Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2019 | Mar. 08, 2019 | Jul. 03, 2018 | |
Document Information [Line Items] | |||
Entity Registrant Name | NOODLES & Co | ||
Entity Central Index Key | 0001275158 | ||
Current Fiscal Year End Date | --01-01 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Jan. 1, 2019 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 170.1 | ||
Class A Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 43,930,438 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Assets | ||
Cash and cash equivalents | $ 4,655 | $ 3,361 |
Accounts receivable | 2,391 | 2,434 |
Inventories | 9,646 | 9,929 |
Prepaid expenses and other assets | 6,474 | 6,258 |
Income tax receivable | 185 | 76 |
Total current assets | 23,351 | 22,058 |
Property and equipment, net | 138,774 | 152,593 |
Goodwill | 6,400 | 6,400 |
Intangibles, net | 1,291 | 1,565 |
Other assets, net | 2,216 | 2,617 |
Total long-term assets | 148,681 | 163,175 |
Total assets | 172,032 | 185,233 |
Current liabilities: | ||
Accounts payable | 7,854 | 10,929 |
Accrued payroll and benefits | 13,391 | 11,719 |
Accrued expenses and other current liabilities | 11,183 | 21,221 |
Current portion of long-term debt | 719 | 0 |
Total current liabilities | 33,147 | 43,869 |
Long-term debt, net | 44,183 | 57,624 |
Deferred rent | 37,334 | 38,872 |
Deferred tax liabilities, net | 133 | 416 |
Other long-term liabilities | 4,554 | 8,591 |
Total liabilities | 119,351 | 149,372 |
Preferred stock—$0.01 par value, 1,000,000 shares authorized and undesignated as of January 2, 2018 and January 3, 2017; no shares issued or outstanding | 0 | 0 |
Stockholders’ equity: | ||
Common stock—$0.01 par value, authorized 180,000,000 shares as of January 2, 2018 and January 3, 2017; 43,550,329 issued and 41,126,458 outstanding as of January 2, 2018 and 30,300,925 issued and 27,877,054 outstanding as of January 3, 2017 | 464 | 436 |
Treasury stock, at cost, 2,423,871 shares as of January 2, 2018 and January 3, 2017, respectively | (35,000) | (35,000) |
Additional paid-in capital | 198,352 | 171,613 |
Accumulated deficit | (111,135) | (101,188) |
Total stockholders’ equity | 52,681 | 35,861 |
Total liabilities and stockholders’ equity | $ 172,032 | $ 185,233 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 01, 2019 | Jan. 02, 2018 |
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 | 46,353,309 | 43,550,329 |
Common stock, shares, outstanding | 43,929,438 | 41,126,458 |
Treasury Stock, Shares | 2,423,871 | 2,423,871 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Revenue: | |||
Total revenue | $ 457,841 | $ 456,492 | $ 487,474 |
Restaurant operating costs (exclusive of depreciation and amortization shown separately below): | |||
Cost of sales | 121,102 | 121,473 | 130,630 |
Labor | 149,746 | 150,161 | 161,219 |
Occupancy | 49,020 | 51,877 | 55,912 |
Other restaurant operating costs | 65,575 | 64,091 | 73,011 |
General and administrative | 46,092 | 39,746 | 55,654 |
Depreciation and amortization | 22,872 | 24,613 | 28,134 |
Pre-opening | 50 | 935 | 3,131 |
Restaurant impairments, closure costs and asset disposals | 7,142 | 37,446 | 47,311 |
Total costs and expenses | 461,599 | 490,342 | 555,002 |
Loss from operations | (3,758) | (33,850) | (67,528) |
Loss on extinguishment of debt | 626 | 0 | 0 |
Interest expense, net | 4,305 | 3,839 | 2,916 |
Loss before income taxes | (8,689) | (37,689) | (70,444) |
(Benefit) provision for income taxes | (248) | (207) | 1,233 |
Net loss | (8,441) | (37,482) | (71,677) |
Accretion of preferred stock to redemption value | 0 | (7,967) | 0 |
Net loss attributable to common stockholders | $ (8,441) | $ (45,449) | $ (71,677) |
Earnings per share of Class A and Class B common stock, combined: | |||
Basic (USD per share) | $ (0.20) | $ (1.20) | $ (2.58) |
Diluted (USD per share) | $ (0.20) | $ (1.20) | $ (2.58) |
Weighted average shares of Class A and Class B common stock outstanding, combined: | |||
Basic (in shares) | 42,329,556 | 37,759,497 | 27,808,708 |
Diluted (in shares) | 42,329,556 | 37,759,497 | 27,808,708 |
Restaurant revenue | |||
Revenue: | |||
Total revenue | $ 453,671 | $ 451,599 | $ 482,544 |
Franchising royalties and fees | |||
Revenue: | |||
Total revenue | $ 4,170 | $ 4,893 | $ 4,930 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Net loss | $ (8,441) | $ (37,482) | $ (71,677) |
Foreign currency translation adjustments | 0 | (109) | 83 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | 0 | 109 | (83) |
Other comprehensive (loss) income: | |||
Comprehensive loss | $ (8,441) | $ (37,591) | $ (71,594) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings (Accumulated Deficit) [Member] | Temporary Equity [Member] | L Catterton [Member] | L Catterton [Member]Additional Paid-in Capital [Member] | L Catterton [Member]Temporary Equity [Member] | Mill Road Capital II, L.P. [Member] | Mill Road Capital II, L.P. [Member]Common Stock [Member] | Mill Road Capital II, L.P. [Member]Additional Paid-in Capital [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Shares outstanding (in shares) | 30,138,672 | 2,423,871 | |||||||||||||
Beginning balance, shares at Dec. 29, 2015 | 30,138,672 | 2,423,871 | |||||||||||||
Beginning balance at Dec. 29, 2015 | $ 93,772 | $ 301 | $ (35,000) | $ 120,634 | $ (134) | $ 7,971 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of stock options (in shares) | [1] | 162,253 | |||||||||||||
Issuance of stock options | 1,100 | $ 2 | [1] | 1,098 | |||||||||||
Stock-based compensation expense | 2,540 | 2,540 | |||||||||||||
Net loss | (71,677) | (71,677) | |||||||||||||
Other comprehensive income (loss) | 83 | 83 | |||||||||||||
Ending balance at Jan. 03, 2017 | 25,818 | $ 303 | [1],[2] | $ (35,000) | 124,272 | (51) | (63,706) | ||||||||
Ending balance, shares at Jan. 03, 2017 | 30,300,925 | [1] | 2,423,871 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Shares outstanding (in shares) | 30,138,672 | 2,423,871 | |||||||||||||
Shares outstanding (in shares) | 30,300,925 | [1] | 2,423,871 | ||||||||||||
Issuance of stock options (in shares) | 123,291 | [1] | 8,873,240 | ||||||||||||
Issuance of stock options | 83 | $ 1 | [1] | 82 | $ 6,056 | $ 6,056 | $ 10,533 | $ 29,110 | $ 89 | $ 29,021 | |||||
Conversion of preferred stock to L Catterton (in shares) | 4,252,873 | ||||||||||||||
Conversion of preferred stock to L Catterton | 18,500 | $ 43 | 18,457 | $ (18,500) | |||||||||||
Accretion of preferred stock | 7,967 | 7,967 | $ 7,967 | ||||||||||||
Stock-based compensation expense | 1,692 | 1,692 | |||||||||||||
Net loss | (37,482) | (37,482) | |||||||||||||
Other comprehensive income (loss) | 51 | 51 | |||||||||||||
Ending balance at Jan. 02, 2018 | 35,861 | $ 436 | $ (35,000) | 171,613 | 0 | (101,188) | |||||||||
Ending balance, shares at Jan. 02, 2018 | 43,550,329 | 2,423,871 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Shares outstanding (in shares) | 30,300,925 | [1] | 2,423,871 | ||||||||||||
Shares outstanding (in shares) | 43,550,329 | 2,423,871 | |||||||||||||
Issuance of stock options (in shares) | 2,500,000 | ||||||||||||||
Issuance of stock options | 22,992 | $ 25 | 22,967 | ||||||||||||
Shares issued | [1] | 302,980 | |||||||||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 749 | $ 3 | [1] | 746 | |||||||||||
Stock-based compensation expense | 3,026 | 3,026 | |||||||||||||
Net loss | (8,441) | (8,441) | |||||||||||||
Ending balance at Jan. 01, 2019 | $ 52,681 | $ 464 | $ (35,000) | $ 198,352 | $ 0 | $ (111,135) | |||||||||
Ending balance, shares at Jan. 01, 2019 | 46,353,309 | 2,423,871 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Shares outstanding (in shares) | 43,550,329 | 2,423,871 | |||||||||||||
Shares outstanding (in shares) | 46,353,309 | 2,423,871 | |||||||||||||
[1] | Unless otherwise noted, activity relates to Class A common stock | ||||||||||||||
[2] | 1,522,098 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Operating activities | |||
Net loss | $ (8,441) | $ (37,482) | $ (71,677) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 22,872 | 24,613 | 28,134 |
Deferred income taxes, net | (283) | (228) | 1,099 |
Restaurant impairments, closure costs and asset disposals | 6,992 | 30,859 | 45,536 |
Loss on extinguishment of debt | 626 | 0 | 0 |
Amortization of debt issuance costs | 607 | 465 | 140 |
Stock-based compensation | 2,979 | 1,514 | 2,319 |
Loss on liquidation of Canadian subsidiary | 0 | 70 | 0 |
Gain on insurance proceeds received for property damage | (370) | 0 | (494) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 91 | 2,976 | (443) |
Inventories | (541) | (387) | (790) |
Prepaid expenses and other assets | 185 | 332 | 162 |
Accounts payable | (1,580) | (1,302) | (2,440) |
Deferred rent | (1,396) | 1,597 | 5,328 |
Income taxes | (109) | 180 | 564 |
Accrued expenses and other liabilities | (16,286) | (19,105) | 17,299 |
Net cash provided by operating activities | 5,346 | 4,102 | 24,737 |
Investing activities | |||
Purchases of property and equipment | (14,338) | (20,828) | (43,335) |
Insurance proceeds received for property damage | 500 | 0 | 578 |
Net cash used in investing activities | (13,838) | (20,828) | (42,757) |
Financing activities | |||
Net (repayments) borrowings from swing line loan | (101) | (96) | (1,649) |
Proceeds from borrowings on long-term debt | 74,889 | 10,532 | 19,800 |
Payments on long-term debt | (87,030) | (37,015) | (1,000) |
Debt issuance costs | (1,713) | (938) | (347) |
Issuance of preferred stock and common stock warrants, net of transaction expenses | 0 | 16,589 | 0 |
Issuance of common stock, net of transaction expenses | 22,992 | 29,110 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 749 | 83 | 1,100 |
Net cash provided by financing activities | 9,786 | 18,265 | 17,904 |
Effect of exchange rate changes on cash | 0 | (15) | 41 |
Net increase (decrease) in cash and cash equivalents | 1,294 | 1,524 | (75) |
Cash and cash equivalents | |||
Beginning of year | 3,361 | 1,837 | 1,912 |
End of year | $ 4,655 | $ 3,361 | $ 1,837 |
Business and Summary of Signifi
Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 01, 2019 | |
Accounting Policies [Abstract] | |
Business and Summary and Basis of Presentation | Business and Summary of Significant Accounting Policies 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 appetizers. As of January 1, 2019 , the Company had 394 company-owned restaurants and 65 franchise restaurants in 29 states and the District of Columbia. The Company operates its business as one operating and reportable segment. Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All intercompany balances and transactions are eliminated in consolidation. Fiscal Year The Company operates on a 52 - or 53 -week fiscal year ending on the Tuesday closest to December 31. Fiscal years 2018 and 2017, which ended on January 1, 2019 and January 2, 2018 , respectively, each contained 52 weeks, and fiscal year 2016, which ended on January 3, 2017 , contained 53 weeks. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. Amounts receivable from credit card processors are converted to cash shortly after the related sales transaction and are considered to be cash equivalents because they are both short-term and highly liquid in nature. Amounts receivable from credit card processors as of January 1, 2019 and January 2, 2018 , which are included in cash and cash equivalents, were $1.6 million and $1.0 million , respectively. Additionally, the Company records “book overdrafts” when outstanding checks at year end are in excess of cash and cash equivalents. Such book overdrafts are recorded within accounts payable in the accompanying Consolidated Balance Sheets and within operating activities in the accompanying Consolidated Statements of Cash Flows. Accounts Receivable Accounts receivable consists primarily of tenant improvement receivables and vendor rebates, as well as amounts due from franchisees and other miscellaneous receivables arising from the normal course of business. The Company believes all amounts to be collectible. Accordingly, no allowance for doubtful accounts has been recorded as of January 1, 2019 or January 2, 2018 . Inventories Inventories consist of food, beverages, supplies and smallwares, and are stated at the lower of cost (first-in, first-out method) or net realizable value. Smallwares inventory, which consist of the plates, silverware and cooking utensils used in the restaurants, are frequently replaced and are therefore considered current assets. Replacement costs of smallwares inventory are recorded as other restaurant operating costs in the Consolidated Statements of Operations and are expensed as incurred. As of January 1, 2019 and January 2, 2018 , smallwares inventory of $6.5 million and $6.7 million , respectively, was included in the accompanying Consolidated Balance Sheets. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Expenditures for major renewals and improvements are capitalized, while expenditures for minor replacements and maintenance and repairs are expensed as incurred. Upon retirement or disposal of assets, the accounts are relieved of cost and accumulated depreciation and the related gain or loss is reflected in earnings. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term, which generally includes option periods that are reasonably assured to be exercised. Depreciation and amortization expense on property and equipment, including assets under capital lease, was $22.7 million , $24.5 million and $28.0 million in 2018 , 2017 and 2016 , respectively. The estimated useful lives for property and equipment are: Property and Equipment Estimated Useful Lives Leasehold improvements Shorter of lease term or estimated useful life, not to exceed 20 years Furniture and fixtures 3 to 15 years Equipment 3 to 7 years The Company capitalizes internal payroll and payroll-related costs directly related to the successful acquisition, development, design and construction of its new restaurants. Capitalized internal costs were $0.2 million , $0.9 million and $2.4 million in 2018 , 2017 and 2016 , respectively. Interest incurred on funds used to construct company-owned restaurants is capitalized and amortized over the estimated useful life of the related assets. Capitalized interest totaled $0.1 million , $ 0.2 million and $0.3 million in 2018 , 2017 and 2016 , respectively. Goodwill Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired. Goodwill is not subject to amortization, but instead is tested for impairment at least annually (or more often, if necessary) as of the first day of the Company’s fourth fiscal quarter. Goodwill is evaluated at the level of the Company’s single operating segment, which also represents the Company’s only reporting unit. In 2018, the Company performed a qualitative impairment assessment. Under this approach, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. If after performing the qualitative assessment, the Company determines there is less than a 50 percent chance that the fair value of its reporting unit is less than its carrying amount, then performing the two-step test is unnecessary. Based on the qualitative assessment performed, management did not believe that it is more likely than not that the Company’s goodwill has been impaired. In 2017 and 2016, the Company performed the two-step quantitative analysis. Under the two-step approach, step one of the impairment test is based upon a comparison of the carrying value of net assets, including goodwill balances, to the fair value of net assets. Fair value is measured using a combination of the income approach and the market approach. The income approach consists of utilizing the discounted cash flow method that incorporates the Company’s estimates of future revenues and costs, discounted using a risk-adjusted discount rate. The Company’s estimates used in the income approach were consistent with the plans and estimates used to manage operations. The market approach utilized multiples of profit measures to estimate the fair value of the assets. The Company evaluated all methods to ensure reasonably consistent results. Additionally, the Company evaluated the key input factors in the model used to determine whether a moderate change in any input factor or combination of factors would significantly change the results of the tests. Based on the Company’s analysis, no impairment charges were recognized on goodwill in 2018, 2017 or 2016. However, an impairment charge may be triggered in the future if cash flows of the Company’s restaurants decline significantly, or if there are