Document_and_Entity_Informatio
Document and Entity Information Document | 6 Months Ended | ||
Jul. 01, 2014 | Aug. 08, 2014 | Aug. 08, 2014 | |
Common Class A [Member] | Common Class B [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'NOODLES & Co | ' | ' |
Entity Central Index Key | '0001275158 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Document Type | '10-Q | ' | ' |
Document Period End Date | 1-Jul-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q2 | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 28,229,330 | 1,522,098 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jul. 01, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $710 | $968 |
Accounts receivable | 4,160 | 4,832 |
Inventories | 8,262 | 7,223 |
Prepaid expenses and other assets | 6,100 | 5,310 |
Total current assets | 19,232 | 18,333 |
Property and equipment, net | 180,417 | 167,614 |
Other assets, net | 2,979 | 1,855 |
Total long-term assets | 183,396 | 169,469 |
Total assets | 202,628 | 187,802 |
Current liabilities: | ' | ' |
Accounts payable | 9,022 | 8,167 |
Accrued payroll and benefits | 5,239 | 7,121 |
Accrued expenses and other current liabilities | 10,621 | 8,877 |
Total current liabilities | 24,882 | 24,165 |
Long-term debt | 9,629 | 6,312 |
Deferred rent | 31,643 | 28,846 |
Other long-term liabilities | 4,582 | 4,006 |
Total liabilities | 70,736 | 63,329 |
Stockholders' equity: | ' | ' |
Preferred stockb$0.01 par value, authorized 1,000,000 shares as of July 1, 2014 and December 31, 2013; no shares issued or outstanding | 0 | 0 |
Common stockb$0.01 par value, authorized 180,000,000 shares as of July 1, 2014 and December 31, 2013; 29,742,380 and 29,544,557 issued and outstanding as of July 1, 2014 and December 31, 2013, respectively | 297 | 295 |
Treasury stock, at cost, 67,586 and 65,478 shares as of July 1, 2014 and December 31, 2013, respectively | -2,848 | -2,777 |
Additional paid-in capital | 119,184 | 116,647 |
Retained earnings | 15,259 | 10,308 |
Total stockholders' equity | 131,892 | 124,473 |
Total liabilities and stockholders' equity | $202,628 | $187,802 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jul. 01, 2014 | Dec. 31, 2013 |
Preferred stock, par value (USD per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (USD per share) | $0.01 | $0.01 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares, issued | 29,742,380 | 29,544,557 |
Common stock, shares, outstanding | 29,742,380 | 29,544,557 |
Treasury stock, shares | 67,586 | 65,478 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 01, 2014 | Jul. 02, 2013 |
Revenue: | ' | ' | ' | ' |
Restaurant revenue | $98,197 | $88,362 | $186,646 | $168,880 |
Franchising royalties and fees | 1,262 | 877 | 2,333 | 1,639 |
Total revenue | 99,459 | 89,239 | 188,979 | 170,519 |
Restaurant operating costs (exclusive of depreciation and amortization shown separately below): | ' | ' | ' | ' |
Cost of sales | 26,326 | 23,096 | 50,174 | 44,397 |
Labor | 29,328 | 26,289 | 56,526 | 51,119 |
Occupancy | 10,245 | 8,595 | 20,110 | 16,954 |
Other restaurant operating costs | 12,243 | 10,567 | 24,449 | 21,647 |
General and administrative | 8,251 | 13,654 | 15,261 | 20,869 |
Depreciation and amortization | 5,905 | 5,035 | 11,515 | 9,836 |
Pre-opening | 1,027 | 769 | 2,140 | 1,690 |
Asset disposals, closure costs and restaurant impairments | 193 | 297 | 408 | 498 |
Total costs and expenses | 93,518 | 88,302 | 180,583 | 167,010 |
Income from operations | 5,941 | 937 | 8,396 | 3,509 |
Interest expense | 36 | 1,014 | 56 | 2,067 |
Income before income taxes | 5,905 | -77 | 8,340 | 1,442 |
Provision (benefit) for income taxes | 2,378 | -145 | 3,389 | 450 |
Net income | $3,527 | $68 | $4,951 | $992 |
Earnings per share of Class A and Class B common stock, combined: | ' | ' | ' | ' |
Basic (USD per share) | $0.12 | $0 | $0.17 | $0.04 |
Diluted (USD per share) | $0.11 | $0 | $0.16 | $0.04 |
Weighted average shares of Class A and Class B common stock outstanding, combined: | ' | ' | ' | ' |
Basic (in shares) | 29,703,884 | 23,509,781 | 29,655,102 | 23,374,383 |
Diluted (in shares) | 31,063,774 | 24,189,814 | 31,061,722 | 23,979,011 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income Statement (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 01, 2014 | Jul. 02, 2013 |
Net income | $3,527 | $68 | $4,951 | $992 |
Cash flow hedges: | ' | ' | ' | ' |
Reclassification of loss to net income | 0 | 0 | 0 | 39 |
Unrealized income on cash flow hedges | 0 | 0 | 0 | 39 |
Provision for income tax on cash flow hedges | 0 | 0 | 0 | -15 |
Other comprehensive income, net of tax | 0 | 0 | 0 | 24 |
Comprehensive income | $3,527 | $68 | $4,951 | $1,016 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 |
