Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 19, 2015 | Jun. 27, 2014 |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | TOWN SPORTS INTERNATIONAL HOLDINGS INC | ||
Entity Central Index Key | 1281774 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 24,358,013 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $124 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $93,452 | $73,598 |
Accounts receivable, net | 3,656 | 3,704 |
Inventory | 573 | 473 |
Deferred tax assets | 724 | 17,010 |
Prepaid corporate income taxes | 11,588 | 6 |
Prepaid expenses and other current assets | 12,893 | 10,850 |
Total current assets | 122,886 | 105,641 |
Fixed assets, net | 233,644 | 243,992 |
Goodwill | 32,593 | 32,870 |
Intangible assets, net | 394 | 908 |
Deferred tax assets | 0 | 11,340 |
Deferred membership costs | 7,396 | 8,725 |
Other assets | 12,920 | 10,316 |
Total assets | 409,833 | 413,792 |
Current liabilities: | ||
Current portion of long-term debt | 3,114 | 3,250 |
Accounts payable | 2,873 | 8,116 |
Accrued expenses | 26,702 | 31,536 |
Accrued interest | 376 | 737 |
Dividends payable | 291 | 259 |
Deferred revenue | 36,950 | 33,913 |
Deferred tax liabilities | 300 | 0 |
Total current liabilities | 70,606 | 77,811 |
Long-term debt | 296,757 | 311,659 |
Building financing arrangement | 83,400 | 0 |
Dividends payable | 211 | 407 |
Deferred lease liabilities | 53,847 | 56,882 |
Deferred tax liabilities | 11,999 | 0 |
Deferred revenue | 2,455 | 2,460 |
Other liabilities | 8,642 | 8,089 |
Total liabilities | 527,917 | 457,308 |
Commitments and contingencies (Note 17) | ||
Stockholders’ deficit: | ||
Common stock, $0.001 par value; issued and outstanding 24,322,249 and 24,072,705 shares at December 31, 2014 and December 31, 2013, respectively | 24 | 24 |
Additional paid-in capital | -10,055 | -13,846 |
Accumulated other comprehensive income | 395 | 2,052 |
Accumulated deficit | -108,448 | -31,746 |
Total stockholders’ deficit | -118,084 | -43,516 |
Total liabilities and stockholders’ deficit | $409,833 | $413,792 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares issued | 24,322,249 | 24,072,705 |
Common stock, shares outstanding | 24,322,249 | 24,072,705 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Club operations | $447,871 | $464,240 | $473,177 |
Fees and other | 5,971 | 5,985 | 5,804 |
Total revenue | 453,842 | 470,225 | 478,981 |
Operating Expenses: | |||
Payroll and related | 177,009 | 174,894 | 181,632 |
Club operating | 192,716 | 179,683 | 178,950 |
General and administrative | 31,352 | 28,431 | 24,139 |
Depreciation and amortization | 47,307 | 49,099 | 49,391 |
Insurance recovery related to damaged property | 0 | -3,194 | 0 |
Impairment of fixed assets | 4,569 | 714 | 3,436 |
Impairment of goodwill | 137 | 0 | 0 |
Total operating expenses | 453,090 | 429,627 | 437,548 |
Operating income | 752 | 40,598 | 41,433 |
Loss on extinguishment of debt | 493 | 750 | 1,010 |
Interest expense | 19,039 | 22,617 | 24,640 |
Interest income | 0 | -1 | -43 |
Equity in the earnings of investees and rental income | -2,402 | -2,459 | -2,461 |
(Loss) income before provision for corporate income taxes | -16,378 | 19,691 | 18,287 |
Provision for corporate income taxes | 52,611 | 7,367 | 6,321 |
Net (loss) income | ($68,989) | $12,324 | $11,966 |
(Loss) earnings per share: | |||
Basic (in dollars per share) | ($2.84) | $0.51 | $0.51 |
Diluted (in dollars per share) | ($2.84) | $0.50 | $0.50 |
Weighted average number of shares used in calculating earnings (loss) per share: | |||
Basic (in shares) | 24,266,407 | 24,031,533 | 23,436,393 |
Diluted (in shares) | 24,266,407 | 24,736,961 | 24,114,540 |
Dividends declared per common share | $0.32 | $0.16 | $3 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |||
Net (loss) income | ($68,989) | $12,324 | $11,966 |
Other comprehensive (loss) income, net of tax: | |||
Foreign currency translation adjustments, net of tax of $0, ($49) and $0 for the years ended December 31, 2014, 2013 and 2012, respectively | -545 | 68 | 95 |
Interest rate swap, net of tax of $0, ($583) and $61 for the years ended December 31, 2014, 2013 and 2012, respectively | -1,112 | 758 | -120 |
Total other comprehensive (loss) income, net of tax | -1,657 | 826 | -25 |
Total comprehensive (loss) income | ($70,646) | $13,150 | $11,941 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |||
Foreign currency translation adjustment, tax | $0 | ($49) | $0 |
Interest rate swap, tax | $0 | ($583) | $61 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' (Deficit) Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Retained Earnings (Deficit) |
In Thousands, except Share data, unless otherwise specified | |||||
Beginning balance at Dec. 31, 2011 | $354 | $23 | ($19,934) | $1,251 | $19,014 |
Shares, beginning balance at Dec. 31, 2011 | 23,040,881 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock option exercises, shares | 534,514 | ||||
Stock option exercises | 2,352 | 1 | 2,351 | ||
Common stock grants, shares | 12,502 | ||||
Common stock grants | 116 | 116 | |||
Restricted stock grants, shares | 251,500 | ||||
Cancellation of options | -49 | -49 | |||
Forfeiture of restricted stock | -26,291 | ||||
Compensation related to stock options and restricted stock grants | 1,190 | 1,190 | |||
Dividends declared on common stock | -71,400 | -71,400 | |||
Net (loss) income | 11,966 | 11,966 | |||
Derivative financial instruments | -120 | -120 | |||
Foreign currency translation adjustment | 95 | 95 | |||
Ending balance at Dec. 31, 2012 | -55,496 | 24 | -16,326 | 1,226 | -40,420 |
Shares, ending balance at Dec. 31, 2012 | 23,813,106 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock option exercises, shares | 135,786 | ||||
Stock option exercises | 600 | 600 | |||
Common stock grants, shares | 29,562 | ||||
Common stock grants | 305 | 305 | |||
Restricted stock grants, shares | 178,500 | ||||
Cancellation of options | -80 | -80 | |||
Forfeiture of restricted stock | -84,249 | ||||