significant adverse changes in the operating environment of the restaurant industry. Intangibles, net Intangibles, net consists primarily of reacquired franchise rights, favorable lease agreements, trademarks and transferable liquor licenses. The Company amortizes the fair value of reacquired franchise rights over the remaining contractual terms of the reacquired franchise area development agreements at the time of acquisition, which ranged from approximately seven years to 15 years as of January 1, 2019 . The Company amortizes the fair value of favorable lease agreements over the remaining related lease terms at the time of the acquisition, which ranged from approximately one year to six years as of January 1, 2019 . Trademark rights are considered indefinite-lived intangible assets, the carrying value of which are analyzed for impairment at least annually (or more often, if necessary). Transferable liquor licenses are carried at the lower of cost or fair value and are evaluated annually for impairment or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the assets. Identifiable cash flows are measured at the lowest level for which they are largely independent of the cash flows of other groups of assets and liabilities, generally at the restaurant level. If the assets are determined to be impaired, the amount of impairment recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Estimates of future cash flows are based on the Company’s experience and knowledge of local operations. During 2018 , 2017 and 2016 , the Company recorded impairment charges of certain long-lived assets which are included in restaurant impairments, closure costs and asset disposals in the Consolidated Statements of Operations. See Note 6, Restaurant Impairments, Closure Costs and Asset Disposals . Fair value of the restaurant assets was determined using Level 3 inputs (as described in Note 5, Fair Value Measurements). Debt Issuance Costs Certain fees and costs incurred to obtain long-term financing are capitalized and included as a reduction in the net carrying value of long-term debt, net of accumulated amortization. These costs are amortized to interest expense over the term of the related debt. When debt is extinguished prior to its maturity date, the amortization of the remaining unamortized debt issuance costs, or pro-rata portion thereof, is charged to loss on extinguishment of debt. Debt issuance costs of $1.7 million and $1.2 million , net of accumulated amortization, as of January 1, 2019 and January 2, 2018 , respectively, are included as a reduction of long-term debt in the Consolidated Balance Sheets. Self-Insurance Programs The Company self-insures for health, workers’ compensation, general liability and property damage. Predetermined loss limits have been arranged with insurance companies to limit the Company’s per occurrence cash outlay. Estimated costs to settle reported claims and incurred but unreported claims for health and workers’ compensation self-insured plans are recorded in accrued payroll and benefits and for general liability and property damage in accrued expenses and other liabilities in the Consolidated Balance Sheets. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company’s cash balances may exceed federally insured limits. Credit card transactions at the Company’s restaurants are processed by one service provider. Concentration of credit risk related to accounts receivable are limited, as the Company’s receivables are primarily amounts due from landlords for the reimbursement of tenant improvements and the Company generally has the right to offset rent due for tenant improvement receivables. Revenue Recognition Revenue consists of sales from restaurant operations and franchise royalties and fees. Revenue from the operation of company-owned restaurants are recognized when sales occur. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities. The Company sells gift cards which do not have an expiration date, and it does not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards when the gift card is redeemed by the customer or the Company determines the likelihood of the gift card being redeemed by the customer is remote (“gift card breakage”). The determination of the gift card breakage rate is based upon Company-specific historical redemption patterns. The Company has determined that approximately 8% of gift cards will not be redeemed, which is recognized ratably over the estimated redemption period of the gift card, approximately 18 months. Royalties from franchise restaurants are based on a percentage of restaurant revenues and are recognized in the period the related franchised restaurants’ sales occur. Development fees and franchise fees, portions of which are collected in advance, are nonrefundable. The Company has determined that the initial franchise services are not distinct from the continuing rights or services offered during the term of the franchise agreement and should be treated as a single performance obligation; therefore, such fees are recognized in income ratably over the term of the related franchise agreement or recognized upon the termination of the agreement between the Company and the franchisee. As of January 1, 2019 , January 2, 2018 and January 3, 2017 , there were 65 , 66 and 75 franchise restaurants in operation, respectively. No new franchise restaurants were opened in 2018. Franchisees opened three and six restaurants in 2017 and 2016 , respectively. Pre-Opening Costs Pre-opening costs, including rent, wages, benefits and travel for the training and opening teams, food, beverage and other restaurant operating costs, are expensed as incurred prior to a restaurant opening for business. Advertising and Marketing Costs Advertising and marketing costs are expensed as incurred and were $6.0 million , $5.7 million and $10.0 million in 2018 , 2017 and 2016 , respectively. These costs are included in restaurant operating costs, general and administrative expenses and pre-opening costs based on the nature of the advertising and marketing costs incurred. Rent Rent expense for the Company’s leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The lease term includes renewal options which are reasonably assured of being exercised and begins when the Company has control and possession of the leased property, which is typically before rent payments are due under the lease. The difference between the rent expense and rent paid is recorded as deferred rent in the Consolidated Balance Sheets. Rent expense for the period prior to the restaurant opening is reported in pre-opening costs in the Consolidated Statements of Operations. Tenant incentives used to fund leasehold improvements are recorded in deferred rent and amortized as a reduction of rent expense over the term of the lease. Certain leases contain rental provisions based on the sales of the underlying restaurants; the Company has determined that the amount of these provisions is immaterial. Provision (Benefit) for Income Taxes Provision (benefit) for income taxes is accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those deferred amounts are expected to be recovered or settled. Valuation allowances are recorded for deferred tax assets that more likely than not will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company’s policy is to recognize interest to be paid on an underpayment of income taxes in interest expense and any related statutory penalties in provision (benefit) for income taxes in the Consolidated Statements of Operations. Stock-Based Compensation Expense Stock-based compensation expense is measured at the grant date based upon the estimated fair value of the portion of the award that is ultimately expected to vest and is recognized as expense over the applicable vesting period of the award generally using the straight-line method (see Note 9, Stock-Based Compensation for more information). Foreign Currency Translation In 2017, the Company ceased its Canadian operations and liquidated the related assets. The Canadian dollar was the functional currency for the Company’s Canadian restaurant operations. Assets and liabilities denominated in Canadian dollars were translated into U.S. dollars at exchange rates in effect as of the balance sheet dates. Income and expense accounts were translated using the average exchange rates prevailing throughout the period. Translation adjustments from currency exchange were recorded in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Gains or losses from foreign currency transactions were recognized in the Consolidated Statements of Operations. Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842).” This pronouncement requires a lessee to recognize on the balance sheet a liability to make lease payments and a corresponding right-of-use asset. Additionally, the new lease guidance requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, while for operating leases, the lessee would recognize a straight-line total lease expense. The guidance also requires certain qualitative and quantitative disclosures about the amount, timing and uncertainty of cash flows arising from leases. This pronouncement will be effective for interim and annual periods beginning after December 15, 2018 (the Company’s first quarter of fiscal 2019). There have been multiple standards updates amending this guidance or providing corrections or improvements on issues in the guidance. In July 2018, the FASB issued ASU 2018-11 which provided either a modified retrospective transition approach with application in all comparative periods presented, or an alternative transition method, which permits a company to use its effective date as the date of initial application without restating comparative period financial statements. The Company has elected the alternative transition method and will apply the transition approach as of the beginning of the period of adoption and will not be restating comparative periods. Further, the Company will elect a short-term lease exception policy, permitting it to not apply the recognition requirements of this standard to short-term leases (i.e. leases with initial terms of 12 months or less) and an accounting policy to account for lease and non-lease components as a single component for certain classes of assets. The adoption of this lease guidance will have a significant impact on the Company’s consolidated balance sheets by significantly increasing its non-current assets and non-current liabilities due to the recognition of the right-of-use assets and related lease liabilities primarily related to the Company’s restaurant operating leases and corporate office space. The Company currently estimates it will record operating lease liabilities of approximately $262.0 million based on the present value of the remaining minimum rental payments using discount rates as of the effective date. The Company currently estimates that it will record corresponding right-of-use assets between approximately $198.0 million and $228.0 million , based upon the operating lease liabilities adjusted for prepaid and deferred rent, liabilities associated with lease termination costs and impairment of right-of-use assets estimated to be recognized in retained earnings as of January 1, 2019. The Company does not expect a material impact on its consolidated results of operations or its consolidated statements of cash flows. The Company is finalizing the impact of the standard on its accounting policies, processes, disclosures, and internal control over financial reporting and has implemented upgrades to its existing lease system. The Company’s implementation efforts are substantially complete. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” which supersedes the revenue recognition requirements in Accounting Standards Codification 605, “Revenue Recognition.” This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company adopted Topic 606 at the beginning of the first quarter of 2018 using the modified retrospective method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The adoption of these standards did not have a material impact on the Company’s Consolidated Statements of Operations in 2018. The primary impact of adoption was the enhancement of the Company’s disclosures related to contracts with customers and revenue recognized from those performance obligations, which includes revenue related to initial fees charged to franchisees and revenue recognized related to gift cards. See Note 16, Revenue Recognition. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Notes) | 12 Months Ended |
Jan. 01, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table presents goodwill as of January 1, 2019 and January 2, 2018 , (in thousands): 2018 2017 Balance at beginning of year $ 6,400 $ 6,400 Acquisitions — — Balance at end of year $ 6,400 $ 6,400 The Company has had no goodwill impairment charges in 2018 , 2017 or 2016 . The following table presents intangible assets subject to amortization as of January 1, 2019 and January 2, 2018 , (in thousands): 2018 2017 Amortized intangible assets: Reacquired franchise rights $ 1,125 $ 1,271 Favorable leases 150 150 1,275 1,421 Accumulated Amortization (436 ) (375 ) 839 1,046 Non-amortized intangible assets: Trademark rights and transferable liquor licenses 452 519 $ 1,291 $ 1,565 The estimated aggregate future amortization expense as of January 1, 2019 is as follows, (in thousands): 2019 $ 95 2020 92 2021 92 2022 89 2023 84 Thereafter 387 $ 839 No impairment charges were recorded related to non-amortized intangible assets in 2018 , 2017 or 2016 |
Borrowings
Borrowings | 12 Months Ended |
Jan. 01, 2019 | |
Debt Disclosure [Abstract] | |
Borrowings | Long-Term Debt 2018 Credit Facility On May 9, 2018, the Company entered into a credit facility with U.S. Bank National Association (the “2018 Credit Facility”). The 2018 Credit Facility consists of a term loan facility in an aggregate principal amount of $25.0 million and a revolving line of credit of $65.0 million (which may be increased to $75.0 million ), which includes a letter of credit subfacility in the amount of $15.0 million and a swingline subfacility in the amount of $10.0 million . The 2018 Credit Facility has a four-year term and matures on May 9, 2022. Borrowings under the 2018 Credit Facility, including the term loan facility, bear interest annually, at the Company’s option, at either (i) LIBOR plus a margin of 2.25% to 3.25% per annum, based upon the consolidated total lease-adjusted leverage ratio or (ii) the highest of the following base rates plus a margin of 1.25% to 2.25% per annum: (a) the federal funds rate plus 0.50% ; (b) the U.S. Bank prime rate or (c) the one-month LIBOR plus 1.00% . The 2018 Credit Facility includes a commitment fee of 0.30% to 0.50% per annum, based upon the consolidated total lease-adjusted leverage ratio, on any unused portion of the revolving credit facility. As of January 1, 2019 , the Company had $46.6 million of indebtedness (excluding $1.7 million of unamortized debt issuance costs) and $3.7 million of letters of credit outstanding under the 2018 Credit Facility. The term loan requires principal payments of $156,250 per quarter starting in the second quarter of 2018 through the first quarter of 2019, $187,500 per quarter thereafter through the first quarter of 2020, $375,000 per quarter thereafter through the first quarter of 2021, and $531,250 per quarter thereafter through maturity in the second quarter of 2022. Aggregate maturities for debt outstanding as of January 1, 2019 are as follows (in thousands): Year 1 $ 719 Year 2 1,313 Year 3 1,969 Year 4 42,575 Total $ 46,576 The Company also maintains outstanding letters of credit to secure obligations under its workers’ compensation program and certain lease obligations. As of January 1, 2019 , the Company was in compliance with all of its debt covenants. The 2018 Credit Facility is secured by a pledge of stock of substantially all of the Company’s subsidiaries and a lien on substantially all of the personal property assets of the Company and its subsidiaries. Prior Credit Facility Upon execution of the 2018 Credit Facility, the Company repaid in full its outstanding indebtedness with Bank of America, N.A. (the “Prior Credit Facility”) using funds drawn on the 2018 Credit Facility. Upon repayment, the Prior Credit Facility and all related agreements were terminated. A loss on extinguishment of debt in the amount of $0.6 million was recorded during the second quarter of 2018 in connection with this repayment. The Company’s indebtedness bore interest at a range of 4.95% to 7.25% during 2018 . The Company recorded interest expense of $4.3 million , $3.8 million and $2.9 million for 2018 , 2017 and 2016 , respectively, of which $0.6 million , $0.5 million , and $0.1 million |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 01, 2019 | |