Operating activities | ' | ' |
Net income | $4,951 | $992 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 11,515 | 9,836 |
Deferred income taxes | 3,389 | 450 |
Asset disposals, closure costs and restaurant impairments | 408 | 498 |
Amortization of debt issuance costs and debt extinguishment expense | 51 | 113 |
Stock-based compensation | 665 | 3,933 |
Other noncash | 0 | -131 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 69 | 59 |
Inventories | -1,039 | -527 |
Prepaid expenses and other assets | -1,957 | -719 |
Accounts payable | 651 | 1,238 |
Deferred rent | 2,797 | 2,434 |
Income taxes | -163 | -107 |
Accrued expenses and other liabilities | -2,226 | 1,657 |
Net cash provided by operating activities | 19,111 | 19,726 |
Investing activities | ' | ' |
Purchases of property and equipment | -24,459 | -25,652 |
Net cash used in investing activities | -24,459 | -25,652 |
Financing activities | ' | ' |
Proceeds from issuance of long-term debt | 128,971 | 73,836 |
Payments on long-term debt | -125,654 | -168,110 |
Issuance of common stock, net of transaction expenses | 0 | 100,237 |
Conversion of Class B to Class A shares | -60 | 0 |
Acquisition of treasury stock | -71 | 0 |
Proceeds from exercise of stock options | 1,904 | 0 |
Net cash provided by financing activities | 5,090 | 5,963 |
Net (decrease) increase in cash and cash equivalents | -258 | 37 |
Cash and cash equivalents | ' | ' |
Beginning of period | 968 | 581 |
End of period | $710 | $618 |
Business_and_Summary_and_Basis
Business and Summary and Basis of Presentation | 6 Months Ended |
Jul. 01, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Business and Summary and Basis of Presentation | ' |
Business and Summary and Basis of Presentation | |
Business | |
Noodles & Company, (the "Company" or "Noodles & Company"), a Delaware corporation, develops and operates fast casual restaurants that serve globally inspired noodle and pasta dishes, soups, salads and sandwiches. As of July 1, 2014, there were 343 company-owned restaurants and 67 franchise restaurants in 31 states and the District of Columbia. The Company operates its business as one operating and reportable segment. | |
On July 2, 2013, the Company completed an initial public offering ("IPO") of shares of Class A common stock at $18.00 per share. The Company issued 6,160,714 shares of Class A common stock, $0.01 par value, including 803,571 shares sold to the underwriters in the IPO pursuant to their over-allotment option. After underwriter discounts and commissions and estimated offering expenses, the Company received net proceeds from the offering of approximately $100.2 million. These proceeds were used to repay all but $0.2 million of outstanding debt under the Company's credit facility. | |
On December 5, 2013, the Company completed a follow-on offering of 4,500,000 shares of Class A common stock at a price of $39.50 per share. All of the shares in the offering were offered by selling stockholders, except for 108,267 shares offered by the Company, the proceeds of which were used to repurchase the same number of shares from certain officers at the same net price per share at which shares were sold in the follow-on offering. The Company did not receive any net proceeds from the offering of shares by the selling stockholders. The selling stockholders paid all of the underwriting discounts and commissions associated with the sale of the shares; however, the Company incurred approximately $696,000 in costs and expenses related to this offering. | |
The accompanying interim unaudited consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States ("U.S. GAAP") for complete financial statements. In the opinion of the Company, all adjustments considered necessary for the fair presentation of the Company's results of operations, financial position and cash flows for the periods presented have been included and are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the audited financial statements and the related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | |
Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All material intercompany balances and transactions are eliminated in consolidation. Certain reclassifications were made to prior year amounts to conform to this presentation. | |
Fiscal Year | |
The Company operates on a 52- or 53-week fiscal year ending on the Tuesday closest to December 31. Fiscal year 2014, which ends on December 30, 2014 and fiscal year 2013, which ended on December 31, 2013, each contain 52 weeks. Fiscal quarters each contain thirteen weeks, with the exception of the fourth quarter of a 53-week fiscal year, which contains fourteen weeks. | |