Compensation related to stock options and restricted stock grants | 1,899 | 1,899 | |||
Tax shortfall from stock option exercise | -244 | -244 | |||
Dividends declared on common stock | -3,850 | -3,850 | |||
Dividend forfeitures | 200 | 200 | |||
Net (loss) income | 12,324 | 12,324 | |||
Derivative financial instruments | 758 | 758 | |||
Foreign currency translation adjustment | 68 | 68 | |||
Ending balance at Dec. 31, 2013 | -43,516 | 24 | -13,846 | 2,052 | -31,746 |
Shares, ending balance at Dec. 31, 2013 | 24,072,705 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock option exercises, shares | 73,043 | ||||
Stock option exercises | 133 | 133 | |||
Common stock grants, shares | 21,248 | ||||
Common stock grants | 245 | 245 | |||
Restricted stock grants, shares | 196,500 | ||||
Cancellation of options | -71 | -71 | |||
Forfeiture of restricted stock | -31,956 | ||||
Compensation related to stock options and restricted stock grants | 1,666 | 1,666 | |||
Tax benefit from stock option exercises and restricted stock vesting, net | 1,613 | 1,613 | |||
Tax benefit on dividend payments | 205 | 205 | |||
Dividends declared on common stock | -7,736 | -7,736 | |||
Dividend forfeitures | 23 | 23 | |||
Net (loss) income | -68,989 | -68,989 | |||
Derivative financial instruments | -1,112 | -1,112 | |||
Foreign currency translation adjustment | -545 | -545 | |||
Ending balance at Dec. 31, 2014 | ($118,084) | $24 | ($10,055) | $395 | ($108,448) |
Shares, ending balance at Dec. 31, 2014 | 24,331,540 |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' (Deficit) Equity (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Stockholders' Equity [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net (loss) income | ($68,989) | $12,324 | $11,966 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities | |||
Depreciation and amortization | 47,307 | 49,099 | 49,391 |
Insurance recovery related to damaged property | 0 | -3,194 | 0 |
Impairment of fixed assets | 4,569 | 714 | 3,436 |
Impairment of goodwill | 137 | 0 | 0 |
Loss on extinguishment of debt | 493 | 750 | 1,010 |
Amortization of debt discount | 1,304 | 996 | 517 |
Amortization of debt issuance costs | 1,153 | 1,135 | |
Amortization of building financing costs | 31 | 0 | 0 |
Noncash rental income, net of non-cash rental expense | -5,399 | -5,692 | -4,037 |
Share-based compensation expense | 1,911 | 2,204 | 1,306 |
Net change in deferred taxes | 40,129 | 6,120 | 5,865 |
Net change in certain operating assets and liabilities, net of acquisitions | -20,994 | 898 | -8,967 |
Decrease in deferred membership costs | 1,329 | 2,086 | -694 |
Landlord contributions to tenant improvements | 1,684 | 1,472 | 1,345 |
Increase (decrease) in insurance reserves | 482 | -929 | -2,071 |
Other | 137 | -613 | -149 |
Total adjustments | 73,747 | 55,064 | 48,087 |
Net cash provided by operating activities | 4,758 | 67,388 | 60,053 |
Cash flows from investing activities: | |||
Capital expenditures | -42,054 | -30,861 | -22,490 |
Acquisition of businesses | 0 | -2,939 | 0 |
Insurance recovery related to damaged property | 0 | 3,194 | 0 |
Net cash used in investing activities | -42,054 | -30,606 | -22,490 |
Cash flows from financing activities: | |||
Proceeds from building financing arrangement | 83,400 | 0 | 0 |
Building financing arrangement costs | -3,160 | 0 | 0 |
Principal payments on 2013 Term Loan Facility | -16,716 | 0 | 0 |
Proceeds from 2013 Senior Credit Facility, net of original issue discount | 0 | 323,375 | 0 |
Proceeds from incremental term loan, net of original issue discount | 0 | 0 | 59,700 |
Proceeds from replacement 2011 Term Loan Facility lenders | 0 | 0 | 13,796 |
Principal payments to non-consenting 2011 Term Loan Facility lenders | 0 | 0 | -13,796 |
Principal payments on 2011 Term Loan Facility | 0 | 0 | -36,007 |
Repayment of 2011 Senior Credit Facility | 0 | -315,743 | 0 |
Term loan issuance and amendment related financing costs | 0 | -4,356 | -3,346 |
Debt issuance costs | 0 | -763 | -125 |
Cash dividends paid | -7,877 | -4,088 | -70,296 |
Proceeds from stock option exercises | 133 | 600 | 2,352 |
Tax benefit from restricted stock vesting | 1,723 | 0 | 0 |
Net cash provided by (used in) financing activities | 57,503 | -975 | -47,722 |
Effect of exchange rate changes on cash | -353 | 33 | 37 |
Net increase (decrease) in cash and cash equivalents | 19,854 | 35,840 | -10,122 |
Cash and cash equivalents beginning of period | 73,598 | 37,758 | 47,880 |
Cash and cash equivalents end of period | 93,452 | 73,598 | 37,758 |
Summary of the change in certain operating assets and liabilities: | |||
Decrease (increase) in accounts receivable | 25 | 2,859 | -645 |
Increase in inventory | -101 | -36 | -148 |
Increase in prepaid expenses and other current assets | -1,549 | -1,278 | -432 |
(Decrease) increase in accounts payable, accrued expenses and accrued interest | -9,856 | 3,089 | -3,094 |
Change in prepaid corporate income taxes and corporate income taxes payable | -12,773 | 1,604 | -427 |
Increase (decrease) in deferred revenue | 3,260 | -5,340 | -4,221 |
Net change in certain working capital components | ($20,994) | $898 | ($8,967) |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation |
As of December 31, 2014, Town Sports International Holdings, Inc. (the “Company” or “TSI Holdings”), through its wholly-owned subsidiary, Town Sports International, LLC (“TSI, LLC”), operated 158 fitness clubs (“Clubs”) comprised of 107 clubs in the New York metropolitan market under the “New York Sports Clubs” brand name, 30 clubs in the Boston market under the “Boston Sports Clubs” brand name, 13 clubs (two of which are partly-owned) in the Washington, D.C. market under the “Washington Sports Clubs” brand name, five clubs in the Philadelphia market under the “Philadelphia Sports Clubs” brand name and three clubs in Switzerland. As of December 31, 2014, the Company also owned and operated one BFX Studio which had its grand opening in September 2014. |
