional Information (Detail) | 9 Months Ended |
Sep. 26, 2021ShopSubsidiaryJointVenture | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Number of shops franchisees operate | 46 |
Number of wholly owned subsidiaries | Subsidiary | 7 |
Number of joint ventures | JointVenture | 6 |
Minimum [Member] | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Number of shops Potbelly Corporation owns or operates | 397 |
Ownership interest rate | 51.00% |
Maximum [Member] | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Ownership interest rate | 80.00% |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue recognized related to prior periods | $ 100,000 | $ 100,000 | ||
Amount of revenue recognized | $ 101,694,000 | $ 72,663,000 | 277,248,000 | 216,415,000 |
Aggregate value of remaining performance obligation on outstanding contracts | 4,847,000 | 4,847,000 | ||
Revenue recognized related to prior periods | 0 | 0 | 0 | 0 |
December 27, 2020 and December 31, 2019 Liability Ending Balance [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Amount of revenue recognized | $ 200,000 | $ 100,000 | 1,100,000 | 900,000 |
Point in Time Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Amount of revenue recognized | 276,800,000 | 216,000,000 | ||
Over Time Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Amount of revenue recognized | $ 400,000 | $ 400,000 |
Revenue - Summary of Current an
Revenue - Summary of Current and Noncurrent Contract Liabilities from Contracts with Customers (Detail) $ in Thousands | 9 Months Ended |
Sep. 26, 2021USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Beginning balance of current contract liability | $ 3,138 |
Ending balance of current contract liability | 3,357 |
Increase (decrease) in contract liability | 219 |
Beginning balance of noncurrent contract liability | 1,707 |
Ending balance of noncurrent contract liability | 1,489 |
Increase (decrease) in contract liability | $ (218) |
Revenue - Summary of Expected R
Revenue - Summary of Expected Revenue Recognition Related to Contract Liabilities (Detail1) $ in Thousands | Sep. 26, 2021USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 4,847 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 1,077 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 1,834 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 370 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 227 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 314 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligations | $ 1,025 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue - Summary of Expected_2
Revenue - Summary of Expected Revenue Recognition Related to Contract Liabilities (Detail) $ in Thousands | Sep. 26, 2021USD ($) |
Revenue From Contract With Customer [Abstract] | |
Revenue, remaining performance obligations | $ 4,847 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 26, 2021 | Sep. 26, 2021 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Impairment charge | $ 1 | $ 1.5 |
Leasehold Improvements [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Losses on disposal of property and equipment | $ 2.5 |
Loss Per Share - Additional Inf
Loss Per Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2021 | Jun. 28, 2020 | Jun. 27, 2021 | Jun. 28, 2020 | |
Common Share Options [Member] | ||||
Loss Per Share [Line Items] | ||||
Potential common shares included in diluted shares outstanding | 0 | 0 | 0 | 0 |
Loss Per Share - Summary of Los
Loss Per Share - Summary of Loss Per Share Calculation (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Loss Per Share [Line Items] | ||||
Net loss attributable to Potbelly Corporation | $ (2,948) | $ (13,412) | $ (21,301) | $ (48,964) |
Weighted average common shares outstanding-basic | 28,264 | 23,957 | 27,395 | 23,792 |
Weighted average common shares outstanding-diluted | 28,264 | 23,957 | 27,395 | 23,792 |
Loss per share available to common stockholders-basic | $ (0.10) | $ (0.56) | $ (0.78) | $ (2.06) |
Loss per share available to common stockholders-diluted | $ (0.10) | $ (0.56) | $ (0.78) | $ (2.06) |
Common Share Options [Member] | ||||
Loss Per Share [Line Items] | ||||
Potentially dilutive shares that are considered anti-dilutive | 1,888 | 3,015 | 1,994 | 2,769 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | Mar. 27, 2020 | |
Deferred tax assets, valuation allowance | $ 13,600 | $ 13,600 | |||
Income tax expense (benefit) | $ 16 | $ (2,917) | $ 230 | $ (6,585) | |
COVID 19 [Member] | |||||