Recent Accounting Pronouncements | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated ("ASU") No. 2014-09, “Revenue from Contracts with Customers.” The pronouncement was issued to clarify the principles for recognizing revenue and to develop a common revenue standard and disclosure requirements for U.S. GAAP and International Financial Reporting Standards ("IFRS"). The pronouncement is effective for reporting periods beginning after December 15, 2016. The adoption of ASU 2014-09 is not expected to significantly affect the Company’s consolidated financial position or results of operations. |
Supplemental_Financial_Informa
Supplemental Financial Information | 6 Months Ended | ||||||||
Jul. 01, 2014 | |||||||||
Supplemental Financial Information [Abstract] | ' | ||||||||
Supplemental Financial Information | ' | ||||||||
Supplemental Financial Information | |||||||||
Property and equipment, net, consist of the following (in thousands): | |||||||||
July 1, | December 31, | ||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 187,110 | $ | 169,953 | |||||
Furniture, fixtures, and equipment | 102,431 | 92,695 | |||||||
Construction in progress | 7,644 | 11,209 | |||||||
297,185 | 273,857 | ||||||||
Accumulated depreciation and amortization | (116,768 | ) | (106,243 | ) | |||||
$ | 180,417 | $ | 167,614 | ||||||
Borrowings
Borrowings | 6 Months Ended |
Jul. 01, 2014 | |
Debt Disclosure [Abstract] | ' |
Borrowings | ' |
Borrowings | |
The Company has a credit facility with a borrowing capacity of $45.0 million in the form of a revolving line of credit, expiring in November 2018. Prior to the IPO, the Company had a credit facility with a borrowing capacity of $120.0 million, consisting of a $75.0 million senior term loan and a $45.0 million revolving line of credit. In the second quarter of 2013 the Company repaid its outstanding $75.0 million senior term loan and the majority of the revolving line of credit. | |
As of July 1, 2014, the Company had $9.6 million outstanding and $31.8 million available for borrowing under the credit facility. Outstanding letters of credit aggregating $3.6 million reduce the amount of borrowings available. The credit facility bore interest at a rate of 3.25% in both of the first two quarters of 2014. The Company was in compliance with all of its debt covenants as of July 1, 2014. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 01, 2014 | |
Fair Value Disclosures [Abstract] | ' |
Fair Value Measurements | ' |
Fair Value Measurements | |
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 instruments. The carrying amounts of borrowings approximate fair value as interest rates on the the line of credit borrowings vary with market interest rates and negotiated terms and conditions are consistent with current market rates. The fair value of our line of credit borrowings is measured using Level 2 inputs. |
Income_Taxes
Income Taxes | 6 Months Ended | ||||||||||||||||
Jul. 01, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
Income Taxes | ' | ||||||||||||||||
Income Taxes | |||||||||||||||||
The following table presents the Company's provision for income taxes for the second quarters of 2013 and 2014 and the first two quarters ended July 1, 2014 and July 2, 2013 (dollars in thousands): | |||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | ||||||||||||||||
July 1, | July 2, | July 1, | July 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Provision (benefit) for income taxes | $ | 2,378 | $ | (145 | ) | $ | 3,389 | $ | 450 | ||||||||
Effective tax rate | 40.3 | % | 188.3 | % | 40.6 | % | 31.2 | % | |||||||||
The 2014 estimated annual effective tax rate is expected to be 41.2% compared to 41.7% for 2013. The effective tax rate for both the second quarter of 2014 and the first two quarters of 2014 includes the change to a 35% federal income tax rate compared to a 34% rate in 2013. The effective tax rate for the first two quarters of 2013 includes the discrete adjustment for certain transaction costs related to the IPO. |
StockBased_Compensation
Stock-Based Compensation | 6 Months Ended | |||||||||||||||
Jul. 01, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Stock-Based Compensation | ||||||||||||||||
The Company's Stock Incentive Plan, as amended and restated in May of 2013, authorizes the grant of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and incentive bonuses to employees, officers, non-employee directors and other service providers. The number of shares of common stock available for issuance pursuant to awards granted under the Stock Incentive Plan on or after the closing of the IPO shall not exceed 3,750,500. | ||||||||||||||||