Correction_of_Accounting_Error
Correction of Accounting Errors | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Changes and Error Corrections [Abstract] | |
Correction of Accounting Errors | Correction of Accounting Errors |
The results for the year ended December 31, 2013 include the correction of deferred lease receivables and rental income resulting in an increase in rental income from subtenants and a related increase in deferred lease receivable in the Company’s consolidated statement of operations and consolidated balance sheet, respectively. This correction resulted in the recognition of Fees and other revenue in the year ended December 31, 2013 of $424 that relates to 2012. The Company does not believe that this error correction is material to 2013 or prior reporting periods. | |
The results for the year ended December 31, 2013 also include the correction of errors that resulted in an increase in tax benefits for corporate income taxes and a related increase in deferred tax assets in our consolidated statement of operations and consolidated balance sheet, respectively. In the fourth quarter of 2013, the Company identified corrections related to temporary differences in fixed assets for state depreciation resulting in the recognition of an income tax benefit of $225. Also, in the fourth quarter of 2013, the Company identified corrections related to temporary differences in landlord allowances resulting in the recognition of out of period expense of $209 for a net benefit to the Provision for corporate income taxes of $16 in the year ended December 31, 2013. The Company does not believe that either error correction is material to 2013 or prior reporting periods. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | |||||||||||||||
Principles of Consolidation | ||||||||||||||||
The accompanying consolidated financial statements include the accounts of TSI Holdings and all wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||||
Revenue Recognition | ||||||||||||||||
The Company is currently in the process of introducing a new pricing strategy to a majority of its clubs called High Value Low Price ("HVLP") strategy. As of December 31, 2014, 71 clubs are under this new pricing strategy. The Company historically offered Passport Membership, Core Membership, Gold Membership and Restricted Membership. The conversion process will eliminate the Core, Gold, and Restricted Memberships. The HVLP pricing strategy offers two basic types of membership plans: Premier Membership and Passport Membership. The Passport Membership continues to offer the same current level of service and amenities under a month-to-month plan, which allows members to use any club at any time.The Premier Membership allows members unlimited use of a single "home club" with access to use other non-home clubs for an additional usage fee. The revenue recognition related to monthly dues revenue will not be impacted by the change in membership pricing strategy. | ||||||||||||||||
The Company generally receives one-time non-refundable joining fees and monthly dues from its members. Historically, the Company’s members had the option to join on either a month-to-month basis or to commit to a one-year membership. After a club adopts the HVLP strategy, it will only offer month-to-month memberships. Month-to-month members can cancel their membership at any time with 30 days notice. Membership dues for members who pay annual dues upfront are recognized on a straight-line basis over a 12-month period commencing with the first month of the new member contract. Membership dues for members who pay monthly are recognized in the period in which access to the club is provided. | ||||||||||||||||
Usage fees are recorded to membership revenue in the month the usage occurs. Usage fees recorded were $2,248, $2,126 and $2,166 for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||
Joining fees include initiation and processing fees and are currently deferred and recognized, on a straight-line basis, over the estimated average membership life. Certain memberships also charge an annual fee beginning on the first day of membership and on each annual anniversary date thereafter or annually each January 1 and are deferred and recognized, on a straight-line basis over 12 months. | ||||||||||||||||
The related direct and incremental expenses of membership acquisition, which include sales commissions, bonuses and related taxes and benefits, are recognized, on a straight-line basis, in operations over the estimated average membership life. Deferred membership costs were $7,396 and $8,725 at December 31, 2014 and 2013, respectively. | ||||||||||||||||
The Company tracks the estimated average membership life of restricted members separately from unrestricted members. The restricted membership base currently includes student memberships introduced in April 2010, teacher memberships introduced in April 2011 and first responder memberships, a one-time promotional offer in September 2011. As of December 31, 2014, the estimated average membership life of an unrestricted member and a restricted member is 22 months and 26 months, respectively. The Company monitors factors that might affect the estimated average membership life including retention trends, attrition trends, membership sales volume, membership composition, competition, and general economic conditions, and adjusts the estimate on a quarterly basis. The table below summarizes the estimated average membership life of restricted members and unrestricted members that were in effect for each quarter during the past three year period from 2012 through 2014. | ||||||||||||||||
Estimated Average Membership Life of | Estimated Average Membership Life of | |||||||||||||||
an Unrestricted Member | a Restricted Member | |||||||||||||||
Period | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||
Three months ended March 31 | 22 months | 25 months | 28 months | 28 months | 27 months | 25 months | ||||||||||