Tax refund from net operating loss carry back | $ 6,700 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 26, 2021USD ($)Termination | Sep. 26, 2021USD ($)Termination | |
Leases [Abstract] | ||
Leases of terminated | Termination | 0 | 3 |
Lease termination fees | $ 0.2 | |
Right-of-use assets derecognized upon lease termination | 1.4 | |
Lease liabilities derecognized upon lease termination | 1.5 | |
Gain recognized upon lease termination | 0.1 | |
Additional operating leases payments related to shops not yet open, amount | $ 0 | $ 0 |
Leases - Operating Lease Term a
Leases - Operating Lease Term and Discount Rate (Detail) | Sep. 26, 2021 | Sep. 27, 2020 |
Leases [Abstract] | ||
Weighted average remaining lease term (years) | 7 years 3 months 29 days | 8 years 7 days |
Weighted average discount rate | 7.93% | 7.89% |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Lessee Lease Description [Line Items] | ||||
Total lease cost | $ 13,400 | $ 13,991 | $ 40,582 | $ 43,818 |
Occupancy and General and Administrative Expenses [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease cost | 10,310 | 11,112 | 31,017 | 34,699 |
Occupancy Expenses [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Variable lease cost | $ 3,090 | $ 2,879 | $ 9,565 | $ 9,119 |
Leases - Supplemental Disclosur
Leases - Supplemental Disclosures of Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Leases [Abstract] | ||||
Operating cash flows rent paid for operating lease liabilities | $ 11,688 | $ 10,693 | $ 36,739 | $ 24,200 |
Operating right-of-use assets obtained in exchange for new operating lease liabilities | $ 2,302 | 5,264 | 6,958 | 18,800 |
Reduction in operating right-of-use assets due to lease terminations and modifications | $ 7,973 | $ 4,140 | $ 12,855 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Detail) $ in Thousands | Sep. 26, 2021USD ($) |
Operating Leases | |
Remainder of 2021 | $ 13,026 |
2022 | 42,129 |
2023 | 37,972 |
2024 | 34,893 |
2025 | 31,976 |
2026 | 28,199 |
Thereafter | 81,997 |
Total lease payments | 270,192 |
Less: imputed interest | (68,674) |
Present value of lease liabilities | $ 201,518 |
Debt and Credit Facilities - Co
Debt and Credit Facilities - Component of Long-term Debt (Detail) - USD ($) $ in Thousands | Sep. 26, 2021 | Dec. 27, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 13,967 | $ 15,953 |
Less: current portion of long-term debt | (1,833) | (333) |
Current portion of debt | 1,833 | 333 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 5,800 | 6,286 |
Paycheck Protection Program Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 10,000 | $ 10,000 |
Debt and Credit Facilities - Ad
Debt and Credit Facilities - Additional Information (Detail) - USD ($) | Feb. 26, 2021 | Aug. 10, 2020 | Aug. 07, 2019 | Sep. 26, 2021 | Dec. 27, 2020 |
CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, maturity date | Mar. 31, 2022 | ||||
CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, maturity date | Jan. 31, 2023 | ||||
JPMorgan Chase Bank, N.A. [Member] | |||||
Debt Instrument [Line Items] | |||||
Commitment fee, percentage | 0.20% | ||||
Revolving Credit Facility [Member] | JPMorgan Chase Bank, N.A. [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility agreement, maximum principal amount | $ 40,000,000 | ||||
Revolving Credit Facility [Member] | JPMorgan Chase Bank, N.A. [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility agreement, future increases | $ 20,000,000 | ||||
Paycheck Protection Program Loan [Member] | CARES Act Of 2020 [Member] | Potbelly Sandwich Works, LLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Loan maturity period | 5 years | ||||
Credit facility agreement, interest rate | 1.00% | ||||
Paycheck Protection Program Loan [Member] | Harvest Small Business Finance L L C | Commercial Loan [Member] | Potbelly Sandwich Works, LLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Loan amount | $ 10,000,000 | ||||
Paycheck Protection Program Loan [Member] | Harvest Small Business Finance L L C | CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility agreement, amount outstanding | $ 5,800,000 | $ 6,300,000 | |||
Revolving Credit Commitment [Member] | CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility agreement, future increases | $ 40,000,000 | ||||
Revolving Credit Commitment [Member] | CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility agreement, future increases | $ 25,000,000 | ||||