The following table presents information related to the Stock Incentive Plan (in thousands, except for share and per share amounts): | ||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | |||||||||||||||
July 1, 2014 | July 2, 2013 | July 1, 2014 | July 2, 2013 | |||||||||||||
Outstanding, beginning of period | 3,157,914 | 2,945,386 | 3,309,872 | 2,973,168 | ||||||||||||
Granted (1) | 231,552 | 538,273 | 231,552 | 538,273 | ||||||||||||
Exercised | 50,989 | — | 193,238 | — | ||||||||||||
Forfeited | 13,655 | 9,261 | 23,364 | 37,043 | ||||||||||||
Outstanding, end of period | 3,324,822 | 3,474,398 | 3,324,822 | 3,474,398 | ||||||||||||
Weighted average fair market value on option grant date | $ | 10.93 | $ | 5.81 | $ | 10.93 | $ | 5.81 | ||||||||
Stock based compensation expense | $ | 536 | $ | 3,600 | $ | 694 | $ | 3,900 | ||||||||
Capitalized stock based compensation expense | $ | 29 | $ | 16 | $ | 12 | $ | 41 | ||||||||
______________________ | ||||||||||||||||
-1 | The stock options granted in the second quarter of 2013 included 403,900 options awarded to two executive officers of which 50% vested at the time of the IPO, and the remaining vest annually in equal installements over four years on the anniversary of the grant. |
Earnings_Per_Share
Earnings Per Share | 6 Months Ended | ||||||||||||||||
Jul. 01, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings Per Share | ' | ||||||||||||||||
Earnings Per Share | |||||||||||||||||
Earnings per share ("EPS") is calculated by dividing income available to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted earnings per share ("diluted EPS") is calculated using income available to common stockholders divided by diluted weighted-average shares of common stock outstanding during each period. Potentially dilutive securities include shares of common stock underlying stock options and warrants. The following table sets forth the computations of basic and dilutive earnings per share: | |||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | ||||||||||||||||
July 1, | July 2, | July 1, | July 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net income (in thousands): | $ | 3,527 | $ | 68 | $ | 4,951 | $ | 992 | |||||||||
Shares: | |||||||||||||||||
Basic weighted average shares outstanding | 29,703,884 | 23,509,781 | 29,655,102 | 23,374,383 | |||||||||||||
Dilutive stock options and warrants | 1,359,890 | 680,033 | 1,406,620 | 604,628 | |||||||||||||
Diluted weighted average number of shares outstanding | 31,063,774 | 24,189,814 | 31,061,722 | 23,979,011 | |||||||||||||
Earnings per share: | |||||||||||||||||
Basic EPS | $ | 0.12 | $ | — | $ | 0.17 | $ | 0.04 | |||||||||
Diluted EPS | $ | 0.11 | $ | — | $ | 0.16 | $ | 0.04 | |||||||||
In the second quarters of 2014 and 2013, there were 243,552 and 357,261 outstanding options, respectively, excluded from the diluted earnings per share calculation because they were anti-dilutive. In the first two quarters of 2014 and 2013, there were 243,552 and 347,227 outstanding options, respectively, excluded from the diluted earnings per share calculation because they were anti-dilutive. All outstanding warrants are dilutive and were included in the calculation of diluted earnings per share. |
Employee_Benefit_Plans
Employee Benefit Plans | 6 Months Ended |
Jul. 01, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Employee Benefit Plans | ' |
Employee Benefit Plans | |
Deferred Compensation Plan | |
The Company’s deferred compensation plan, under which compensation deferrals began during the third quarter of 2013, is a non-qualified deferred compensation plan which allows highly compensated employees to defer a portion of their base salary and variable compensation each plan year. To offset its obligation, the Company purchases Company-owned whole-life insurance contracts on certain team members. As of July 1, 2014, $1,044,000 and $1,050,000 were included in other assets, net and other long-term liabilities, respectively, which represent the carrying value of the liability for the deferred compensation plan and the cash surrender value of the associated life insurance policy. |
Supplemental_Disclosures_to_Co
Supplemental Disclosures to Consolidated Statements of Cash Flows | 6 Months Ended | ||||||||
Jul. 01, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Supplemental Disclosures to Consolidated Statements of Cash Flows | ' | ||||||||
Supplemental Disclosures to Consolidated Statements of Cash Flows | |||||||||
The following table presents the supplemental disclosures to the consolidated statements of cash flows for the first two quarters ended July 1, 2014 and July 2, 2013 (in thousands): | |||||||||
July 1, | July 2, | ||||||||
2014 | 2013 | ||||||||
Interest paid (net of amounts capitalized) | $ | — | $ | 2,485 | |||||