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 their short-term nature. The carrying amounts of borrowings approximate fair value as the line of credit and term borrowings vary with market interest rates and negotiated terms and conditions are consistent with current market rates. The fair value of the Company’s line of credit borrowings is measured using Level 2 inputs. Closed restaurant operating lease liabilities, which are measured at fair value on a non-recurring basis, are discussed in Note 6, Restaurant Impairments, Closure Costs and Asset Disposals. Assets and Liabilities Measured at Fair Value The fair values are assigned a level within the fair value hierarchy, depending on the source of the inputs into the calculation. Level 1 —Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 —Quoted prices in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 —Prices or valuation techniques which require inputs that are both significant to the fair value measurement and unobservable ( i.e. |
Closed Restaurant Reserve
Closed Restaurant Reserve | 12 Months Ended |
Jan. 01, 2019 | |
Restructuring and Related Activities [Abstract] | |
Closed Restaurant Reserve | losure Costs and Asset Disposals The following table presents restaurant impairments, closure costs and asset disposals for fiscal years 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Restaurant impairments (1) $ 1,453 $ 16,154 $ 41,615 Closure costs (1) 4,149 20,052 2,251 Loss on disposal of assets and other (2) 1,540 1,240 3,445 $ 7,142 $ 37,446 $ 47,311 _____________________ (1) Restaurant impairments and closure costs in all periods presented above include amounts related to restaurants previously impaired or closed. (2) Included in loss on disposal of assets and other for the fiscal year 2016 is a $1.1 million charge to reduce capitalized labor and overhead as a result of the reduced growth for new restaurant development. Restaurant Impairments During 2018 , 2017 and 2016 , one restaurant, 34 restaurants and 54 restaurants were identified as impaired, respectively. Impairment is based on management’s current assessment of the expected future cash flows of various restaurants based on recent results and other specific market factors. Impairment expense is a Level 3 fair value measure and was determined by comparing the carrying value of restaurant assets to the estimated fair market value of the restaurant assets at resale value. In performing its impairment testing, the Company forecasts the future undiscounted cash flows by looking at recent restaurant level performance, restaurant level operating plans, sales trends and cost trends for cost of sales, labor and operating expenses. The Company compares this cash flow forecast to the asset’s carrying value at the restaurant. Based on this analysis, if the carrying amount of the assets is greater than the estimated future undiscounted cash flows, an impairment charge is recognized, measured as the amount by which the carrying amount exceeds the fair value of the asset. Restaurant Closures During 2018 , 2017 and 2016 , the Company recognized $4.1 million , $20.1 million and $2.3 million of closure costs, respectively. The closure costs recognized during 2018 are primarily related to the 19 restaurants closed throughout 2018, most of which were approaching the expiration of their leases, as well as ongoing costs from restaurants closed in previous years. The closure costs recognized during 2017 are primarily related to the 55 restaurants closed during the first quarter of 2017 and ongoing costs of restaurants closed in previous years, and the closure costs recognized during 2016 are primarily related to the ongoing costs of the 16 restaurants closed in the fourth quarter of 2015. Closure costs can include fees from real estate advisors and brokers related to terminations of the leases and charges resulting from final adjustments to liabilities as lease terminations occur. The measurement of an estimated closed restaurant operating lease liability is a Level 3 fair value measure. The Company provides for closed restaurant operating lease liabilities using discount rates in effect on the closure date. The discount rates used to calculate the present value of the remaining non-cancellable lease payments after the closing date, net of estimated subtenant income, range from 4.45% to 6.15% . The following table contains a summary of the changes in the liability for closed restaurants as of January 1, 2019 and January 2, 2018 (in thousands): 2018 2017 Closed restaurant reserves, beginning of period $ 8,179 $ 1,880 Additions—restaurant closing costs recognized and accretion 2,843 18,341 Decreases—payments (8,005 ) (12,042 ) Closed restaurant reserves, end of period $ 3,017 $ 8,179 As of January 1, 2019 and January 2, 2018 , the current portion of the liability, $1.7 million and $2.4 million , respectively, is included in accrued expenses and other current liabilities, and the long-term portion, $1.3 million and $5.8 million |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 01, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table presents the domestic and foreign components of income (loss) before income taxes for 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Domestic loss $ (8,689 ) $ (42,047 ) $ (67,626 ) Foreign income (loss) — 4,358 (2,818 ) $ (8,689 ) $ (37,689 ) $ (70,444 ) The components of the (benefit) provision for income taxes are as follows for 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Current tax provision: Federal $ — $ — $ — State 35 21 134 Foreign — — — 35 21 134 Deferred tax (benefit) provision: Federal (202 ) (252 ) (1,979 ) State (81 ) 24 2,854 Foreign — — 224 (283 ) (228 ) 1,099 Total (benefit) provision for income taxes $ (248 ) $ (207 ) $ 1,233 The reconciliation of income tax (benefit) provision that would result from applying the federal statutory rate to pre-tax income as shown in the accompanying Consolidated Statements of Operations is as follows for 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Federal income tax benefit at federal rate $ (1,825 ) $ (12,814 ) $ (23,740 ) State income tax benefit, net of federal tax (623 ) (1,790 ) (2,975 ) Other permanent differences 70 674 996 Foreign rate differential — (463 ) 214 Tax credits (602 ) (808 ) (749 ) Change in valuation allowance 2,600 (159 ) 27,353 Tax rate change (248 ) 13,632 — Deferred tax asset write-off 212 2,618 — Other items, net 168 (1,097 ) 134 (Benefit) provision for income taxes $ (248 ) $ (207 ) $ 1,233 Effective income tax rate 2.9 % 0.5 % (1.8 )% The Company’s total deferred tax assets and liabilities are as follows (in thousands): 2018 2017 Deferred tax assets $ 50,851 $ 47,027 Deferred tax liabilities (12,212 ) (11,632 ) Total deferred tax assets 38,639 35,395 Valuation allowance (38,772 ) (35,811 ) Net deferred tax liabilities $ (133 ) $ (416 ) Deferred income taxes arise because of the differences in the book and tax bases of certain assets and liabilities. Deferred income tax liabilities and assets consist of the following (in thousands): 2018 2017 Deferred tax assets (liabilities): Loss carry forwards $ 32,896 $ 26,991 Deferred rent and franchise revenue 10,433 10,486 Property, equipment and intangible assets (10,472 ) (9,858 ) Stock-based compensation 1,242 1,086 Tax credit carry forwards 3,528 3,123 Interest expense 998 — Inventory smallwares (1,740 ) (1,774 ) Other accrued expenses 959 4,320 Other 795 1,021 Total net deferred tax assets 38,639 35,395 Valuation allowance (38,772 ) (35,811 ) Net deferred tax liabilities $ (133 ) $ (416 ) For the year ended January 1, 2019 , the Company determined that it was appropriate to maintain a valuation allowance of $38.8 million against U.S. deferred tax assets due to uncertainty regarding the realizability of future tax benefits. The valuation allowance is recorded against net deferred tax assets, exclusive of indefinite-lived intangibles. During 2018, the Company generated indefinite- lived net operating loss (“NOL”) carry forwards and indefinite-lived interest deductions. These assets reduce the year end net deferred tax liability, which creates a current year benefit to tax expense of $0.3 million . The Company will maintain the remaining valuation allowance until there is sufficient evidence to support a full or partial reversal. The reversal of a previously recorded valuation allowance will generally result in a benefit to the effective tax rate. The Company closed all Canadian restaurants and discontinued foreign business operations during the year ended January 2, 2018. As a result, all Canadian deferred tax assets were written off against the previously recorded Canadian valuation allowance. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (“Tax Act”) was signed into law making significant changes to the Internal Revenue Code that will impact the Company. For tax years after December 31, 2017, the corporate income tax rate is reduced from 34% to 21%. On the same date, Staff Accounting Bulletin No. 118 (“SAB 118”) was issued by the SEC to address the application of GAAP in situations where a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. During the year ended January 1, 2019 , the Company completed its analysis of the Tax Act and determined that no adjustments were needed for provisional taxes reported for the year ended January 2, 2018 . As of January 1, 2019 and January 2, 2018 , NOL carry forwards for federal income tax purposes of approximately $124.8 million and $106.8 million , respectively, were available to offset future taxable income. Of these amounts, $106.8 million is available to offset future taxable income through 2037. A federal NOL of $17.9 million created during the year ending January 1, 2019 can be carried forward indefinitely, but can only offset 80% of future taxable income. The Internal Revenue Code Section 382 generally limits the utilization of NOLs when there is an ownership change. The Company has not completed an analysis of ownership changes through January 1, 2019 . Prior to the utilization of NOLs in the future, the Company will complete a Section 382 study to determine whether there are any limitations. If such a limitation exists, it is possible that a portion of the NOLs may not be available for use before expiration. Uncertain tax positions are recognized if it is more likely than not that the Company will be able to sustain the tax position taken, and the measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon resolution of the benefit. The Company has analyzed filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. There were no uncertain tax positions for the years ended January 1, 2019 or January 2, 2018 |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Jan. 01, 2019 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholders’ Equity Common Stock The Company has 181,000,000 shares of stock authorized, consisting of 150,000,000 shares of Class A common stock, par value $0.01 per share; 30,000,000 shares of Class B common stock, par value $0.01 and 1,000,000 shares of preferred stock, par value $0.01 per share. Preferred stock rights are determined by the Company’s Board of Directors when preferred shares are issued. The following summarizes the rights of common stock: Voting —Shares of Class A common stock and Class B common stock are entitled to one vote per share in all voting matters, with the exception that Class B common stock does not vote on the election or removal of directors. Conversion —Each share of Class A common stock held by either one of L Catterton Partners or Argentia Private Investments Inc. (“Argentia”) or their affiliates the (“Equity Sponsors”) is convertible, at the option of the holder, into one share of Class B common stock. Each share of Class B common stock is convertible, at the option of the holder, into one share of Class A common stock. Dividends —Class A common stock and Class B common stock share equally if a dividend is declared or paid to either class, but they do not have rights to any special dividend. Liquidation, Dissolution or Winding Up —Class A common stock and Class B common stock share equally in distributions in liquidation, dissolution or winding up of the corporation. Registration Rights —The Equity Sponsors have the right to demand registration of 10% or more of the shares of the Company’s common stock held by them. A few shareholders who are also Executive Officers of the Company or members of the Company’s Board of Directors have piggyback registration rights, but they are not required to exercise these rights. Public Offering of Class A Common Stock On July 31, 2018, the Company sold 2,500,000 shares of its common stock at a public offering price of $10.00 per share. The shares offered were registered pursuant to a registration statement that the Company filed with the Securities and Exchange Commission (the “SEC”). The Company received net proceeds of $23.0 million , after deducting the underwriting discounts and commissions, and net of transaction expenses incurred. The proceeds of the offering were used by the Company to pay down borrowings under the 2018 Credit Facility and fund working capital obligations. Conversion of Argentia Class B Common Stock On May 24, 2018, Argentia Private Investments Inc. (“Argentia”) converted 1,522,098 shares of the Company’s Class B common stock, par value $0.01 , it owned into the same number of shares of the Company’s Class A common stock. As a result of the conversion, no shares of the Company’s Class B common stock are outstanding. Securities Purchase Agreement with L Catterton On February 8, 2017, the Company entered into a securities purchase agreement with L Catterton, pursuant to which the Company agreed, in return for aggregate gross proceeds of $18.5 million , to sell to L Catterton an aggregate of 18,500 shares of preferred stock convertible into 4,252,873 shares of the Company’s Class A common stock, par value $0.01 per share, at a price per share of $1,000 , plus warrants exercisable for five years beginning six months following their issuance for the purchase of 1,913,793 shares of the Company’s Class A common stock, at a price per share of $4.35 (such transactions, collectively, the “private placement”). The proceeds were used, in conjunction with cash flow from the Company’s operations and the proceeds received from the transaction with Mill Road (see below), to satisfy liabilities and to fund, in part, certain capital expenditures related to business initiatives in its company-owned restaurants. The funding of the private placement occurred on February 9, 2017 and the net proceeds from the transaction were $16.6 million , after $1.9 million of transaction expenses. The Company determined that the preferred stock was more akin to a temporary equity security than permanent equity primarily because the preferred stock was contingently redeemable upon the occurrence of an event that was outside of the Company’s control. The proceeds were allocated between the three features of the private placement: the warrants, the embedded beneficial conversion feature in the preferred stock and the preferred stock itself. The fair values of the warrants of $3.1 million and the embedded beneficial conversion feature of $3.1 million were recorded as a discount against the stated value of the preferred stock on the date of issuance. The fair value of the warrants was estimated using a Black-Scholes option pricing model which is a Level 2 estimate of fair value. On April 5, 2017, the Company delivered a notice to L Catterton of its election to exercise the conversion option with respect to the Series A Convertible Preferred Stock. The terms of the preferred stock provided that the Company could, at its option upon the satisfaction of certain conditions, cause all outstanding shares of preferred stock to be automatically converted into the Company’s Class A common stock. The conversion of the preferred stock into 4,252,873 shares of the Company’s Class A Common Stock occurred on April 12, 2017. The discount was amortized, using the interest method, and treated as a deemed dividend through the date of conversion, which resulted in the accretion of the preferred stock