Three months ended June 30 | 22 months | 24 months | 28 months | 27 months | 28 months | 27 months | ||||||||||
Three months ended September 30 | 22 months | 23 months | 28 months | 26 months | 28 months | 28 months | ||||||||||
Three months ended December 31 | 22 months | 23 months | 27 months | 26 months | 28 months | 27 months | ||||||||||
Revenues from ancillary services, such as personal training sessions, are recognized as services are performed. Unused personal training sessions expire after a set, disclosed period of time after purchase and are not refundable or redeemable by the member for cash. The State of New York has informed the Company that it is considering whether the Company is required to remit the amount collected for unused, expired personal training sessions to the State of New York as unclaimed property. As of December 31, 2014 and 2013, the Company had approximately $15,207 and $14,309, respectively, of unused and expired personal training sessions. We have not recognized any revenue from these sessions and have recorded the amounts as deferred revenue. The Company does not believe that these amounts are subject to the escheatment or abandoned property laws of any jurisdiction, including the State of New York. However, it is possible that one or more of these jurisdictions may not agree with the Company’s position and may claim that the Company must remit all or a portion of these amounts to such jurisdiction. | ||||||||||||||||
In addition to the prepaid personal training sessions the Company also offers a personal training membership product which consists of single or multi-session packages ranging from one to 16 sessions per month. These sessions provided by the membership product are at a discount to our stand-alone session pricing and must be used in each respective month. Members who purchase this product commit to a six month period and revenue is recognized ratably over the six month commitment period. | ||||||||||||||||
The Company generates management fees from certain club facilities that are not wholly-owned. Management fees earned for services rendered are recognized at the time the related services are performed. These managed sites include three managed university locations, and seven managed sites, including four managed sites acquired in connection with our Fitcorp acquisition in May 2013. Revenue generated from managed sites were $1,502, $796 and $496 for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||
When a revenue agreement involves multiple elements, such as sales of both memberships and services in one arrangement or potentially multiple arrangements, the entire fee from the arrangement is allocated to each respective element based on its relative fair value and recognized when the revenue recognition criteria for each element is met. | ||||||||||||||||
The Company recognizes revenue from merchandise sales upon delivery to the member. | ||||||||||||||||
In connection with advance receipts of fees or dues, the Company was required to maintain bonds totaling $2,540 and $3,375 as of December 31, 2014 and 2013, respectively, pursuant to various state consumer protection laws. | ||||||||||||||||
Advertising and Club Pre-opening Costs | ||||||||||||||||
Advertising costs and club pre-opening costs are charged to operations during the period in which they are incurred, except for production costs related to television and radio advertisements, which are expensed when the related commercials are first aired. Total advertising costs incurred by the Company for the years ended December 31, 2014, 2013 and 2012 totaled $7,903, $5,943 and $6,158, respectively and are included in Club operating expenses. | ||||||||||||||||
Cash and Cash Equivalents | ||||||||||||||||
The Company considers all highly liquid instruments which have original maturities of three months or less when acquired to be cash equivalents. The carrying amounts reported in the balance sheets for cash and cash equivalents approximate fair value. The Company owns and operates a captive insurance company in the State of New York. Under the insurance laws of the State of New York, this captive insurance company is required to maintain a cash balance of at least $250. At December 31, 2014 and 2013, $274 of cash related to this wholly-owned subsidiary was included in cash and cash equivalents. | ||||||||||||||||
Deferred Lease Liabilities, Non-cash Rental Expense and Additional Rent | ||||||||||||||||
The Company recognizes rental expense for leases with scheduled rent increases and inclusive of rental concessions, on the straight-line basis over the life of the lease beginning upon the commencement date of the lease. Rent concessions, primarily received in the form of free rental periods, are also deferred and amortized on a straight-line basis over the life of the lease. | ||||||||||||||||
The Company leases office, warehouse and multi-recreational facilities and certain equipment under non-cancelable operating leases. In addition to base rent, the facility leases generally provide for additional rent to cover common area maintenance charges incurred and to pass along increases in real estate taxes. The Company accrues for any unpaid common area maintenance charges and real estate taxes on a club-by-club basis. | ||||||||||||||||
Upon entering into certain leases, the Company receives construction allowances from the landlord. These construction allowances are recorded as deferred lease liability credits on the balance sheet when the requirements for these allowances are met as stated in the respective lease and are amortized as a reduction of rent expense over the term of the lease. Amortization of deferred construction allowances were $2,771, $3,310 and $2,955 as of December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||