Income taxes paid | 163 | 134 | |||||||
Changes in purchases of property and equipment accrued in accounts payable, net | (204 | ) | (1,752 | ) |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 01, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
The Company is named as a defendant in an action filed in the Superior Court of Delaware in New Castle County, entitled The State of Delaware, William French v. Card Compliant, LLC, et. al. The case was filed under seal in June 2013 and was unsealed on March 26, 2014. The complaint in this case alleges that the Company and the other defendants in the case, including a number of large retailers and restaurant companies, knowingly refused to fulfill obligations under Delaware's Abandoned Property Law by failing to report and deliver "unclaimed gift card funds" to the State of Delaware, and knowingly made, used or caused to be made or used, false statements and records to conceal, avoid or decrease an obligation to pay or transmit money to Delaware in violation of the Delaware False Claims and Reporting Act. The complaint seeks an order that the Company cease and desist from violating the Delaware False Claims and Reporting Act, monetary damages (including treble damages under the False Claims and Reporting Act), penalties, and attorneys' fees and costs. The case was removed to U.S. federal district court for the District of Delaware, and plaintiffs have filed a motion to remand the case to the Superior Court for the State of Delaware. The Company has also filed a motion to dismiss the complaint. The case is at an early stage, and the Company therefore is unable to make a reasonable estimate of the probable loss or range of losses, if any, that might arise from this matter. The Company intends to vigorously defend this action. | |
In the normal course of business, the Company is subject to other proceedings, lawsuits and claims. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Consequently, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of July 1, 2014. These matters could affect the operating results of any one financial reporting period when resolved in future periods. Management believes that an unfavorable outcome with respect to these matters is remote or a potential range of loss is not material to the Company's consolidated financial statements. Significant increases in the number of these claims, or one or more successful claims that result in greater liabilities than the Company currently anticipates, could materially and adversely affect the Company's business, financial condition, results of operations or cash flows. | |
The Company entered into employment agreements with two of its executives in connection with the IPO superseding the previous employment agreements with these executives. The agreements have an initial term of three years and automatically renew annually unless canceled by either party within 90 days of the end of the initial term or anniversaries thereof. Under each of the Employment Agreements, if the executive's employment is terminated by the Company without "cause" or by the executive with "good reason," (as such terms are defined in the applicable employment agreement) the executive is entitled to receive compensation equal to 18 months of the executive's then-current base salary, payable in equal installments over 18 months, a pro rata bonus for the year of termination and reimbursement of "COBRA" premiums for up to 18 months for the executive and his dependents. The severance payments are conditioned upon the executive entering into a mutual release of claims with the Company. |
RelatedParty_Transactions
Related-Party Transactions | 6 Months Ended |
Jul. 01, 2014 | |
Related Party Transactions [Abstract] | ' |
Related-Party Transactions | ' |
Related-Party Transactions | |
In the second quarter of 2013 and first two quarters of 2013, the Company paid $250,000 and $375,000, respectively, to Catterton Partners and Argentia Private Investments Inc. or their affiliates ("Equity Sponsors") for management service fees and Class C Dividends pursuant to a management services agreement and an agreement to pay dividends on its Class C common stock. In connection with the IPO, the management services agreement expired and the one share of Class C common stock was redeemed; therefore, no payments were made during 2014. Management service fees and Class C dividends paid in prior fiscal quarters varied due to the timing of the payments. | |
In connection with the IPO, during the second quarter of 2013, the Company paid $1.7 million of transaction bonuses and related payroll taxes to employees of the Company and $800,000 in transaction payments to the Equity Sponsors. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jul. 01, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