to its full redemption value. After the conversion, no shares of preferred stock are outstanding. At the conversion date, all unamortized discounts were recognized immediately as a deemed dividend, which increased the net loss attributable to common stockholders. The amortized discount was $8.0 million for the year ended January 2, 2018. Securities Purchase Agreement with Mill Road Capital On March 13, 2017, the Company entered into a securities purchase agreement with Mill Road Capital II, L.P. (“Mill Road”), pursuant to which the Company agreed, in return for aggregate gross proceeds of $31.5 million , to issue to Mill Road an aggregate of 8,873,240 shares of its Class A common stock, par value $0.01 per share, at a price per share of $3.55 , which was equal to the closing sale price for the Company’s Class A common stock on March 10, 2017. On April 3, 2017, such shares were issued and the funding of the private placement occurred. The net proceeds from the transaction were $29.1 million , after $2.4 million of transaction expenses. Reclassification of Cumulative Translation Adjustments During the year ended January 2, 2018, the Company closed all Canadian restaurants and liquidated the Canadian foreign subsidiary. As a result, the Company recognized a loss of approximately $0.2 million |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jan. 01, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company’s Stock Incentive Plan (the “Plan”), as amended and restated in May of 2013, authorizes the grant of non-qualified stock options, incentive stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”) and incentive bonuses to employees, officers, non-employee directors and other service providers. The Plan is administered by the Compensation Committee of the Company’s Board of Directors (the “Board”) or another committee designated by the Board, or in the absence of any such committee, the Board itself (the “administrator”). Stock options are granted at a price determined by the administrator at an exercise price that is not less than the fair market value of the underlying stock on the date of grant. The administrator may also grant SARs and RSUs with terms determined by the administrator in accordance with the Plan. All share-based awards (except for RSUs) granted under the Plan have a life of ten years. Most awards vest ratably over four years; however, some have been granted with different vesting schedules. Of the awards outstanding, none have been granted to non-employees (except those granted to non-employee members of the Board of Directors of the Company) under the Plan. At January 1, 2019 , approximately 3.5 million share-based awards were available to be granted under the Plan. Stock-based compensation expense is generally recognized on a straight-line basis over the service period of the awards. In 2018 , 2017 and 2016 , non-cash stock-based compensation expense of $3.0 million , $1.7 million and $2.5 million , respectively, was included in general and administrative expense. Stock-based compensation of approximately $47,000 , $178,000 and $222,000 was included in capitalized internal costs in 2018 , 2017 and 2016 , respectively. Stock-based compensation expense also includes approximately $ 36,000 related to the Employee Stock Purchase Plan, see Note 11, Employee Benefit Plans. Included in stock-based compensation expense recognized in 2016 was a $0.7 million charge for modifying the outstanding stock options granted to Kevin Reddy, who resigned from his position as the Chairman of the Board and from his position as the Company’s Chief Executive Officer in July 2016. In connection with Mr. Reddy’s termination from the Company, the Company extended the exercise period of Mr. Reddy’s vested options and, as a result, he had the right to exercise his vested options to purchase the Company’s Class A common stock through October 23, 2017. These vested options expired unexercised. The estimated fair value of each option granted is calculated using the Black-Scholes option-pricing model. Expected volatilities are based on the Company’s historical data and implied volatility. The Company uses historical data to estimate expected employee forfeitures of stock options. The expected life of options granted is management’s best estimate using recent and expected transactions. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The weighted-average assumptions used in the model were as follows: 2018 2017 2016 Risk-free interest rate 2.7 % 2.0 % 1.2 % Expected term (average in years) 6.2 6.1 5.0 Expected dividend yield — — — Expected volatility 51.0 % 39.6 % 37.0 % Weighted-average Black-Scholes fair value per share at date of grant $ 5.11 $ 1.74 $ 2.85 The Company has estimated forfeiture rates that range from 0% to 17% based upon the class of employees receiving stock-based compensation in its calculation of stock-based compensation expense for the year ended January 1, 2019 . These estimates are based on historical forfeiture behavior exhibited by employees of the Company. A summary of aggregate option award activity under the Plan as of January 1, 2019 , and changes during the fiscal year then ended is presented below: Awards Weighted- Weighted-Average Remaining Contractual Term Aggregate (1) (in thousands) Outstanding—January 2, 2018 1,332,135 $ 12.23 Granted 201,653 9.58 Forfeited or expired (231,743 ) 14.09 Exercised (127,789 ) 8.86 Outstanding—January 1, 2019 1,174,256 $ 11.78 6.46 $ 667 Vested and expected to vest 1,155,755 $ 11.79 6.43 $ 662 Exercisable as of January 1, 2019 713,021 $ 13.91 5.14 $ 163 _____________ (1) Aggregate intrinsic value represents the amount by which fair value of the Company’s stock exceeds the exercise price of the option as of January 1, 2019 . The weighted-average grant-date fair value of options granted during the years ended January 1, 2019 , January 2, 2018 and January 3, 2017 was $5.11 , $1.74 and $2.85 , respectively. The intrinsic value associated with options exercised was $0.4 million , zero and $0.2 million for the fiscal years ended January 1, 2019 , January 2, 2018 and January 3, 2017 , respectively. The Company had 204,399 , 177,491 and 271,457 options that vested during the years ended January 1, 2019 , January 2, 2018 and January 3, 2017 , respectively. These awards had a total estimated fair value of $1.9 million , $0.8 million and $2.7 million at the date of vesting for the years ended January 1, 2019 , January 2, 2018 and January 3, 2017 , respectively. A summary of the status of the Company’s non-vested restricted share units as of January 1, 2019 and changes during the year then ended is presented below: Awards Weighted- Outstanding—January 2, 2018 328,359 $ 4.52 Granted 824,251 8.51 Vested (197,384 ) 6.84 Forfeited (47,144 ) 0.01 Non-vested at January 1, 2019 908,082 $ 0.01 The Company had 197,384 restricted stock units that vested during the year ended January 1, 2019 . These units had a total estimated fair value of $2.2 million at the date of vesting for the year ended January 1, 2019 . As of January 1, 2019 , there was $6.7 million of unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Plan, which is expected to be recognized over 2.75 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jan. 01, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Loss Per Share Basic earnings (loss) per share (“EPS”) is calculated by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during each period. Diluted EPS is calculated using net income (loss) 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 restricted common stock. Diluted EPS considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. The following table sets forth the computations of basic and diluted EPS (in thousands, except share and per share data): 2018 2017 2016 Net loss attributable to common stockholders $ (8,441 ) $ (45,449 ) $ (71,677 ) Shares: Basic weighted average shares outstanding 42,329,556 37,759,497 27,808,708 Effect of dilutive securities — — — Diluted weighted average number of shares outstanding 42,329,556 37,759,497 27,808,708 Loss per share: Basic loss earnings per share $ (0.20 ) $ (1.20 ) $ (2.58 ) Diluted loss earnings per share $ (0.20 ) $ (1.20 ) $ (2.58 ) The Company computes the effect of dilutive securities using the treasury stock method and average market prices during the period. Potential common shares are excluded from the computation of diluted earnings per share when the effect would be anti-dilutive. Shares issuable on the vesting or exercise of share based awards or exercise of outstanding warrants, and the shares underlying the 18,500 shares of convertible preferred stock outstanding in the first quarter of 2017, were excluded from the calculation of diluted loss per share because the effect of their inclusion would have been anti-dilutive totaled 2,829,630 , 4,154,778 and 2,697,697 for 2018 , 2017 and 2016 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 01, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Defined Contribution Plan In October 2003, the Company adopted a defined contribution plan, The Noodles & Company 401(k) Plan (the “401(k) Plan”). Company employees aged 21 or older, are eligible to participate in the 401(k) Plan beginning on the first day of the calendar month following 30 days of employment. Under the provisions of the 401(k) Plan, the Company may, at its discretion, make contributions to the 401(k) Plan. Participants are 100% vested in their own contributions. The Company made no contributions during 2018 , 2017 and 2016 . Deferred Compensation Plan The Company’s deferred compensation plan, under which compensation deferrals began in 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 January 1, 2019 and January 2, 2018 , $1.8 million and $1.9 million , respectively, were included in other assets, net, which represents the cash surrender value of the associated life insurance policies, and $1.0 million and $1.3 million , respectively, were included in accrued expenses and other current liabilities and other long-term liabilities, which represents the carrying value of the liability for deferred compensation. Employee Stock Purchase Plan In 2013, the Company adopted an Employee Stock Purchase Plan (the “ESPP”) under which eligible team members may voluntarily contribute up to 15% of their salaries, subject to limitations, to purchase common stock at a price equal to 85% of the fair market value of a share of the Company’s common stock on the first day of each offering period or 85% of the fair market value of a share of the Company’s common stock on the last day of each offering period, whichever amount is less. In general, all non-highly compensated employees who have been employed by the Company for at least 30 days prior to the offering period and who are regularly scheduled to work more than 20 hours per week and for more than five months in any calendar year, are eligible to participate in the ESPP which operates in-line with the Company’s fiscal quarters. A total of 750,000 shares of common stock are available for issuance under the ESPP. The Company has issued a total of 140,551 shares under this plan, of which 23,170 shares were issued during 2018 . A total of 609,449 shares remain available for future issuance. For 2018 , in accordance with the guidance for accounting for stock compensation, the Company estimated the fair value of the stock purchase plan using the Black-Scholes multiple-option pricing model. The average assumptions used in the model included a 2.11% risk-free interest rate; 0.25 years year expected life; expected volatility of 57.2% ; and a zero percent dividend yield. The weighted average fair value per share at grant date was $1.57 . In 2018 , the Company recognized $36,000 |
Leases (Notes)
Leases (Notes) | 12 Months Ended |
Jan. 01, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company leases restaurant facilities, office space and certain equipment that expire on various dates through January 2032 . Lease terms for restaurants in traditional shopping centers generally include a base term of 10 years, with options to extend these leases for additional periods of five to 15 years. Typically, the lease includes rent escalations, which are expensed on a straight-line basis over the expected lease term. The difference between rent expense and cash paid for rent is recognized as deferred rent. Total rent expense for operating leases for 2018 , 2017 and 2016 was approximately $41.7 million , $43.9 million and $48.5 million , respectively. Future minimum lease payments required under existing leases as of January 1, 2019 are as follows (in thousands): 2018 $ 42,652 2019 39,626 2020 35,609 2021 30,611 2022 24,440 Thereafter 54,414 $ 227,352 |
Supplemental Disclosures to Con
Supplemental Disclosures to Consolidated Statements of Cash Flows | 12 Months Ended |
Jan. 01, 2019 | |
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 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Interest paid (net of amounts capitalized) $ 3,800 $ 3,482 $ 2,394 Income taxes paid (refunded) 42 (158 ) (427 ) Changes in purchases of property and equipment accrued in accounts payable, net (1,339 ) (842 ) (1,431 ) Conversion of Series A convertible preferred stock to common stock — 18,500 — |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 01, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Data Security Incident On June 28, 2016, the Company announced that a data security incident compromised the security of the payment information of some customers who used debit or credit cards at certain Noodles & Company locations between January 31, 2016 and June 2, 2016. In 2016, the Company recorded a charge of $10.6 million for estimated losses, net of $1.0 million of insurance coverage, associated with claims and anticipated claims by payment card companies for non-ordinary course operating expenses, card issuer losses and card replacement costs for which it expected to be liable (the “Data Breach Liabilities”). In 2017, the Company made payments to two payment card companies of $4.0 million for the Data Breach Liabilities. In 2018, the Company received the final assessment of $11.0 million from the third of the three payment card companies to which it expected to owe Data Breach Liabilities, recorded a charge of $3.4 million to increase its accrual to cover this final assessment amount, and paid the assessment. There are no further obligations for Data Breach Liabilities outstanding. Other Matters 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 January 1, 2019 |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Jan. 01, 2019 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related Party Transactions Stockholders Agreement In connection with its initial public offering, the Company entered into a stockholders agreement (the “2013 Stockholders Agreement”) with L Catterton and Argentia (the “Equity Sponsors”) which granted them the right, subject to certain conditions, to nominate representatives to the Company’s Board of Directors and committees of the Board of Directors. L Catterton retains the right to designate one member to the Company’s Board of Directors and the parties to the stockholders agreement agree to vote to elect such director designee. If at any time an Equity Sponsor owns more than 10.0% and less than 20.0% of our outstanding Class A and Class B common stock, such Equity Sponsor has the right to designate one nominee for election to our Board of Directors. If an Equity Sponsor’s ownership level falls below 10.0% of our outstanding Class A and Class B common stock, such Equity Sponsor will no longer have a right to designate a nominee. In addition, for so long as L Catterton and Argentia together hold at least 35.0% of the voting power of the Company’s outstanding common stock, certain actions may not be taken without the approval of L Catterton (so long as it holds at least 5.0% of the voting power of the Company’s outstanding common stock) and Argentia (so long as it holds at least 5.0% of the voting power of the Company’s outstanding common stock). Securities Purchase Agreements See Note 8, Stockholders’ Equity for discussion of the securities purchase agreements entered into with L Catterton and Mill Road during 2017. Under the securities purchase agreement with Mill Road, if at any time Mill Road owns 10.0% or more of our outstanding Class A and Class B common stock, Mill Road has the right to designate one nominee for election to our Board of Directors. If Mill Road’s ownership level falls