Certain leases provide for contingent rent based upon defined formulas of revenue, cash flows or operating results for the respective facilities. These contingent rent payments typically call for additional rent payments calculated as a percentage of the respective club’s revenue or a percentage of revenue in excess of defined break-points during a specified year. The Company records contingent rent expense over the related contingent rental period at the time the respective contingent targets are probable of being met. | ||||||||||||||||
Lease termination penalties are recognized at fair value based on the expected settlement amount with the landlord when the Company terminates the contract before the lease termination date. In the year ended December 31, 2014, the Company recorded $1,482 of lease termination penalties, which was included in club operating expenses in the accompanying statements of operations. The Company did not incur any lease termination penalties in the years ended December 31, 2013 or 2012. | ||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||
Accounts receivable consists of amounts due from the Company’s membership base and was $6,206 and $6,013 at December 31, 2014 and 2013, respectively, before the allowance for doubtful accounts. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of the Company’s customers to make required payments. The Company considers factors such as: historical collection experience, the age of the receivable balance and general economic conditions that may affect a customer’s ability to pay. | ||||||||||||||||
Following are the changes in the allowance for doubtful accounts for the years December 31, 2014, 2013 and 2012: | ||||||||||||||||
Balance Beginning | Additions | Write-offs Net of | Balance at | |||||||||||||
of the Year | Recoveries | End of Year | ||||||||||||||
31-Dec-14 | $ | 2,309 | $ | 9,826 | $ | (9,624 | ) | $ | 2,511 | |||||||
31-Dec-13 | $ | 3,249 | $ | 8,335 | $ | (9,275 | ) | $ | 2,309 | |||||||
31-Dec-12 | $ | 2,440 | $ | 9,711 | $ | (8,902 | ) | $ | 3,249 | |||||||
Inventory | ||||||||||||||||
Inventory consists of supplies, headsets for the club entertainment system, clothing and other items for sale to members. Inventories are valued at the lower of cost or market by the first-in, first-out method. | ||||||||||||||||
Fixed Assets | ||||||||||||||||
Fixed assets are recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets, which are 30 years for building and improvements, five years for club equipment, furniture, fixtures and computer equipment and three to five years for computer software. Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining period of the related lease. Payroll costs directly related to the construction or expansion of the Company’s club base are capitalized with leasehold improvements. Expenditures for maintenance and repairs are charged to operations as incurred. The cost and related accumulated depreciation of assets retired or sold is removed from the respective accounts and any gain or loss is recognized in operations. The costs related to developing web applications, developing web pages and installing or enhancing developed applications on the web servers are capitalized and classified as computer software. Web site hosting fees and maintenance costs are expensed as incurred. | ||||||||||||||||
Intangible Assets and Debt Issuance Costs | ||||||||||||||||
Intangible assets are stated at cost and amortized by the straight-line method over their respective estimated lives. Intangible assets currently consist of membership lists, management contracts and trade names. Historically, intangible assets also included covenants-not-to-compete and a beneficial lease. Covenants-not-to-compete are amortized over the contractual life, generally one to five years, and beneficial leases are amortized over the remaining life of the underlying club lease. Membership lists are amortized over the estimated average membership life, currently at 22 months, management contracts are amortized over their current contractual lives of between nine and 11 years and trade names are amortized over their estimated useful lives of between 10 and 20 years. | ||||||||||||||||
Debt issuance costs are classified within other assets and are being amortized as additional interest expense over the life of the underlying debt, five to seven years, using the interest method. Amortization of debt issue costs was $627, $1,153 and $1,135, for the years ended December 31, 2014, 2013 and 2012, respectively. Building financing costs are classified within other assets and are being amortized as additional interest expense over the life of the underlying financing arrangement, 25 years, using the interest method. Amortization of building financing costs was $31 for the year ended December 31, 2014. There were no building financing costs in the years ended December 31, 2013 and 2012, respectively. | ||||||||||||||||
Fair Value Measurements | ||||||||||||||||
Accounting guidance on fair value measurements specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs create the following fair value hierarchy: | ||||||||||||||||
• | Level 1 — Quoted prices for identical instruments in active markets. | |||||||||||||||
• | Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. | |||||||||||||||
• | Level 3 — Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. | |||||||||||||||
This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. | ||||||||||||||||
Accounting for the Impairment of Long-Lived Assets and Goodwill | ||||||||||||||||
Long-lived assets, such as fixed assets and intangible assets are reviewed for impairment when events or circumstances indicate that their carrying value may not be recoverable. Estimated undiscounted expected future cash flows are used to determine if an asset group is impaired, in which case the asset’s carrying value would be reduced to its fair value, calculated considering a combination of market approach and a cost approach. In determining the recoverability of fixed assets Level 3 inputs were used in determining undiscounted cash flows, which are based on internal budgets and forecasts through the end of the life of the primary asset in the asset group which is normally the life of leasehold improvements. The most significant assumptions in those budgets and forecasts relate to estimated membership and ancillary revenue, attrition rates, estimated results related to new program launches and maintenance capital expenditures, which are generally estimated at approximately 3% to 5% of total revenues depending upon the conditions and needs of a given club. | ||||||||||||||||