On May 27, 2014, the Company announced it had entered into an asset purchase agreement to acquire 16 existing Noodles & Company franchise restaurants. During the third quarter of 2014, the Company acquired the restaurants for approximately $13.6 million, primarily funded by the use of the revolving credit facility. |
Business_and_Summary_and_Basis1
Business and Summary and Basis of Presentation (Policies) | 6 Months Ended |
Jul. 01, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Principles of Consolidation | ' |
Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All material intercompany balances and transactions are eliminated in consolidation. Certain reclassifications were made to prior year amounts to conform to this presentation. | |
Fiscal Year | ' |
Fiscal Year | |
The Company operates on a 52- or 53-week fiscal year ending on the Tuesday closest to December 31. Fiscal year 2014, which ends on December 30, 2014 and fiscal year 2013, which ended on December 31, 2013, each contain 52 weeks. Fiscal quarters each contain thirteen weeks, with the exception of the fourth quarter of a 53-week fiscal year, which contains fourteen weeks. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated ("ASU") No. 2014-09, “Revenue from Contracts with Customers.” The pronouncement was issued to clarify the principles for recognizing revenue and to develop a common revenue standard and disclosure requirements for U.S. GAAP and International Financial Reporting Standards ("IFRS"). The pronouncement is effective for reporting periods beginning after December 15, 2016. The adoption of ASU 2014-09 is not expected to significantly affect the Company’s consolidated financial position or results of operations. |
Supplemental_Financial_Informa1
Supplemental Financial Information (Tables) | 6 Months Ended | ||||||||
Jul. 01, 2014 | |||||||||
Supplemental Financial Information [Abstract] | ' | ||||||||
Schedule of Property and Equipment | ' | ||||||||
Property and equipment, net, consist of the following (in thousands): | |||||||||
July 1, | December 31, | ||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 187,110 | $ | 169,953 | |||||
Furniture, fixtures, and equipment | 102,431 | 92,695 | |||||||
Construction in progress | 7,644 | 11,209 | |||||||
297,185 | 273,857 | ||||||||
Accumulated depreciation and amortization | (116,768 | ) | (106,243 | ) | |||||
$ | 180,417 | $ | 167,614 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 01, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Provision for Income Taxes | ' | ||||||||||||||||
The following table presents the Company's provision for income taxes for the second quarters of 2013 and 2014 and the first two quarters ended July 1, 2014 and July 2, 2013 (dollars in thousands): | |||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | ||||||||||||||||
July 1, | July 2, | July 1, | July 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Provision (benefit) for income taxes | $ | 2,378 | $ | (145 | ) | $ | 3,389 | $ | 450 | ||||||||
Effective tax rate | 40.3 | % | 188.3 | % | 40.6 | % | 31.2 | % |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 6 Months Ended | |||||||||||||||
Jul. 01, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ' | |||||||||||||||
The following table presents information related to the Stock Incentive Plan (in thousands, except for share and per share amounts): | ||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | |||||||||||||||
July 1, 2014 | July 2, 2013 | July 1, 2014 | July 2, 2013 | |||||||||||||
Outstanding, beginning of period | 3,157,914 | 2,945,386 | 3,309,872 | 2,973,168 | ||||||||||||
Granted (1) | 231,552 | 538,273 | 231,552 | 538,273 | ||||||||||||
Exercised | 50,989 | — | 193,238 | — | ||||||||||||
Forfeited | 13,655 | 9,261 | 23,364 | 37,043 | ||||||||||||
Outstanding, end of period | 3,324,822 | 3,474,398 | 3,324,822 | 3,474,398 | ||||||||||||
Weighted average fair market value on option grant date | $ | 10.93 | $ | 5.81 | $ | 10.93 | $ | 5.81 | ||||||||
Stock based compensation expense | $ | 536 | $ | 3,600 | $ | 694 | $ | 3,900 | ||||||||
Capitalized stock based compensation expense | $ | 29 | $ | 16 | $ | 12 | $ | 41 | ||||||||
______________________ | ||||||||||||||||
-1 | The stock options granted in the second quarter of 2013 included 403,900 options awarded to two executive officers of which 50% vested at the time of the IPO, and the remaining vest annually in equal installements over four years on the anniversary of the grant. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 01, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Earnings Per Share | ' | ||||||||||||||||