below 10.0% |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Jan. 01, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue The Company adopted the revenue recognition standards under Topic 606 at the beginning of the first quarter of 2018 using the modified retrospective method. The adoption of these standards did not have an impact on the Company’s recognition of revenue from company-owned restaurants or its recognition of continuing royalty fees from franchisees, which are based on a percentage of restaurant revenues and are recognized in the period the related franchised restaurants’ sales occur. Additionally, the adoption of Topic 606 did not have an impact on the Company’s recognition of revenue from gift cards, including the recognition of gift card breakage, as the new standard requires the use of the “proportionate” method for recognizing breakage, which the Company has historically utilized. Gift Cards As of January 1, 2019 and January 2, 2018 , the current portion of the gift card liability, $3.3 million and $4.1 million , respectively, is included in accrued expenses and other current liabilities, and the long-term portion, $0.4 million and $0.4 million , respectively, is included in other long-term liabilities in the Consolidated Balance Sheets. Revenue recognized in the Consolidated Statements of Operations for the redemption of gift cards was $5.9 million , $5.5 million and $5.4 million in 2018 , 2017 , and 2016 , respectively. The Company recognized gift card breakage in restaurant revenue of approximately $1.0 million in 2018 , and $0.3 million in both 2017 and 2016 . The revenue recognized from gift cards in 2018 includes $0.3 million of gift card breakage that resulted from a change in the estimate for gift card unredeemed balances for the years 2014 and after. This change in estimate was a result of a litigation settlement for a Delaware gift card matter in 2018. Franchise Fees The adoption of Topic 606 impacted the Company’s accounting for initial fees charged to franchisees. In the past, the Company recognized initial franchise fees when all material services or conditions relating to the sale of the franchise had been substantially performed or satisfied by the Company, which was generally when a new franchise restaurant opened. In accordance with the new guidance, the Company has determined that the initial franchise services are not distinct from the continuing rights or services offered during the term of the franchise agreement and should be treated as a single performance obligation. Therefore, initial fees received from franchisees will be recognized as revenue over the term of each respective franchise agreement, which is typically 20 years. An adjustment to beginning retained earnings and a corresponding contract liability of $1.5 million was established on the date of adoption, at the beginning of the first quarter of 2018, associated with the initial fees received through January 2, 2018 that would have been deferred and recognized over the term of each respective franchise agreement if the new guidance had been applied in the past. The Company recognized revenue of $0.1 million in 2018 related to initial fees from franchisees that were included in the contract liability balance at the beginning of the year. This amount included fees recognized upon the termination of one franchise restaurant agreement in the first quarter of 2018. The Company expects to recognize approximately $0.1 million each fiscal year through fiscal 2023 and approximately $0.8 million thereafter related to performance obligations that are unsatisfied as of January 1, 2019 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Notes) | 12 Months Ended |
Jan. 01, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | Selected Quarterly Financial Data (unaudited) The following table presents selected unaudited quarterly financial data for the periods indicated. Each fiscal quarter contained 13 weeks, with the exception of the fourth quarter of 2016, which had 14 operating weeks (in thousands, except per share data): Fiscal 2018 January 1, 2019 October 2, 2018 July 3, 2018 April 3, 2018 Revenue $ 113,193 $ 116,727 $ 117,395 $ 110,526 Income (loss) from operations (1)(2)(3) $ 950 $ 2,132 $ (4,162 ) $ (2,678 ) Net income (loss) $ 19 $ 1,050 $ (5,935 ) $ (3,575 ) Basic income (loss) per share $ — $ 0.02 $ (0.14 ) $ (0.09 ) Diluted income (loss) per share $ — $ 0.02 $ (0.14 ) $ (0.09 ) Fiscal 2017 January 2, 2018 October 3, 2017 July 4, 2017 April 4, 2017 Revenue $ 112,774 $ 114,211 $ 112,792 $ 116,715 Income (loss) from operations (4)(5) $ 87 $ (7,483 ) $ (808 ) $ (25,646 ) Net loss $ (487 ) $ (8,335 ) $ (1,815 ) $ (26,845 ) Net loss attributable to common stockholders (6) $ (487 ) $ (8,335 ) $ (8,816 ) $ (27,810 ) Basic loss per share $ (0.01 ) $ (0.20 ) $ (0.22 ) $ (0.99 ) Diluted loss per share $ (0.01 ) $ (0.20 ) $ (0.22 ) $ (0.99 ) _____________ (1) The second quarter of 2018 includes a $3.4 million charge for the final assessment related to the Data Breach Liabilities and a $0.3 million charge for the settlement of a Delaware gift card litigation. (2) Includes closure costs related to the seven restaurants that closed in the fourth quarter of 2018, three restaurants closed in the third quarter of 2018, seven restaurants that closed in the second quarter of 2018 and two restaurants that closed in the first quarter of 2018, most of which were approaching the expiration of their leases, as well as ongoing costs from restaurants closed in previous years. The closure costs recognized were $0.6 million in the fourth quarter of 2018, $1.5 million in the third quarter of 2018, $1.5 million in the second quarter of 2018 and $0.6 million in the first quarter of 2018. See Note 6, Restaurant Impairments, Closure Costs and Asset Disposals, for additional disclosure on closures. (3) The first quarter of 2018 includes an impairment charge of $0.4 million related to the impairment of one restaurant. The Company did not impair any restaurants in the second, third and fourth quarters of 2018. (4) The first quarter of 2017 includes $19.9 million of closure costs primarily related to the 55 restaurants closed during the first quarter of 2017. See Note 6, Restaurant Impairments, Closure Costs and Asset Disposals, for additional disclosure on closures. (5) Includes the impact of impairing three restaurants in the fourth quarter of 2017, 18 restaurants in the third quarter of 2017, nine restaurants in the second quarter of 2017 and four restaurants in the first quarter of 2017. The impairment costs recognized were $1.1 million in the fourth quarter of 2017, $9.1 million in the third quarter of 2017, $4.0 million in the second quarter of 2017 and $1.9 million in the first quarter of 2017. See Note 6, Restaurant Impairments, Closure Costs and Asset Disposals, for additional disclosure on impairments. (6) Represents net loss after accretion of the preferred stock issued to L |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Jan. 01, 2019 | |
Supplemental Financial Information [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information Accounts receivable consist of the following (in thousands): 2018 2017 Tenant improvement receivables $ 82 $ 216 Vendor rebate receivables 639 869 Franchise and other receivables 1,670 1,349 $ 2,391 $ 2,434 Prepaid expenses and other assets consist of the following (in thousands): 2018 2017 Prepaid occupancy related costs $ 4,053 $ 4,091 Other prepaid expenses 2,416 2,126 Other current assets 5 41 $ 6,474 $ 6,258 Property and equipment, net, consist of the following (in thousands): 2018 2017 Leasehold improvements $ 197,571 $ 199,211 Furniture, fixtures and equipment 121,479 120,234 Construction in progress 3,620 2,592 322,670 322,037 Accumulated depreciation and amortization (183,896 ) (169,444 ) $ 138,774 $ 152,593 Accrued payroll and benefits consist of the following (in thousands): 2018 2017 Accrued payroll and related liabilities $ 6,333 $ 6,594 Accrued bonus 4,250 1,947 Insurance liabilities 2,808 3,178 $ 13,391 $ 11,719 Accrued expenses and other current liabilities consist of the following (in thousands): 2018 2017 Gift card liability $ 3,284 $ 4,078 Occupancy related 917 1,286 Current portion of closed restaurant reserve (Note 6) 1,683 2,447 Utilities 1,582 1,705 Data breach liabilities (Note 14) — 7,605 Other accrued expenses 3,717 4,100 $ 11,183 $ 21,221 |
Business and Summary of Signi_2
Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 01, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation and Basis of PresentationThe accompanying consolidated financial statements include the accounts of Noodles & Company and its subsidiaries. All intercompany balances and transactions are eliminated in consolidation. |
Fiscal Year | Fiscal Year The Company operates on a 52 - or 53 -week fiscal year ending on the Tuesday closest to December 31. Fiscal years 2018 and 2017, which ended on January 1, 2019 and January 2, 2018 , respectively, each contained 52 weeks, and fiscal year 2016, which ended on January 3, 2017 |
Estimates | EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investment instruments with an initial maturity of three months or less when purchased to be cash equivalents. Amounts receivable from credit card processors are converted to cash shortly after the related sales transaction and are considered to be cash equivalents because they are both short-term and highly liquid in nature. Amounts receivable from credit card processors as of January 1, 2019 and January 2, 2018 , which are included in cash and cash equivalents, were $1.6 million and $1.0 million |
Accounts Receivable | Accounts ReceivableAccounts receivable consists primarily of tenant improvement receivables and vendor rebates, as well as amounts due from franchisees and other miscellaneous receivables arising from the normal course of business. |
Inventories | InventoriesInventories consist of food, beverages, supplies and smallwares, and are stated at the lower of cost (first-in, first-out method) or net realizable value. Smallwares inventory, which consist of the plates, silverware and cooking utensils used in the restaurants, are frequently replaced and are therefore considered current assets. Replacement costs of smallwares inventory are recorded as other restaurant operating costs in the Consolidated Statements of Operations and are expensed as incurred. |
Property and Equipment | Property and EquipmentProperty and equipment are stated at cost, less accumulated depreciation. Expenditures for major renewals and improvements are capitalized, while expenditures for minor replacements and maintenance and repairs are expensed as incurred. Upon retirement or disposal of assets, the accounts are relieved of cost and accumulated depreciation and the related gain or loss is reflected in earnings. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term, which generally includes option periods that are reasonably assured to be exercised. |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of identifiable net assets acquired. Goodwill is not subject to amortization, but instead is tested for impairment at least annually (or more often, if necessary) as of the first day of the Company’s fourth fiscal quarter. Goodwill is evaluated at the level of the Company’s single operating segment, which also represents the Company’s only reporting unit. In 2018, the Company performed a qualitative impairment assessment. Under this approach, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. If after performing the qualitative assessment, the Company determines there is less than a 50 percent chance that the fair value of its reporting unit is less than its carrying amount, then performing the two-step test is unnecessary. Based on the qualitative assessment performed, management did not believe that it is more likely than not that the Company’s goodwill has been impaired. In 2017 and 2016, the Company performed the two-step quantitative analysis. Under the two-step approach, step one of the impairment test is based upon a comparison of the carrying value of net assets, including goodwill balances, to the fair value of net assets. Fair value is measured using a combination of the income approach and the market approach. The income approach consists of utilizing the discounted cash flow method that incorporates the Company’s estimates of future revenues and costs, discounted using a risk-adjusted discount rate. The Company’s estimates used in the income approach were consistent with the plans and estimates used to manage operations. The market approach utilized multiples of profit measures to estimate the fair value of the assets. The Company evaluated all methods to ensure reasonably consistent results. Additionally, the Company evaluated the key input factors in the model used to determine whether a moderate change in any input factor or combination of factors would significantly change the results of the tests. |
Intangibles, net | Intangibles, net Intangibles, net consists primarily of reacquired franchise rights, favorable lease agreements, trademarks and transferable liquor licenses. The Company amortizes the fair value of reacquired franchise rights over the remaining contractual terms of the reacquired franchise area development agreements at the time of acquisition, which ranged from approximately seven years to 15 years as of January 1, 2019 . The Company amortizes the fair value of favorable lease agreements over the remaining related lease terms at the time of the acquisition, which ranged from approximately one year to six years as of January 1, 2019 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the assets. Identifiable cash flows are measured at the lowest level for which they are largely independent of the cash flows of other groups of assets and liabilities, generally at the restaurant level. If the assets are determined to be impaired, the amount of impairment recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Estimates of future cash flows are based on the Company’s experience and knowledge of local operations. During 2018 , 2017 and 2016 , the Company recorded impairment charges of certain long-lived assets which are included in restaurant impairments, closure costs and asset disposals in the Consolidated Statements of Operations. See Note 6, Restaurant Impairments, Closure Costs and Asset Disposals |
Long-Term Debt | Certain fees and costs incurred to obtain long-term financing are capitalized and included as a reduction in the net carrying value of long-term debt, net of accumulated amortization. These costs are amortized to interest expense over the term of the related debt. When debt is extinguished prior to its maturity date, the amortization of the remaining unamortized debt issuance costs, or pro-rata portion thereof, is charged to loss on extinguishment of debt. |
Self Insurance Programs | Self-Insurance ProgramsThe Company self-insures for health, workers’ compensation, general liability and property damage. Predetermined loss limits have been arranged with insurance companies to limit the Company’s per occurrence cash outlay. Estimated costs to settle reported claims and incurred but unreported claims for health and workers’ compensation self-insured plans are recorded in accrued payroll and benefits and for general liability and property damage in accrued expenses and other liabilities in the Consolidated Balance Sheets. |
Concentrations of Credit Risk | Concentrations of Credit RiskFinancial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company’s cash balances may exceed federally insured limits. Credit card transactions at the Company’s restaurants are processed by one service provider. Concentration of credit risk related to accounts receivable are limited, as the Company’s receivables are primarily amounts due from landlords for the reimbursement of tenant improvements and the Company generally has the right to offset rent due for tenant improvement receivables. |
Revenue Recognition | Revenue Recognition Revenue consists of sales from restaurant operations and franchise royalties and fees. Revenue from the operation of company-owned restaurants are recognized when sales occur. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities. The Company sells gift cards which do not have an expiration date, and it does not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards when the gift card is redeemed by the customer or the Company determines the likelihood of the gift card being redeemed by the customer is remote (“gift card breakage”). The determination of the gift card breakage rate is based upon Company-specific historical redemption patterns. The Company has determined that approximately 8% of gift cards will not be redeemed, which is recognized ratably over the estimated redemption period of the gift card, approximately 18 months. |