Goodwill represents the excess of consideration paid over the fair value of the net identifiable business assets acquired in the acquisition of a club or group of clubs. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350-20, Intangibles – Goodwill and Other, requires goodwill to be tested for impairment on an annual basis and between annual tests in certain circumstances, and written down when impaired. The Company’s impairment review process compares the fair value of the reporting unit in which the goodwill resides to its carrying value. | ||||||||||||||||
Goodwill impairment testing is a two-step process. Prior to performing this two-step process, companies also have the option to apply a qualitative approach to assess goodwill for impairment. Under the qualitative approach, an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. Companies that do not elect to perform the qualitative approach may proceed directly to the two-step process. Step 1 involves comparing the fair value of the Company’s reporting units to their carrying amounts. If the fair value of the reporting unit is greater than its carrying amount, there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step 2 calculates the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in Step 1. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company performs this analysis annually as of the last day of February and in the interim if a triggering event occurs. The Company’s goodwill impairment tests as of February 28, 2014, May 31, 2014 and December 31, 2014 were performed using the two-step goodwill impairment analysis. | ||||||||||||||||
Insurance | ||||||||||||||||
The Company obtains insurance coverage for significant exposures as well as those risks required to be insured by law or contract. The Company retains a portion of risk internally related to general liability losses. Where the Company retains risk, provisions are recorded based upon the Company’s estimates of its ultimate exposure for claims, which are included in general and administrative expenses in the accompanying statements of operations. The provisions are estimated using actuarial analysis based on claims experience, an estimate of claims incurred but not yet reported and other relevant factors. In this connection, under the provision of the deductible agreement related to the payment and administration of the Company’s insurance claims, we are required to maintain irrevocable letters of credit, totaling $615 as of December 31, 2014. | ||||||||||||||||
Use of Estimates | ||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | ||||||||||||||||
The most significant assumptions and estimates relate to the useful lives of long-term assets, recoverability and impairment of fixed and intangible assets, deferred income tax valuation, valuation of and expense incurred in connection with stock options, valuation of interest-rate swap arrangements, insurance reserves, legal contingencies and the estimated average membership life. | ||||||||||||||||
Income Taxes | ||||||||||||||||
Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been included in the financial statements or tax returns. The Company also recognizes deferred tax in relation to the U.S. taxes on the total cumulative earnings of the Company's Swiss clubs. Deferred tax liabilities and assets are determined on the basis of the difference between the financial statement and tax basis of assets and liabilities (“temporary differences”) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized. In assessing the need for a valuation allowance, we consider all positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. Based on the weight of the evidence, in particular a projection to be in a cumulative loss during the three year period ending December 31, 2015, which is considered a significant piece of negative evidence, the Company recorded a $60,368 non-cash charge to income tax expense to establish a full valuation allowance against its U.S. net deferred tax assets in the fourth quarter of 2014. | ||||||||||||||||
The guidance related to accounting for uncertain tax positions prescribes a recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return and also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. | ||||||||||||||||
Statements of Cash Flows | ||||||||||||||||
Supplemental disclosure of cash flow information: | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Cash paid | ||||||||||||||||
Interest (net of amounts capitalized) | $ | 17,103 | $ | 19,744 | $ | 23,738 | ||||||||||
Income taxes | $ | 23,553 | $ | 390 | $ | 924 | ||||||||||
Noncash investing and financing activities | ||||||||||||||||
Acquisition of fixed assets included in accounts payable and accrued expenses | $ | 4,822 | $ | 5,789 | $ | 2,797 | ||||||||||
Note: Interest includes cash payments under Initial Lease resulting from the sale of the East 86th Street property. See Notes 10 and 11 for additional noncash financing activities. | ||||||||||||||||
Accumulated Other Comprehensive (Loss) Income | ||||||||||||||||
Accumulated other comprehensive (loss) income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources, including changes in the fair value of the Company’s derivative financial instrument and foreign currency translation adjustments. The Company presents accumulated other comprehensive (loss) income in its consolidated statements of comprehensive (loss) income. | ||||||||||||||||