The following table sets forth the computations of basic and dilutive earnings per share: | |||||||||||||||||
Fiscal Quarter Ended | Two Fiscal Quarters Ended | ||||||||||||||||
July 1, | July 2, | July 1, | July 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Net income (in thousands): | $ | 3,527 | $ | 68 | $ | 4,951 | $ | 992 | |||||||||
Shares: | |||||||||||||||||
Basic weighted average shares outstanding | 29,703,884 | 23,509,781 | 29,655,102 | 23,374,383 | |||||||||||||
Dilutive stock options and warrants | 1,359,890 | 680,033 | 1,406,620 | 604,628 | |||||||||||||
Diluted weighted average number of shares outstanding | 31,063,774 | 24,189,814 | 31,061,722 | 23,979,011 | |||||||||||||
Earnings per share: | |||||||||||||||||
Basic EPS | $ | 0.12 | $ | — | $ | 0.17 | $ | 0.04 | |||||||||
Diluted EPS | $ | 0.11 | $ | — | $ | 0.16 | $ | 0.04 | |||||||||
Supplemental_Disclosures_to_Co1
Supplemental Disclosures to Consolidated Statements of Cash Flows (Tables) | 6 Months Ended | ||||||||
Jul. 01, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Schedule of Cash Flow, Supplemental Disclosures | ' | ||||||||
The following table presents the supplemental disclosures to the consolidated statements of cash flows for the first two quarters ended July 1, 2014 and July 2, 2013 (in thousands): | |||||||||
July 1, | July 2, | ||||||||
2014 | 2013 | ||||||||
Interest paid (net of amounts capitalized) | $ | — | $ | 2,485 | |||||
Income taxes paid | 163 | 134 | |||||||
Changes in purchases of property and equipment accrued in accounts payable, net | (204 | ) | (1,752 | ) |
Business_and_Summary_and_Basis2
Business and Summary and Basis of Presentation (Details) (USD $) | 6 Months Ended | 12 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | ||
Jul. 01, 2014 | Dec. 31, 2013 | Jul. 01, 2014 | Jul. 01, 2014 | Jul. 01, 2014 | Dec. 05, 2013 | Jul. 01, 2014 | Dec. 05, 2013 | |
segment | Company-Owned [Member] | Franchise [Member] | IPO [Member] | IPO Follow On [Member] | Common Class A [Member] | Common Class A [Member] | ||
state | restaurant | restaurant | IPO [Member] | IPO Follow On [Member] | ||||
Franchisor Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of restaurants | ' | ' | 343 | 67 | ' | ' | ' | ' |
Number of states in which Noodles & Company operates | 31 | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | 1 | ' | ' | ' | ' | ' | ' | ' |
Number of reportable segments | 1 | ' | ' | ' | ' | ' | ' | ' |
Share price (USD per share) | ' | ' | ' | ' | ' | ' | $18 | $39.50 |
Shares issued | ' | ' | ' | ' | ' | 108,267 | 6,160,714 | 4,500,000 |
Common stock, par value (USD per share) | $0.01 | $0.01 | ' | ' | ' | ' | $0.01 | ' |
Shares sold to underwriters | ' | ' | ' | ' | 803,571 | ' | ' | ' |
Proceeds from IPO | ' | ' | ' | ' | $100,200,000 | ' | ' | ' |
Repayment of debt | 200,000 | ' | ' | ' | ' | ' | ' | ' |
Payments for repurchase of IPO | ' | ' | ' | ' | ' | $696,000 | ' | ' |
Number of weeks in fiscal year | '364 days | '364 days | ' | ' | ' | ' | ' | ' |
Supplemental_Financial_Informa2
Supplemental Financial Information (Property and Equipment) (Details) (USD $) | Jul. 01, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $297,185 | $273,857 |
Accumulated depreciation and amortization | -116,768 | -106,243 |
Property and equipment, net | 180,417 | 167,614 |
Leasehold Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 187,110 | 169,953 |
Furniture, Fixtures, and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 102,431 | 92,695 |
Construction in Progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $7,644 | $11,209 |
Borrowings_Details
Borrowings (Details) (USD $) | 3 Months Ended | 6 Months Ended |
Jul. 01, 2014 | Jul. 01, 2014 | |
Line of Credit Facility [Line Items] | ' | ' |
Maximum borrowing capacity | $120,000,000 | $120,000,000 |
Amount outstanding | 9,600,000 | 9,600,000 |
Remaining borrowing capacity | 31,800,000 | 31,800,000 |
Letters of credit outstanding | 3,600,000 | 3,600,000 |
Interest rate | 3.25% | 3.25% |
Revolving Line of Credit [Member] | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Maximum borrowing capacity | 45,000,000 | 45,000,000 |
Senior Term Loan [Member] | IPO [Member] | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Maximum borrowing capacity | $75,000,000 | $75,000,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 01, 2014 | Jul. 02, 2013 | Jan. 01, 2013 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' | ' |
Provision (benefit) for income taxes | $2,378 | ($145) | $3,389 | $450 | ' |
Effective tax rate | 40.30% | 188.30% | 40.60% | 31.20% | 41.70% |
Estimated effective tax rate | 41.20% | ' | 41.20% | ' | ' |