Pre-Opening Costs | Pre-Opening CostsPre-opening costs, including rent, wages, benefits and travel for the training and opening teams, food, beverage and other restaurant operating costs, are expensed as incurred prior to a restaurant opening for business. |
Advertising and Marketing Costs | Advertising and Marketing Costs Advertising and marketing costs are expensed as incurred and were $6.0 million , $5.7 million and $10.0 million in 2018 , 2017 and 2016 |
Rent | RentRent expense for the Company’s leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The lease term includes renewal options which are reasonably assured of being exercised and begins when the Company has control and possession of the leased property, which is typically before rent payments are due under the lease. The difference between the rent expense and rent paid is recorded as deferred rent in the Consolidated Balance Sheets. Rent expense for the period prior to the restaurant opening is reported in pre-opening costs in the Consolidated Statements of Operations. Tenant incentives used to fund leasehold improvements are recorded in deferred rent and amortized as a reduction of rent expense over the term of the lease. Certain leases contain rental provisions based on the sales of the underlying restaurants; the Company has determined that the amount of these provisions is immaterial. |
(Benefit) Provision for Income Taxes | Provision (Benefit) for Income TaxesProvision (benefit) for income taxes is accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those deferred amounts are expected to be recovered or settled. Valuation allowances are recorded for deferred tax assets that more likely than not will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company’s policy is to recognize interest to be paid on an underpayment of income taxes in interest expense and any related statutory penalties in provision (benefit) for income taxes in the Consolidated Statements of Operations. |
Stock Compensation Expense | Stock-Based Compensation ExpenseStock-based compensation expense is measured at the grant date based upon the estimated fair value of the portion of the award that is ultimately expected to vest and is recognized as expense over the applicable vesting period of the award generally using the straight-line method (see Note 9, Stock-Based Compensation for more information). |
Foreign Currency Translation | Foreign Currency TranslationIn 2017, the Company ceased its Canadian operations and liquidated the related assets. The Canadian dollar was the functional currency for the Company’s Canadian restaurant operations. Assets and liabilities denominated in Canadian dollars were translated into U.S. dollars at exchange rates in effect as of the balance sheet dates. Income and expense accounts were translated using the average exchange rates prevailing throughout the period. Translation adjustments from currency exchange were recorded in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Gains or losses from foreign currency transactions were recognized in the Consolidated Statements of Operations. |
Reclassification | |
Recent Accounting Pronouncements | Recently Issued Accounting Pronouncements |
Business and Summary of Signi_3
Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Property Plant and Equipment, Useful Life | The estimated useful lives for property and equipment are: Property and Equipment Estimated Useful Lives Leasehold improvements Shorter of lease term or estimated useful life, not to exceed 20 years Furniture and fixtures 3 to 15 years Equipment 3 to 7 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table presents goodwill as of January 1, 2019 and January 2, 2018 , (in thousands): 2018 2017 Balance at beginning of year $ 6,400 $ 6,400 Acquisitions — — Balance at end of year $ 6,400 $ 6,400 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table presents intangible assets subject to amortization as of January 1, 2019 and January 2, 2018 , (in thousands): 2018 2017 Amortized intangible assets: Reacquired franchise rights $ 1,125 $ 1,271 Favorable leases 150 150 1,275 1,421 Accumulated Amortization (436 ) (375 ) 839 1,046 Non-amortized intangible assets: Trademark rights and transferable liquor licenses 452 519 $ 1,291 $ 1,565 |
Schedule of Acquired Indefinite-lived Intangible Assets by Major Class | The estimated aggregate future amortization expense as of January 1, 2019 is as follows, (in thousands): 2019 $ 95 2020 92 2021 92 2022 89 2023 84 Thereafter 387 $ 839 |
Borrowings (Tables)
Borrowings (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Aggregate Annual Maturities | Aggregate maturities for debt outstanding as of January 1, 2019 are as follows (in thousands): Year 1 $ 719 Year 2 1,313 Year 3 1,969 Year 4 42,575 Total $ 46,576 |
Restaurant Impairments, Closure
Restaurant Impairments, Closure Costs and Asset Disposals (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Changes in Liabilities for Closed Properties | Restaurant Closures During 2018 , 2017 and 2016 , the Company recognized $4.1 million , $20.1 million and $2.3 million of closure costs, respectively. The closure costs recognized during 2018 are primarily related to the 19 restaurants closed throughout 2018, most of which were approaching the expiration of their leases, as well as ongoing costs from restaurants closed in previous years. The closure costs recognized during 2017 are primarily related to the 55 restaurants closed during the first quarter of 2017 and ongoing costs of restaurants closed in previous years, and the closure costs recognized during 2016 are primarily related to the ongoing costs of the 16 restaurants closed in the fourth quarter of 2015. Closure costs can include fees from real estate advisors and brokers related to terminations of the leases and charges resulting from final adjustments to liabilities as lease terminations occur. The measurement of an estimated closed restaurant operating lease liability is a Level 3 fair value measure. The Company provides for closed restaurant operating lease liabilities using discount rates in effect on the closure date. The discount rates used to calculate the present value of the remaining non-cancellable lease payments after the closing date, net of estimated subtenant income, range from 4.45% to 6.15% . The following table contains a summary of the changes in the liability for closed restaurants as of January 1, 2019 and January 2, 2018 (in thousands): 2018 2017 Closed restaurant reserves, beginning of period $ 8,179 $ 1,880 Additions—restaurant closing costs recognized and accretion 2,843 18,341 Decreases—payments (8,005 ) (12,042 ) Closed restaurant reserves, end of period $ 3,017 $ 8,179 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The components of the (benefit) provision for income taxes are as follows for 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Current tax provision: Federal $ — $ — $ — State 35 21 134 Foreign — — — 35 21 134 Deferred tax (benefit) provision: Federal (202 ) (252 ) (1,979 ) State (81 ) 24 2,854 Foreign — — 224 (283 ) (228 ) 1,099 Total (benefit) provision for income taxes $ (248 ) $ (207 ) $ 1,233 |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of income tax (benefit) provision that would result from applying the federal statutory rate to pre-tax income as shown in the accompanying Consolidated Statements of Operations is as follows for 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Federal income tax benefit at federal rate $ (1,825 ) $ (12,814 ) $ (23,740 ) State income tax benefit, net of federal tax (623 ) (1,790 ) (2,975 ) Other permanent differences 70 674 996 Foreign rate differential — (463 ) 214 Tax credits (602 ) (808 ) (749 ) Change in valuation allowance 2,600 (159 ) 27,353 Tax rate change (248 ) 13,632 — Deferred tax asset write-off 212 2,618 — Other items, net 168 (1,097 ) 134 (Benefit) provision for income taxes $ (248 ) $ (207 ) $ 1,233 Effective income tax rate 2.9 % 0.5 % (1.8 )% |
Schedule of Deferred Tax Assets and Liabilities | eferred income taxes arise because of the differences in the book and tax bases of certain assets and liabilities. Deferred income tax liabilities and assets consist of the following (in thousands): 2018 2017 Deferred tax assets (liabilities): Loss carry forwards $ 32,896 $ 26,991 Deferred rent and franchise revenue 10,433 10,486 Property, equipment and intangible assets (10,472 ) (9,858 ) Stock-based compensation 1,242 1,086 Tax credit carry forwards 3,528 3,123 Interest expense 998 — Inventory smallwares (1,740 ) (1,774 ) Other accrued expenses 959 4,320 Other 795 1,021 Total net deferred tax assets 38,639 35,395 Valuation allowance (38,772 ) (35,811 ) Net deferred tax liabilities $ (133 ) $ (416 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Valuation Assumptions | The weighted-average assumptions used in the model were as follows: 2018 2017 2016 Risk-free interest rate 2.7 % 2.0 % 1.2 % Expected term (average in years) 6.2 6.1 5.0 Expected dividend yield — — — Expected volatility 51.0 % 39.6 % 37.0 % Weighted-average Black-Scholes fair value per share at date of grant $ 5.11 $ 1.74 $ 2.85 |
Schedule of Share-based Compensation, Stock Options, Activity | A summary of aggregate option award activity under the Plan as of January 1, 2019 , and changes during the fiscal year then ended is presented below: Awards Weighted- Weighted-Average Remaining Contractual Term Aggregate (1) (in thousands) Outstanding—January 2, 2018 1,332,135 $ 12.23 Granted 201,653 9.58 Forfeited or expired (231,743 ) 14.09 Exercised (127,789 ) 8.86 Outstanding—January 1, 2019 1,174,256 $ 11.78 6.46 $ 667 Vested and expected to vest 1,155,755 $ 11.79 6.43 $ 662 Exercisable as of January 1, 2019 713,021 $ 13.91 5.14 $ 163 _____________ (1) Aggregate intrinsic value represents the amount by which fair value of the Company’s stock exceeds the exercise price of the option as of January 1, 2019 January 1, 2019 and changes during the year then ended is presented below: Awards Weighted- Outstanding—January 2, 2018 328,359 $ 4.52 Granted 824,251 8.51 Vested (197,384 ) 6.84 Forfeited (47,144 ) 0.01 Non-vested at January 1, 2019 908,082 $ 0.01 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table sets forth the computations of basic and diluted EPS (in thousands, except share and per share data): 2018 2017 2016 Net loss attributable to common stockholders $ (8,441 ) $ (45,449 ) $ (71,677 ) Shares: Basic weighted average shares outstanding 42,329,556 37,759,497 27,808,708 Effect of dilutive securities — — — Diluted weighted average number of shares outstanding 42,329,556 37,759,497 27,808,708 Loss per share: Basic loss earnings per share $ (0.20 ) $ (1.20 ) $ (2.58 ) Diluted loss earnings per share $ (0.20 ) $ (1.20 ) $ (2.58 ) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments Required under Existing Leases | Future minimum lease payments required under existing leases as of January 1, 2019 are as follows (in thousands): 2018 $ 42,652 2019 39,626 2020 35,609 2021 30,611 2022 24,440 Thereafter 54,414 $ 227,352 |
Supplemental Disclosures to C_2
Supplemental Disclosures to Consolidated Statements of Cash Flows (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
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 2018 , 2017 and 2016 (in thousands): 2018 2017 2016 Interest paid (net of amounts capitalized) $ 3,800 $ 3,482 $ 2,394 Income taxes paid (refunded) 42 (158 ) (427 ) Changes in purchases of property and equipment accrued in accounts payable, net (1,339 ) (842 ) (1,431 ) Conversion of Series A convertible preferred stock to common stock — 18,500 — |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | The following table presents selected unaudited quarterly financial data for the periods indicated. Each fiscal quarter contained 13 weeks, with the exception of the fourth quarter of 2016, which had 14 operating weeks (in thousands, except per share data): Fiscal 2018 January 1, 2019 October 2, 2018 July 3, 2018 April 3, 2018 Revenue $ 113,193 $ 116,727 $ 117,395 $ 110,526 Income (loss) from operations (1)(2)(3) $ 950 $ 2,132 $ (4,162 ) $ (2,678 ) Net income (loss) $ 19 $ 1,050 $ (5,935 ) $ (3,575 ) Basic income (loss) per share $ — $ 0.02 $ (0.14 ) $ (0.09 ) Diluted income (loss) per share $ — $ 0.02 $ (0.14 ) $ (0.09 ) Fiscal 2017 January 2, 2018 October 3, 2017 July 4, 2017 April 4, 2017 Revenue $ 112,774 $ 114,211 $ 112,792 $ 116,715 Income (loss) from operations (4)(5) $ 87 $ (7,483 ) $ (808 ) $ (25,646 ) Net loss $ (487 ) $ (8,335 ) $ (1,815 ) $ (26,845 ) Net loss attributable to common stockholders (6) $ (487 ) $ (8,335 ) $ (8,816 ) $ (27,810 ) Basic loss per share $ (0.01 ) $ (0.20 ) $ (0.22 ) $ (0.99 ) Diluted loss per share $ (0.01 ) $ (0.20 ) $ (0.22 ) $ (0.99 ) |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 12 Months Ended |
Jan. 01, 2019 | |
Supplemental Financial Information [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable consist of the following (in thousands): 2018 2017 Tenant improvement receivables $ 82 $ 216 Vendor rebate receivables 639 869 Franchise and other receivables 1,670 1,349 $ 2,391 $ 2,434 |
Schedule of Prepaid Expenses and Other Assets | Prepaid expenses and other assets consist of the following (in thousands): 2018 2017 Prepaid occupancy related costs $ 4,053 $ 4,091 Other prepaid expenses 2,416 2,126 Other current assets 5 41 $ 6,474 $ 6,258 |
Schedule of Property and Equipment | Property and equipment, net, consist of the following (in thousands): 2018 2017 Leasehold improvements $ 197,571 $ 199,211 Furniture, fixtures and equipment 121,479 120,234 Construction in progress 3,620 2,592 322,670 322,037 Accumulated depreciation and amortization (183,896 ) (169,444 ) $ 138,774 $ 152,593 |
Schedule of Accrued Liabilities and Other Liabilities | Accrued payroll and benefits consist of the following (in thousands): 2018 2017 Accrued payroll and related liabilities $ 6,333 $ 6,594 Accrued bonus 4,250 1,947 Insurance liabilities 2,808 3,178 $ 13,391 $ 11,719 Accrued expenses and other current liabilities consist of the following (in thousands): 2018 2017 Gift card liability $ 3,284 $ 4,078 Occupancy related 917 1,286 Current portion of closed restaurant reserve (Note 6) 1,683 2,447 Utilities 1,582 1,705 Data breach liabilities (Note 14) — 7,605 Other accrued expenses 3,717 4,100 $ 11,183 $ 21,221 |
Business and Summary of Signi_4
Business and Summary of Significant Accounting Policies (Business and Fiscal Year) (Details) | 12 Months Ended | ||
Jan. 01, 2019segmentrestaurantstate$ / shares | Jan. 02, 2018restaurant$ / shares | Jan. 03, 2017restaurant | |
Description of business and summary of significant accoutning policies | |||
Number of states in which Noodles & Company operates | state | 29 | ||
Number of operating segments | segment | 1 | ||
Number of reportable segments | segment | 1 | ||
Common stock, par value (USD per share) | $ / shares | $ 0.01 | $ 0.01 | |
Duration of fiscal period | 371 days | 364 days | 364 days |
Minimum | |||
Description of business and summary of significant accoutning policies | |||
Duration of fiscal period | 364 days | ||
Maximum | |||
Description of business and summary of significant accoutning policies | |||
Duration of fiscal period | 371 days | ||
Company-Owned [Member] | |||
Description of business and summary of significant accoutning policies | |||
Number of restaurants | restaurant | 394 | ||
Franchise [Member] | |||
Description of business and summary of significant accoutning policies | |||
Number of restaurants | restaurant | 65 | 66 | 75 |
Class A Common Stock [Member] | |||
Description of business and summary of significant accoutning policies | |||
Common stock, par value (USD per share) | $ / shares | $ 0.01 |
Business and Summary of Signi_5
Business and Summary of Significant Accounting Policies (Cash and Cash Equivalents) (Details) - USD ($) $ in Millions | Jan. 01, 2019 | Jan. 02, 2018 |
Credit Card Receivable [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Cash equivalents | $ 1.6 | $ 1 |
Business and Summary of Signi_6
Business and Summary of Significant Accounting Policies (Inventories) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Inventory [Line Items] | ||