The Company uses a derivative financial instrument to limit exposure to changes in interest rates on the Company’s existing term loan facility. The derivative financial instrument is recorded at fair value on the balance sheet and changes in the fair value are either recognized in accumulated other comprehensive income (a component of shareholders’ equity) or net income depending on the nature of the underlying exposure, whether the hedge is formally designated as a hedge, and if designated, the extent to which the hedge is effective. The Company’s derivative financial instrument has been designated as a cash flow hedge. See Note 12 — Derivative Financial Instruments for more information on the Company’s risk management program and derivatives. | ||||||||||||||||
At December 31, 2014, the Company owned three Swiss clubs, which use the Swiss Franc, their local currency, as their functional currency. Assets and liabilities are translated into U.S. dollars at year-end exchange rates, while income and expense items are translated into U.S. dollars at the average exchange rate for the period. For all periods presented, foreign exchange transaction gains and losses were not material. Adjustments resulting from the translation of foreign functional currency financial statements into U.S. dollars are included in the currency translation adjustment in the consolidated statements of stockholders’ (deficit) equity and the consolidated statements of comprehensive (loss) income. The effect of foreign exchange translation adjustments was $(545), net of tax of $0; $68, net of tax of $49 and $95, net of tax of $0, for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||
Concentrations of Credit Risk | ||||||||||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents and the interest rate swap. Although the Company deposits its cash with more than one financial institution, as of December 31, 2014, $85,396 of the cash balance of $93,452 was held at two financial institutions. The Company has not experienced any losses on cash and cash equivalent accounts to date, and the Company believes that, based on the credit ratings of these financial institutions, it is not exposed to any significant credit risk related to cash at this time. | ||||||||||||||||
The counterparty to the Company’s interest rate swap is a major banking institution with a credit rating of investment grade or better and no collateral is required, and there are no significant risk concentrations. The Company believes the risk of incurring losses on derivative contracts related to credit risk is unlikely. | ||||||||||||||||
(Loss) Earnings Per Share | ||||||||||||||||
Basic (loss) earnings per share ("EPS") is computed by dividing net (loss) income applicable to common stockholders by the weighted average numbers of shares of common stock outstanding during the period. Diluted EPS is computed similarly to basic EPS, except that the denominator is increased for the assumed exercise of dilutive stock options and unvested restricted stock calculated using the treasury stock method. | ||||||||||||||||
The following table summarizes the weighted average common shares for basic and diluted EPS computations. | ||||||||||||||||
For The Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Weighted average number of common share outstanding — basic | 24,266,407 | 24,031,533 | 23,436,393 | |||||||||||||
Effect of dilutive share-based awards | — | 705,428 | 678,147 | |||||||||||||
Weighted average number of common shares outstanding — diluted | 24,266,407 | 24,736,961 | 24,114,540 | |||||||||||||
(Loss) earnings per share: | ||||||||||||||||
Basic | $ | (2.84 | ) | $ | 0.51 | $ | 0.51 | |||||||||
Diluted | $ | (2.84 | ) | $ | 0.5 | $ | 0.5 | |||||||||
For the year ended December 31, 2014, there was no effect of diluted stock options and unvested restricted common stock on the calculation of diluted EPS as the Company had a net loss for this period. There would have been 378,285 anti-dilutive shares had the Company not been in a net loss position for this period. For the years ended December 31, 2013 and 2012, we did not include options to purchase 269,992 and 306,904 shares of the Company’s common stock, respectively, in the calculations of diluted EPS because the exercise prices of those options were greater than the average market price and their inclusion would be anti-dilutive. | ||||||||||||||||
Stock-Based Compensation | ||||||||||||||||
The Company accounts for stock-based compensation in accordance with ASC 718, Compensation — Stock Compensation (“ASC 718”). ASC 718 requires that the cost resulting from all share-based payment transactions be treated as compensation and recognized in the consolidated financial statements. We record share-based payment awards at fair value on the grant date of the awards, based on the estimated number of awards that are expected to vest. The fair value of stock options is determined using the Black-Scholes option-pricing model. The fair value of the restricted stock awards is based on the closing price of the Company’s common stock on the date of the grant. | ||||||||||||||||
On December 11, 2012, adjustments were made to certain stock options which were modified in order to maintain the intrinsic value of the options in connection with the Company’s special dividend payment of $3.00 per share paid on December 11, 2012. The modifications in most cases reduced the exercise price of the options and in certain other cases also increased the number of options. The option modification impacted 67 plan participants. The other existing terms and conditions of the options were not modified. The modification of these options resulted in incremental compensation expense of $148 which was recognized on the modification date on December 11, 2012 for options that were modified which had been fully expensed as of the modification date with additional incremental compensation expense of approximately $609 to be recognized ratably over the remaining vesting periods related to unvested options that were modified. As of December 31, 2014, there is less than $1 remaining which will be recognized in the three months ended March 31, 2015. The incremental compensation expense was determined by measuring the fair market value, using the Black-Scholes methodology, of the modified options immediately before and immediately after the dividend payment transaction. | ||||||||||||||||