Income tax rate | 35.00% | ' | 34.00% | ' | ' |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (IPO [Member]) | 31-May-13 |
IPO [Member] | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' |
Maximum shares reserved for issuance | 3,750,500 |
StockBased_Compensation_Stock_
Stock-Based Compensation (Stock Incentive Plan) (Details) (Stock Option [Member], USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 01, 2014 | Jul. 02, 2013 | ||||
Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ||||
Outstanding, beginning of period | 3,157,914 | 2,945,386 | 3,309,872 | 2,973,168 | ||||
Granted | 231,552 | [1] | 538,273 | [1] | 231,552 | [1] | 538,273 | [1] |
Exercised | 50,989 | 0 | 193,238 | 0 | ||||
Forfeited | 13,655 | 9,261 | 23,364 | 37,043 | ||||
Outstanding, end of period | 3,324,822 | 3,474,398 | 3,324,822 | 3,474,398 | ||||
Weighted average fair market value on option grant date | $10.93 | $5.81 | $10.93 | $5.81 | ||||
Stock based compensation expense | $536 | $3,600 | $694 | $3,900 | ||||
Capitalized stock based compensation expense | $29 | $16 | $12 | $41 | ||||
Executive Officer [Member] | ' | ' | ' | ' | ||||
Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ||||
Granted | ' | 403,900 | ' | ' | ||||
Number of officers granted awards | ' | 2 | ' | ' | ||||
Vesting period | ' | '4 years | ' | ' | ||||
IPO [Member] | Executive Officer [Member] | ' | ' | ' | ' | ||||
Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ||||
Vested percentage | ' | 50.00% | ' | ' | ||||
[1] | The stock options granted in the second quarter of 2013 included 403,900 options awarded to two executive officers of which 50% vested at the time of the IPO, and the remaining vest annually in equal installements over four years on the anniversary of the grant |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 01, 2014 | Jul. 02, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Net income | $3,527 | $68 | $4,951 | $992 |
Shares: | ' | ' | ' | ' |
Basic weighted average shares outstanding (in shares) | 29,703,884 | 23,509,781 | 29,655,102 | 23,374,383 |
Dilutive stock options and warrants (in shares) | 1,359,890 | 680,033 | 1,406,620 | 604,628 |
Diluted weighted average number of shares outstanding (in shares) | 31,063,774 | 24,189,814 | 31,061,722 | 23,979,011 |
Earnings per share: | ' | ' | ' | ' |
Basic EPS (USD per share) | $0.12 | $0 | $0.17 | $0.04 |
Diluted EPS (USD per share) | $0.11 | $0 | $0.16 | $0.04 |
Antidilutive securities excluded from computation of earnings per share | 243,552 | 357,261 | 243,552 | 347,227 |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | Jul. 01, 2014 |
In Thousands, unless otherwise specified | |
Other Assets [Member] | ' |
Multiemployer Plans [Line Items] | ' |
Deferred compensation plan | $1,044 |
Other Noncurrent Liabilities [Member] | ' |
Multiemployer Plans [Line Items] | ' |
Deferred compensation plan | $1,050 |
Supplemental_Disclosures_to_Co2
Supplemental Disclosures to Consolidated Statements of Cash Flows (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 |
Supplemental Cash Flow Elements [Abstract] | ' | ' |
Interest paid (net of amounts capitalized) | $0 | $2,485 |
Income taxes paid | 163 | 134 |
Changes in purchases of property and equipment accrued in accounts payable, net | ($204) | ($1,752) |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (Executives [Member]) | 6 Months Ended |
Jul. 01, 2014 | |
officer | |
Executives [Member] | ' |
Loss Contingencies [Line Items] | ' |
Employment agreement, number of executives | 2 |
Employment agreement, initial term | '3 years |
Employment agreement, cancelation notice period | '90 days |
Employment agreement, severance pay, number of equivalent months | '18 months |
Employment agreement, period for equal installments | '18 months |
Employment agreement, termination and reimbursement notice period | '18 months |
RelatedParty_Transactions_Deta
Related-Party Transactions (Details) (USD $) | 6 Months Ended | 3 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 01, 2014 | Jul. 02, 2013 | Jul. 02, 2013 | Jul. 02, 2013 |
Dividend Paid [Member] | Dividend Paid [Member] | Bonuses and Payroll Taxes [Member] | Transaction Payments [Member] | |
Class C Common Stock [Member] | Class C Common Stock [Member] | Equity Sponsors [Member] | ||
Equity Sponsors [Member] | Equity Sponsors [Member] | |||
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Amount paid to related party | $250 | $375 | $1,700 | $800 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | 27-May-14 | 27-May-14 |
restaurant | ||
Subsequent Events [Abstract] | ' | ' |
Number of restaurants acquired | ' | 16 |
Payments to acquire restaurants | $13.60 | ' |