Inventories | $ 9,646 | $ 9,929 |
Smallwares Inventory [Member] | ||
Inventory [Line Items] | ||
Inventories | $ 6,500 | $ 6,700 |
Business and Summary of Signi_7
Business and Summary of Significant Accounting Policies (Property & Equipment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 22,700 | $ 24,500 | $ 28,000 |
Internal payroll costs capitalized | 200 | 900 | 2,400 |
Interest costs capitalized | $ 100 | $ 200 | $ 300 |
Leasehold Improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 20 years | ||
Furniture and Fixtures | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 15 years | ||
Furniture and Fixtures | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 3 years | ||
Equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 7 years | ||
Equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, useful life | 3 years |
Business and Summary of Signi_8
Business and Summary of Significant Accounting Policies (Intangibles, net) (Details) | 12 Months Ended |
Jan. 01, 2019 | |
Minimum | Franchise Rights [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years |
Minimum | Off-Market Favorable Lease [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Maximum | Franchise Rights [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years |
Maximum | Off-Market Favorable Lease [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 years |
Business and Summary of Signi_9
Business and Summary of Significant Accounting Policies (Other Assets) (Details) - USD ($) $ in Millions | Jan. 01, 2019 | Jan. 02, 2018 |
Accounting Policies [Abstract] | ||
Debt issuance costs | $ 1.7 | $ 1.2 |
Business and Summary of Sign_10
Business and Summary of Significant Accounting Policies (Revenue Recognition) (Details) $ in Millions | 12 Months Ended | ||
Jan. 01, 2019USD ($)restaurant | Jan. 02, 2018USD ($)restaurant | Jan. 03, 2017USD ($)restaurant | |
Franchisor Disclosure [Line Items] | |||
Gift card breakage | $ | $ 1 | $ 0.3 | $ 0.3 |
Percent of gift cards expected to be unredeemed (percent) | 8.00% | ||
Gift card estimated redemption period | 18 months | ||
Franchise [Member] | |||
Franchisor Disclosure [Line Items] | |||
Number of restaurants | restaurant | 65 | 66 | 75 |
Number of restaurants opened during period | restaurant | 0 | 3 | 6 |
Gift Card Breakage | |||
Franchisor Disclosure [Line Items] | |||
Gift cards breakage | $ | $ 0.3 |
Business and Summary of Sign_11
Business and Summary of Significant Accounting Policies (Advertising and Marketing Costs) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Accounting Policies [Abstract] | |||
Advertising and marketing costs | $ 6 | $ 5.7 | $ 10 |
Business and Summary of Sign_12
Business and Summary of Significant Accounting Policies (Accounting Pronouncements) (Details) - USD ($) $ in Thousands | Apr. 02, 2019 | Jan. 01, 2018 |
Accounting Policies [Line Items] | ||
Cumulative catch-up adjustment | $ (1,506) | |
Scenario, Forecast | Accounting Standards Update 2016-02 | ||
Accounting Policies [Line Items] | ||
Operating lease, liability | $ 262,000 | |
Minimum | Scenario, Forecast | Accounting Standards Update 2016-02 | ||
Accounting Policies [Line Items] | ||
Right-of-use asset | 198,000 | |
Maximum | Scenario, Forecast | Accounting Standards Update 2016-02 | ||
Accounting Policies [Line Items] | ||
Right-of-use asset | $ 228,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets Goodwill Roll-forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2019 | Jan. 02, 2018 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 6,400 | $ 6,400 |
Goodwill, Acquired During Period | 0 | 0 |
Goodwill | $ 6,400 | $ 6,400 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets Schedule of Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets | $ 1,275 | $ 1,421 |
Less accumulated amortization | (436) | (375) |
Amortized intangible assets net | 839 | 1,046 |
Non-amortized intangible assets: | ||
Intangibles, net | 1,291 | 1,565 |
Franchise Rights [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Reacquired franchise rights | 1,125 | 1,271 |
Off-Market Favorable Lease [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangibles | 150 | 150 |
Non-amortized intangible assets: | ||
Trademark rights and transferable liquor licenses | 150 | 150 |
Trademark Rights And Transferable Liquor Licenses [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangibles | 452 | 519 |
Non-amortized intangible assets: | ||
Trademark rights and transferable liquor licenses | $ 452 | $ 519 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets Schedule of Intangible Amortization Expense (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
2017 | $ 95 | |
2018 | 92 | |
2019 | 92 | |
2020 | 89 | |
2021 | 84 | |
Thereafter | 387 | |
Total | $ 839 | $ 1,046 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill impairment loss | $ 0 | $ 0 | $ 0 |
Impairment charges related to non-amortizable intangible assets | $ 0 | $ 0 | $ 0 |
Borrowings - Narrative (Details
Borrowings - Narrative (Details) - USD ($) | May 09, 2018 | Jul. 03, 2018 | Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | Jun. 28, 2022 | Mar. 30, 2021 | Mar. 31, 2020 | Apr. 02, 2019 |
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 1,700,000 | ||||||||
Amount outstanding | 46,600,000 | ||||||||
Letters of credit outstanding | 3,700,000 | ||||||||
Repayments of debt | 719,000 | ||||||||
Repayments of principal in year two | 1,313,000 | ||||||||
Repayments of principal in year three | 1,969,000 | ||||||||
Repayments of principal in year four | 42,575,000 | ||||||||
Interest Expense | 4,305,000 | $ 3,839,000 | $ 2,916,000 | ||||||
Loss on extinguishment of debt | 626,000 | 0 | 0 | ||||||
Amortization of Debt Issuance Costs | $ 607,000 | $ 465,000 | $ 140,000 | ||||||
Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate during period | 4.95% | ||||||||
Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate during period | 7.25% | ||||||||
Two Thousand and Eighteen Credit Facility | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee percentage | 0.30% | ||||||||
Two Thousand and Eighteen Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee percentage | 0.50% | ||||||||
Two Thousand and Eighteen Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.25% | ||||||||
Two Thousand and Eighteen Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 3.25% | ||||||||
Two Thousand and Eighteen Credit Facility | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.25% | ||||||||
Two Thousand and Eighteen Credit Facility | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.25% | ||||||||
Two Thousand and Eighteen Credit Facility | Federal Funds Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.50% | ||||||||
Two Thousand and Eighteen Credit Facility | Prime Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.00% | ||||||||
Two Thousand and Eighteen Credit Subfacility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 15,000,000 | ||||||||
Two Thousand and Eighteen Swingline Subfacility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||||
Debt instrument, term | 4 years | ||||||||
Revolving Credit Facility | Two Thousand and Eighteen Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 25,000,000 | ||||||||
Revolving Credit Facility | Two Thousand and Eighteen Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | 65,000,000 | ||||||||
Letter of Credit | Two Thousand and Eighteen Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Additional borrowing capacity | $ 75,000,000 | ||||||||
Letter of Credit | Prior Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ 600,000 | ||||||||
Scenario, Forecast | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of debt | $ 156,250 | ||||||||
Repayments of principal in year two | $ 187,500 | ||||||||
Repayments of principal in year three | $ 375,000 | ||||||||
Repayments of principal in year four | $ 531,250 |
- Debt Maturities (Details)
- Debt Maturities (Details) $ in Thousands | Jan. 01, 2019USD ($) |
Debt Disclosure [Abstract] | |
Year 1 | $ 719 |
Year 2 | 1,313 |
Year 3 | 1,969 |
Year 4 | 42,575 |
Total | $ 46,576 |
Restaurant Impairments, Closu_2
Restaurant Impairments, Closure Costs and Asset Disposals (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Apr. 04, 2017 | Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Restructuring and Related Activities [Abstract] | ||||
Restaurant impairments(1) | $ 1,453 | $ 16,154 | $ 41,615 | |
Closure costs(1) | $ 19,900 | 4,149 | 20,052 | 2,251 |
Loss on disposal of assets and other (2) | 1,540 | 1,240 | 3,445 | |
Gain (Loss) on Disposition of Assets | $ (7,142) | $ (37,446) | (47,311) | |
Capitalized labor and overhead included in loss on disposal of assets | $ 1,100 |
Restaurant Impairments, Closu_3
Restaurant Impairments, Closure Costs and Asset Disposals (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2019 | Jan. 02, 2018 | |
Restructuring Reserve [Roll Forward] | ||
Closed restaurant reserves, beginning of period | $ 8,179 | $ 1,880 |
Additions—restaurant closing costs recognized and accretion | 2,843 | 18,341 |
Decreases—payments | (8,005) | (12,042) |
Closed restaurant reserves, end of period | $ 3,017 | $ 8,179 |
Restaurant Impairments, Closu_4
Restaurant Impairments, Closure Costs and Asset Disposals (Narrative) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 01, 2019USD ($)restaurant | Oct. 02, 2018restaurant | Jul. 03, 2018restaurant | Apr. 03, 2018restaurant | Jan. 02, 2018USD ($)restaurant | Oct. 03, 2017restaurant | Jul. 04, 2017restaurant | Apr. 04, 2017USD ($)restaurant | Dec. 29, 2015restaurant | Jan. 01, 2019USD ($)restaurant | Jan. 02, 2018USD ($)restaurant | Jan. 03, 2017USD ($)restaurant | |
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Closure costs | $ 19,900 | $ 4,149 | $ 20,052 | $ 2,251 | ||||||||
Number of restaurants closed | restaurant | 7 | 3 | 7 | 2 | 55 | 16 | 19 | |||||
Number of restaurants impaired | restaurant | 0 | 0 | 0 | 1 | 3 | 18 | 9 | 4 | 1 | 34 | 54 | |
Restructuring reserve, current portion | $ 1,683 | $ 2,447 | $ 1,683 | $ 2,447 | ||||||||
Other current liabilities | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Restructuring reserve, current portion | 1,700 | 2,400 | 1,700 | 2,400 | ||||||||
Other long-term liabilities | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Restructuring Reserve, Noncurrent | $ 1,300 | $ 5,800 | $ 1,300 | $ 5,800 | ||||||||
Minimum | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Present value non-cancelable lease payment discount rate | 4.45% | |||||||||||
Maximum | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Present value non-cancelable lease payment discount rate | 6.15% |
Income Taxes Domestic and forei
Income Taxes Domestic and foreign components of (loss) income before income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | $ (8,689) | $ (37,689) | $ (70,444) |
Domestic Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | (8,689) | (42,047) | (67,626) |
Foreign Tax Authority [Member] | |||
Income Tax Examination [Line Items] | |||
Domestic and foreign components of (loss) income before income taxes | $ 0 | $ 4,358 | $ (2,818) |
Income Taxes (Components of Pro
Income Taxes (Components of Provision (Benefit) for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Current tax provision: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 35 | 21 | 134 |
Foreign | 0 | 0 | 0 |
Total current tax provision | 35 | 21 | 134 |
Deferred tax (benefit) provision: | |||
Federal | (202) | (252) | (1,979) |
State | (81) | 24 | 2,854 |
Foreign | 0 | 0 | 224 |
Total deferred tax provision (benefit) | (283) | (228) | 1,099 |
Total (benefit) provision for income taxes | $ (248) | $ (207) | $ 1,233 |
Income Taxes (Tax Rate Reconcil
Income Taxes (Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax benefit at federal rate | $ (1,825) | $ (12,814) | $ (23,740) |
State income tax benefit, net of federal tax | (623) | (1,790) | (2,975) |
Other permanent differences | 70 | 674 | 996 |
Foreign rate differential | 0 | 463 | 214 |
Tax credits | (602) | (808) | (749) |
Change in valuation allowance | 2,600 | (159) | 27,353 |
Tax rate change | (248) | 13,632 | 0 |
Deferred tax asset write-off | 212 | 2,618 | 0 |
Other items, net | 168 | (1,097) | 134 |
Total (benefit) provision for income taxes | $ (248) | $ (207) | $ 1,233 |
Effective income tax rate | 2.90% | 0.50% | (1.80%) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2019 | Jan. 02, 2018 | |
Operating Loss Carryforwards [Line Items] | ||
Valuation allowance | $ (38,772) | $ (35,811) |
Income tax benefit resulting from change in valuation allowance | 300 | |
Operating loss used to offset future taxable income | 17,900 | |
Federal [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 124,800 | $ 106,800 |
Income Taxes (Deferred Income T
Income Taxes (Deferred Income Taxes) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Deferred tax assets (liabilities): | ||
Deferred Tax Assets, Gross, Noncurrent | $ 50,851 | $ 47,027 |
Loss carry forwards | 32,896 | 26,991 |
Deferred rent and franchise revenue | 10,433 | 10,486 |
Property, equipment and intangible assets | (10,472) | (9,858) |
Stock-based compensation | 1,242 | 1,086 |
Inventory smallwares | (1,740) | (1,774) |
Tax credit carry forwards | 3,528 | 3,123 |
Interest expense | 998 | 0 |
Other accrued expenses | 959 | 4,320 |
Other | 795 | 1,021 |
Valuation allowance | (38,772) | (35,811) |
Deferred Tax Liabilities, Net | (133) | (416) |
Valuation allowance | ||
Deferred Tax Liabilities, Gross | (12,212) | (11,632) |
Deferred Tax Assets, Gross | $ 38,639 | $ 35,395 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 31, 2018 | May 24, 2018 | Apr. 03, 2017 | Mar. 13, 2017 | Feb. 09, 2017 | Feb. 08, 2017 | Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | Apr. 12, 2017 | Apr. 04, 2017 |
Class of Stock [Line Items] | |||||||||||
Shares authorized | 181,000,000 | ||||||||||
Common stock, shares authorized | 180,000,000 | 180,000,000 | |||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||||||
Loss recognized in operations | $ 200 | ||||||||||
Preferred stock, shares issued | 0 | 0 | |||||||||
Shares Issued upon Conversion (shares) | 18,500 | ||||||||||
Issuance of common stock, net of transaction expenses | $ 22,992 | $ 29,110 | $ 0 | ||||||||
Class A Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, shares authorized | 150,000,000 | ||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 2,500,000 | ||||||||||
Sale of Stock, Price Per Share | $ 10 | ||||||||||
Issuance of common stock, net of transaction expenses | $ 23,000 | ||||||||||
Class B Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, shares authorized | 30,000,000 | ||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||||
Shares converted (in shares) | 1,522,098 | ||||||||||
Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||
Preferred stock, par value | $ 0.01 | ||||||||||
Equity Sponsors [Member] | Minimum | |||||||||||
Class of Stock [Line Items] | |||||||||||
Registration rights, percentage of common stock shares | 10.00% | ||||||||||
L Catterton [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from Issuance of Private Placement, Net | $ 16,600 | ||||||||||
Payments for Repurchase of Private Placement | $ 1,900 | ||||||||||
L Catterton [Member] | Common Stock [Member] | Class A Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Shares Issued upon Conversion (shares) | 4,252,873 | 4,252,873 | |||||||||
Sale of Stock, Price Per Share | $ 1,000 | ||||||||||
L Catterton [Member] | Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from issuance of private placement | $ 18,500 | ||||||||||
Preferred stock, shares issued | 18,500 | ||||||||||
Mill Road Capital II, L.P. [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from Issuance of Private Placement, Net | $ 29,100 | ||||||||||
Payments for Repurchase of Private Placement | $ 2,400 | ||||||||||
Mill Road Capital II, L.P. [Member] | Class A Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 8,873,240 | ||||||||||
Mill Road Capital II, L.P. [Member] | Common Stock [Member] | Class A Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Sale of Stock, Price Per Share | $ 3.55 | ||||||||||
Mill Road Capital II, L.P. [Member] | Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from issuance of private placement | $ 31,500 | ||||||||||
Common Stock [Member] | L Catterton [Member] | Warrant [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Shares to be issued (shares) | 1,913,793 | ||||||||||
Share price (USD per share) | $ 4.35 | ||||||||||