Eurodollar Loan [Member] | CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, increase in interest rate | 5.00% | ||||
CBFR Loan [Member] | CARES Act Of 2020 [Member] | Fifth Credit Agreement Amendment [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, increase in interest rate | 2.75% |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2020USD ($) | Sep. 26, 2021USD ($) | Sep. 27, 2020USD ($) | Sep. 26, 2021USD ($)Employee | Sep. 27, 2020USD ($) | |
Number of employee reduce | Employee | 35 | ||||
General and administrative expenses | $ 7,612,000 | $ 9,588,000 | $ 24,275,000 | $ 27,300,000 | |
Minimum [Member] | |||||
General and administrative expenses | $ 3,500,000 | ||||
Maximum [Member] | |||||
General and administrative expenses | $ 4,000,000 |
Restructuring - Schedule Future
Restructuring - Schedule Future Cash Payments Required to Satisfy Our Remaining Obligations (Detail) $ in Thousands | 6 Months Ended |
Jun. 27, 2021USD ($) | |
Restructuring Reserve Roll Forward | |
Beginning balance | $ 1,489 |
Payments made | (1,107) |
Ending balance | $ 382 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) | Feb. 09, 2021 | Sep. 26, 2021 | Sep. 26, 2021 | Dec. 27, 2020 | May 08, 2018 |
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 65,000,000 | ||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||
Warrants [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Placement agent fees and offering expenses | $ 1,000,000 | ||||
Securities Purchase Agreement [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Issuance of common stock | 3,249,668 | ||||
Common stock, par value | $ 0.01 | ||||
Warrants exercisable commencement date | Aug. 13, 2021 | ||||
Warrants expiration date | Aug. 12, 2026 | ||||
Securities Purchase Agreement [Member] | Warrants [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Issuance of common stock | 1,299,861 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5.45 | ||||
Proceeds From Securities Purchase Agreement | $ 16,000,000 | ||||
Stock Repurchase Program [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Repurchases of common stock, shares | 0 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2021 | Sep. 27, 2020 | Sep. 26, 2021 | Sep. 27, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Recognized stock-based compensation expense | $ 1,488 | $ 2,480 | ||
Common Share Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock based compensation forfeiture credit | $ 100 | |||
Recognized stock-based compensation expense | 200 | |||
Unrecognized stock compensation expense, recognition period | 2022 | |||
Common Share Options [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Recognized stock-based compensation expense | $ 100 | $ 100 | ||
Unrecognized stock compensation expense | 100 | 100 | ||
Performance Stock Units [Member] | Market Vesting Conditions [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Recognized stock-based compensation expense | $ 100 | $ 500 | ||
Employee and Non Employee Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grants vesting period | 4 years | |||
Method used to determine fair value of the options | Black-Scholes option pricing model | |||
Stock options granted | 0 | 0 | ||
Non-Employee Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grants vesting period | 3 years | |||
Recognized stock-based compensation expense | $ 600 | $ 1,000 | $ 1,000 | $ 1,600 |
Unrecognized stock compensation expense | $ 4,400 | $ 4,400 | ||
Unrecognized stock compensation expense, recognition period | 2024 | |||
Vesting description | The employee grants vest in one-third increments over a three-year period. | |||
Non-Employee Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | First Anniversary [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 50.00% | |||
Non-Employee Board Of Directors [Member] | Restricted Stock Units (RSUs) [Member] | Second Anniversary [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 50.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 26, 2021$ / sharesshares | Dec. 27, 2020$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Options outstanding shares, beginning balance | shares | 1,233 | |
Options, exercised | shares | (31) | |
Options, canceled | shares | (664) | |
Options outstanding shares, ending balance | shares | 538 | 1,233 |
Options outstanding shares, exercisable | shares | 535 | |
Options outstanding weighted average exercise price, beginning balance | $ / shares | $ 10.68 | |
Options, weighted average exercise price, exercised | $ / shares | 7.24 | |