Fair Value, Inputs, Level 2 | L Catterton [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Temporary Equity, Accretion of Dividends | $ 8,000 | ||||||||||
Fair Value Adjustment of Warrants | $ 3,100 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 3,100 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) | 12 Months Ended | |||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Number of shares available for grant | 3,500,000 | |||
Unrecognized compensation cost | $ 6,700,000 | |||
Period for recognition | 2 years 9 months | |||
Risk-free interest rate | 2.70% | 2.00% | 1.20% | |
Expected term (average in years) | 6 years 2 months 12 days | 6 years 1 month 6 days | 5 years | |
Expected dividend yield | 0.00% | 0.00% | 0.00% | |
Expected volatility | 51.00% | 39.60% | 37.00% | |
Employee Stock Purchase Plan [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Number of shares authorized | 750,000 | |||
Stock based compensation expense | $ 36,000 | |||
General and Administrative Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation expense | $ 3,000,000 | $ 1,700,000 | $ 2,500,000 | |
2010 Stock Incentive Plan Post-Merger [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock option term | 10 years | |||
Vesting period | 4 years | |||
Capitalized Internal Costs [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation expense | $ 47,000 | 178,000 | 222,000 | |
Stock Option [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Exercises in period, intrinsic value | $ 400,000 | $ 0 | $ 200,000 | |
Vested (in shares) | (204,399) | (177,491) | (271,457) | |
Estimated fair value | $ 1,900,000 | $ 800,000 | $ 2,700,000 | |
Weighted average fair value (in dollars per share) | $ 5.11 | $ 1.74 | $ 2.85 | |
Restricted Stock [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Vested Options, Vested in Period | 197,384 | |||
Estimated fair value | $ 2,200,000 | |||
Granted (in shares) | 824,251 | |||
Kevin Reddy [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation expense | $ 700,000 | |||
Minimum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Estimated forfeiture rate (percentage) | 0.00% | |||
Maximum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Estimated forfeiture rate (percentage) | 17.00% |
Stock-Based Compensation (Fair
Stock-Based Compensation (Fair Value Assumptions) (Details) - $ / shares | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Risk-free interest rate | 2.70% | 2.00% | 1.20% |
Expected term (average in years) | 6 years 2 months 12 days | 6 years 1 month 6 days | 5 years |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 51.00% | 39.60% | 37.00% |
Weighted-average Black-Scholes fair value per share at date of grant | $ 5.11 | $ 1.74 | $ 2.85 |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Option Activity) (Details) - Stock Option [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Jan. 01, 2019USD ($)$ / sharesshares | |
Options, Outstanding | |
Outstanding, beginning of period | shares | 1,332,135 |
Granted | shares | 201,653 |
Forfeited | shares | (231,743) |
Exercised | shares | (127,789) |
Outstanding, end of period | shares | 1,174,256 |
Vested and expected to vest | shares | 1,155,755 |
Exercisable | shares | 713,021 |
Weighted Average Exercise Price | |
Weighted- average exercise price, beginning balance (USD per share) | $ / shares | $ 12.23 |
Granted (USD per share) | $ / shares | 9.58 |
Forfeited (USD per share) | $ / shares | 14.09 |
Exercised (USD per share) | $ / shares | 8.86 |
Weighted- average exercise price, ending balance (USD per share) | $ / shares | 11.78 |
Vested and expected to vest (USD per share) | $ / shares | 11.79 |
Exercisable (USD per share) | $ / shares | $ 13.91 |
Weighted- Average Remaining Years of Contractual Life | |
Outstanding | 6 years 5 months 15 days |
Vested and expected to vest | 6 years 5 months 4 days |
Exercisable | 5 years 1 month 20 days |
Aggregate Intrinsic Value | |
Outstanding | $ | $ 667 |
Vested and expected to vest | $ | 662 |
Exercisable | $ | $ 163 |
(Non vested options) (Details)
(Non vested options) (Details) - Restricted Stock [Member] | 12 Months Ended |
Jan. 01, 2019$ / sharesshares | |
Awards | |
Beginning balance (in shares) | shares | 328,359 |
Granted (in shares) | shares | 824,251 |
Vested (in shares) | shares | (197,384) |
Forfeited (in shares) | shares | (47,144) |
Ending balance (in shares) | shares | 908,082 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 4.52 |
Granted (in dollars per share) | $ / shares | 8.51 |
Vested (in dollars per share) | $ / shares | 6.84 |
Forfeited (in dollars per share) | $ / shares | 10 |
Ending balance (in dollars per share) | $ / shares | $ 10 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 01, 2019 | Oct. 02, 2018 | Jul. 03, 2018 | Apr. 03, 2018 | Jan. 02, 2018 | Oct. 03, 2017 | Jul. 04, 2017 | Apr. 04, 2017 | Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Shares Issued upon Conversion (shares) | 18,500 | ||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | $ (487) | $ (8,335) | $ (8,816) | $ (27,810) | $ (8,441) | $ (45,449) | $ (71,677) | ||||
Net loss | $ 19 | $ 1,050 | $ (5,935) | $ (3,575) | $ (487) | $ (8,335) | $ (1,815) | $ (26,845) | $ (8,441) | $ (37,482) | $ (71,677) |
Shares: | |||||||||||
Basic weighted average shares outstanding (in shares) | 42,329,556 | 37,759,497 | 27,808,708 | ||||||||
Dilutive stock options and warrants (in shares) | 0 | 0 | 0 | ||||||||
Diluted weighted average number of shares outstanding (in shares) | 42,329,556 | 37,759,497 | 27,808,708 | ||||||||
Earnings per share: | |||||||||||
Basic EPS (USD per share) | $ 0 | $ 0.02 | $ (0.14) | $ (0.09) | $ (0.01) | $ (0.20) | $ (0.22) | $ (0.99) | $ (0.20) | $ (1.20) | $ (2.58) |
Diluted EPS (USD per share) | $ 0 | $ 0.02 | $ (0.14) | $ (0.09) | $ (0.01) | $ (0.20) | $ (0.22) | $ (0.99) | $ (0.20) | $ (1.20) | $ (2.58) |
Antidilutive securities excluded from computation of earnings per share | 2,829,630 | 4,154,778 | 2,697,697 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) | 12 Months Ended | 55 Months Ended | |||
Jan. 01, 2019USD ($)$ / sharesshares | Jan. 02, 2018USD ($)$ / shares | Jan. 03, 2017USD ($)$ / shares | Dec. 31, 2013shares | Jan. 02, 2018USD ($)shares | |
Multiemployer Plans [Line Items] | |||||
Required employee age | 21 years | ||||
Percentage of participants contributions vested | 100.00% | ||||
Contributions by employer | $ 0 | $ 0 | $ 0 | ||
Weighted-average fair value per share at date of grant | $ / shares | $ 5.11 | $ 1.74 | $ 2.85 | ||
Employee Stock Purchase Plan [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Maximum employee salary percentage | 15.00% | ||||
Offering date percentage | 85.00% | ||||
Purchase date percentage | 85.00% | ||||
Number of shares authorized | shares | 750,000 | ||||
Shares issued | shares | 23,170 | 140,551 | |||
Reserved for future issuance | shares | 609,449 | ||||
Weighted-average fair value per share at date of grant | $ / shares | $ 1.57 | ||||
Employee stock purchase plan, compensation expense | $ 36,000 | ||||
Other long-term liabilities | |||||
Multiemployer Plans [Line Items] | |||||
Deferred compensation plan liability | 1,000,000 | $ 1,300,000 | $ 1,300,000 | ||
Other Assets [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Deferred compensation plan asset | $ 1,800,000 | $ 1,900,000 | $ 1,900,000 | ||
Measurement Input, Risk Free Interest Rate | Employee Stock Purchase Plan [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Expected volatility rate | 0.0211 | ||||
Measurement Input, Expected Term | Employee Stock Purchase Plan [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Expected volatility rate | 0.25 | ||||
Measurement Input, Price Volatility | Employee Stock Purchase Plan [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Expected volatility rate | 0.572 | ||||
Measurement Input, Expected Dividend Rate | Employee Stock Purchase Plan [Member] | |||||
Multiemployer Plans [Line Items] | |||||
Expected volatility rate | 0 |
Leases (Details)
Leases (Details) $ in Thousands | Jan. 01, 2019USD ($) |
Leases [Abstract] | |
2018 | $ 42,652 |
2019 | 39,626 |
2020 | 35,609 |
2021 | 30,611 |
2022 | 24,440 |
Thereafter | 54,414 |
Total future minimum lease payments due | $ 227,352 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Operating Leased Assets [Line Items] | |||
Operating leases, lease term | 10 years | ||
Operating leases, rent expense | $ 41.7 | $ 43.9 | $ 48.5 |
Minimum | |||
Operating Leased Assets [Line Items] | |||
Operating leases, extension term | 5 years | ||
Maximum | |||
Operating Leased Assets [Line Items] | |||
Operating leases, extension term | 15 years |
Supplemental Disclosures to C_3
Supplemental Disclosures to Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | |
Class of Stock [Line Items] | |||
Interest paid (net of amounts capitalized) | $ 3,800 | $ 3,482 | $ 2,394 |
Income taxes (refunded) paid | 42 | (158) | (427) |
Changes in purchases of property and equipment accrued in accounts payable, net | (1,339) | (842) | (1,431) |
Common Stock [Member] | Class A Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Convertible Preferred Stock, Shares Issued Upon Conversion, Value | $ 0 | $ 18,500 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Oct. 02, 2018 | Jan. 02, 2018 | Jan. 01, 2019 | Jun. 07, 2018 | Jan. 03, 2017 | |
Loss Contingencies [Line Items] | |||||
Payments made | $ 4,000 | ||||
Restructuring Reserve | $ 8,179 | $ 3,017 | $ 1,880 | ||
Loss contingency accrual | $ 11,000 | ||||
Accrual, period increase | $ 3,400 | ||||
Minimum | |||||
Loss Contingencies [Line Items] | |||||
Data breach liabilities, maximum exposure (up to) | 10,600 | ||||
Estimate of possible loss net of insurance coverage | $ 1,000 |
Related-Party Transactions (Det
Related-Party Transactions (Details) | 12 Months Ended |
Jan. 01, 2019 | |
Catterton [Member] | |
Related Party Transaction [Line Items] | |
Minimum ownership percentage | 35.00% |
Class A and Class B Common Stock [Member] | Equity Sponsors [Member] | Minimum | |
Related Party Transaction [Line Items] | |
Percentage of stock held | 10.00% |
Class A and Class B Common Stock [Member] | Equity Sponsors [Member] | Maximum | |
Related Party Transaction [Line Items] | |
Percentage of stock held | 20.00% |
L Catterton [Member] | Minimum | |
Related Party Transaction [Line Items] | |
Percentage of stock held | 5.00% |
Argentina [Member] | Minimum | |
Related Party Transaction [Line Items] | |
Percentage of stock held | 5.00% |
Mill Road Capital II, L.P. [Member] | Minimum | |
Related Party Transaction [Line Items] | |
Percentage of stock held | 10.00% |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2019 | Jan. 02, 2018 | Jan. 03, 2017 | Jul. 03, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Expected unredeemed percent | 8.00% | |||
Estimated redemption period | 18 months | |||
Gift card liability | $ 3,284 | $ 4,078 | $ 300 | |
Revenue recognized | 5,900 | 5,500 | $ 5,400 | |
Gift card breakage | 1,000 | 300 | $ 300 | |
Gift card breakage resulting from unredeemed balances | 300 | |||
Retained earnings | (111,135) | (101,188) | ||
Accrued Expenses and Other Current Liabilities | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Gift card liability | 3,300 | 4,100 | ||
Other Long-term Liabilities | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Gift card liability, non-current | 400 | 400 | ||
Calculated under Revenue Guidance in Effect on Adoption of Topic 606 | Accounting Standards Update 2014-09 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue recognized | $ 100 | |||
Retained earnings | $ 1,500 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligation (Details) $ in Millions | Jan. 01, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 0.1 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 0.1 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 0.1 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 0.1 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 0.8 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Performance obligation, period |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 01, 2019USD ($)restaurant$ / shares | Oct. 02, 2018USD ($)restaurant$ / shares | Jul. 03, 2018USD ($)restaurant$ / shares | Apr. 03, 2018USD ($)restaurant$ / shares | Jan. 02, 2018USD ($)restaurant$ / shares | Oct. 03, 2017USD ($)restaurant$ / shares | Jul. 04, 2017USD ($)restaurant$ / shares | Apr. 04, 2017USD ($)restaurant$ / shares | Dec. 29, 2015restaurant | Jan. 01, 2019USD ($)restaurant$ / shares | Jan. 02, 2018USD ($)restaurant$ / shares | Jan. 03, 2017USD ($)restaurant$ / shares | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenue | $ 113,193 | $ 116,727 | $ 117,395 | $ 110,526 | $ 112,774 | $ 114,211 | $ 112,792 | $ 116,715 | $ 457,841 | $ 456,492 | $ 487,474 | |
Operating income | 950 | 2,132 | (4,162) | (2,678) | 87 | (7,483) | (808) | (25,646) | (3,758) | (33,850) | (67,528) | |
Net loss | $ 19 | $ 1,050 | $ (5,935) | $ (3,575) | (487) | (8,335) | (1,815) | (26,845) | (8,441) | (37,482) | (71,677) | |
Net loss attributable to common stockholders | $ (487) | $ (8,335) | $ (8,816) | $ (27,810) | $ (8,441) | $ (45,449) | $ (71,677) | |||||
Basic EPS (USD per share) | $ / shares | $ 0 | $ 0.02 | $ (0.14) | $ (0.09) | $ (0.01) | $ (0.20) | $ (0.22) | $ (0.99) | $ (0.20) | $ (1.20) | $ (2.58) | |
Diluted EPS (USD per share) | $ / shares | $ 0 | $ 0.02 | $ (0.14) | $ (0.09) | $ (0.01) | $ (0.20) | $ (0.22) | $ (0.99) | $ (0.20) | $ (1.20) | $ (2.58) | |
Closure costs | $ 19,900 | $ 4,149 | $ 20,052 | $ 2,251 | ||||||||
Impairment costs related to closure of restaurants | $ 9,100 | |||||||||||
Number of restaurants closed | restaurant | 7 | 3 | 7 | 2 | 55 | 16 | 19 | |||||
Closure costs | $ 600 | $ 1,500 | $ 1,500 | $ 600 | ||||||||
Number of restaurants impaired | restaurant | 0 | 0 | 0 | 1 | 3 | 18 | 9 | 4 | 1 | 34 | 54 | |
Impairment costs of restaurants | $ 400 | $ 1,100 | $ 4,000 | $ 1,900 | ||||||||
Data breach liabilities | $ 0 | $ 3,400 | 7,605 | $ 0 | $ 7,605 | |||||||
Gift card liability | $ 3,284 | $ 300 | $ 4,078 | $ 3,284 | $ 4,078 |
Supplemental Financial Inform_3
Supplemental Financial Information (Accounts Receivable) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 2,391 | $ 2,434 |
Tenant Improvement [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 82 | 216 |
Vendor Rebate [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 639 | 869 |
Franchise and Other [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 1,670 | $ 1,349 |
Supplemental Financial Inform_4
Supplemental Financial Information (Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Supplemental Financial Information [Abstract] | ||
Prepaid occupancy related costs | $ 4,053 | $ 4,091 |
Other prepaid expenses | 2,416 | 2,126 |
Other current assets | 5 | 41 |
Prepaid expenses and other assets | $ 6,474 | $ 6,258 |
Supplemental Financial Inform_5
Supplemental Financial Information (Property and Equipment) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 322,670 | $ 322,037 |
Accumulated depreciation and amortization | (183,896) | (169,444) |
Property and equipment, net | 138,774 | 152,593 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 197,571 | 199,211 |
Furniture, Fixtures, and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 121,479 | 120,234 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,620 | $ 2,592 |
Supplemental Financial Inform_6
Supplemental Financial Information (Accrued Payroll and Benefits) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 02, 2018 |
Supplemental Financial Information [Abstract] | ||
Accrued payroll and related liabilities | $ 6,333 | $ 6,594 |
Accrued bonus | 4,250 | 1,947 |
Insurance liabilities | 2,808 | 3,178 |
Accrued payroll and benefits | $ 13,391 | $ 11,719 |
Supplemental Financial Inform_7
Supplemental Financial Information (Accrued Expense and Other Liabilities) (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jul. 03, 2018 | Jan. 02, 2018 |
Supplemental Financial Information [Abstract] | |||
Gift card liability | $ 3,284 | $ 300 | $ 4,078 |
Occupancy related | 917 | 1,286 | |
Restructuring reserve, current portion | 1,683 | 2,447 | |
Utilities | 1,582 | 1,705 | |
Data breach liabilities | 0 | $ 3,400 | 7,605 |
Other accrued expenses | 3,717 | 4,100 | |
Accrued expenses and other current liabilities | $ 11,183 | $ 21,221 |
Uncategorized Items - a10k2018.
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,506,000) |
Common Class B [Member] | ||
Shares, Outstanding | us-gaap_SharesOutstanding | 1,522,098 |