Options, weighted average exercise price, canceled | $ / shares | 9.75 | |
Options outstanding weighted average exercise price, ending balance | $ / shares | 12.03 | $ 10.68 |
Options outstanding weighted average exercise price, exercisable | $ / shares | $ 12.02 | |
Option outstanding weighted average remaining term | 2 years 6 months | 2 years 5 months 26 days |
Options exercisable weighted average remaining term | 2 years 5 months 23 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSU Activity (Detail) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 9 Months Ended |
Sep. 26, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Non-vested, beginning balance | shares | shares | 994 |
Number of shares, Granted | 649 |
Number of RSUs, Vested | (419) |
Number of RSUs, Canceled | (13) |
Number of RSUs, Non-vested, ending balance | shares | shares | 1,211 |
Weighted Average Fair Value per Share, Non-vested, beginning balance | $ / shares | $ 3.35 |
Weighted Average Fair Value per Share, Granted | $ / shares | 6.16 |
Weighted Average Fair Value per Share, Vested | $ / shares | 7.12 |
Weighted Average Fair Value per Share, Non-vested, ending balance | $ / shares | $ 4.47 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of PSU Activity (Detail) - Performance Stock Units [Member] shares in Thousands | 9 Months Ended |
Sep. 26, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Non-vested, beginning balance | shares | shares | shares | 502 |
Number of shares, Granted | shares | 130 |
Number of RSUs, Vested | shares | (502) |
Number of RSUs, Non-vested, ending balance | shares | shares | shares | 130 |
Weighted Average Fair Value per Share, Non-vested, beginning balance | $ / shares | $ 1.38 |
Weighted Average Fair Value per Share, Granted | $ / shares | 8.43 |
Weighted Average Fair Value per Share, Vested | $ / shares | 6.76 |
Weighted Average Fair Value per Share, Non-vested, ending balance | $ / shares | $ 8.43 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended |
Feb. 28, 2021 | Sep. 26, 2021 | |
Related Party Transaction [Line Items] | ||
Stock Issued During Period, Value, New Issues | $ 14,839 | |
Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Stock Issued During Period, Value, New Issues | $ 2,566 | |
Private Placement [Member] | Minimum [Member] | ||
Related Party Transaction [Line Items] | ||
Ownership percentage related party | 5.00% | |
Private Placement [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Ownership percentage related party | 8.50% | |
Private Placement [Member] | 180 Degree Capital Corp [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 201,514 | |
Private Placement [Member] | 180 Degree Capital Corp [Member] | Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 80,605 | |
Stock Issued During Period, Value, New Issues | $ 1,000 | |
Private Placement [Member] | B&W Pension Trust [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 164,875 | |
Private Placement [Member] | B&W Pension Trust [Member] | Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 65,950 | |
Stock Issued During Period, Value, New Issues | $ 800 | |
Private Placement [Member] | Agman Investments LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 223,904 | |
Private Placement [Member] | Agman Investments LLC [Member] | Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 89,561 | |
Stock Issued During Period, Value, New Issues | $ 1,100 | |
Private Placement [Member] | Ancora Holdings Inc [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 366,389 | |
Private Placement [Member] | Ancora Holdings Inc [Member] | Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 146,555 | |
Stock Issued During Period, Value, New Issues | $ 1,800 | |
Private Placement [Member] | Lakes Investment Fund, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 193,372 | |
Private Placement [Member] | Lakes Investment Fund, LLC [Member] | Warrants [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 77,348 | |
Stock Issued During Period, Value, New Issues | $ 900 | |
Private Placement [Member] | Intrinsic Investment Holdings, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Issuance of common stock | 407,099 | |
Stock Issued During Period, Value, New Issues | $ 2,000 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 03, 2021shares |
Subsequent Event [Member] | William Blair [Member] | |
Subsequent Event [Line Items] | |
Issuance of common shares and warrants, net of fees, shares | 40,000,000 |