The fair value of the option awards for the periods presented below was determined using a Black-Scholes methodology using the following weighted average assumptions: | ||||||||||||||||
Common | Risk-Free | Expected | Expected | Expected | Fair Value | |||||||||||
Interest | Life | Volatility | Dividend | at Date | ||||||||||||
Rate | Yield | of Grant | ||||||||||||||
2012 option modification incremental expense | 2.6 | % | 6 years | 79 | % | — | $ | 2.74 | ||||||||
2012 option modification incremental expense | 0.4 | % | 3 years | 50 | % | — | — | |||||||||
The weighted average expected option term for 2011 reflects the application of the simplified method set out in the FASB ASC 718-10-S99, topic 14 issued by the Securities and Exchange Commission (“SEC”), which defines the term as the average of the contractual term of the options and the weighted average vesting period for all option tranches. The weighted average expected option term for 2012 was based on actual past historical data of employee exercise behavior and vesting data. Expected volatility percentages for grant years 2011 and 2012 were based on the daily historical volatility of the Company’s stock price. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury implied yield at the time of grant. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2014 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In November 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-16, "Derivatives and Hedging" (Topic 815): "Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, which provides guidance on identifying whether the nature of the host contract in a hybrid instrument is in the form of debt or equity". This standard requires management to consider the stated and implied substantive terms and features of the hybrid financial instrument, including the embedded derivative features, in order to determine whether the nature of the host contract is more akin to debt or to equity. The ASU is effective for annual periods and interim periods with those annual periods beginning after December 15, 2015, with early adoption permitted. The Company is evaluating the impact of this standard on its financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The standard requires management to evaluate, at each annual and interim reporting period, the Company’s ability to continue as a going concern within one year of the date the financial statements are issued and provide related disclosures. This accounting guidance is effective for the Company on a prospective basis for the annual period ending December 31, 2016 and is not expected to have a material effect on its financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”. The standard provides a single, comprehensive revenue recognition model for all contracts with customers and supersedes current revenue recognition guidance. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The new standard also includes enhanced disclosures which are significantly more comprehensive than those in existing revenue standards. The guidance is effective for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is evaluating evaluate the impact of this standard on its financial statements. | |
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” The new guidance changes the criteria for reporting discontinued operations and requires additional disclosures of both discontinued operations and certain other disposals that do not qualify for discontinued operations reporting. Under the new criteria, only a disposal of a component of an entity or a group of components of an entity that represent a strategic shift that has (or will have) a major effect on the Company’s operations and financial results should be presented as discontinued operations. The new guidance is effective for annual and interim periods beginning after December 15, 2014, with early adoption permitted. The Company elected to early adopt the amended accounting standard. The adoption of this guidance did not have an impact on its financial statements. | |
In July 2013, the FASB issued updated guidance permitting the Federal Funds Effective Swap Rate (or Overnight Index Swap Rate) to be used as a U.S. benchmark interest rate for hedge accounting purposes, in addition to the U.S. government rate and LIBOR. Prior to the amendment, only U.S. Treasury and the LIBOR swap rates were considered benchmark interest rates. Including the Federal Funds Effective Swap Rate as an acceptable U.S. benchmark interest rate in addition to U.S. Treasury and LIBOR rates provides a more comprehensive spectrum of interest rates to be utilized as the designated benchmark interest rate risk component under the hedge accounting guidance. The updated guidance is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. The adoption of this guidance did not impact the Company since the current interest rate swap is LIBOR based. |
Fixed_Assets
Fixed Assets | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||||
Fixed Assets | Fixed Assets | |||||||||||||||
Fixed assets as of December 31, 2014 and 2013 are shown at cost, less accumulated depreciation and amortization and are summarized below: | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Leasehold improvements | $ | 491,401 | $ | 503,174 | ||||||||||||
Club equipment | 105,486 | 99,461 | ||||||||||||||
Furniture, fixtures and computer equipment | 65,373 | 61,481 | ||||||||||||||
Computer software | 22,071 | 20,229 | ||||||||||||||
Building and improvements | 4,995 | 4,995 | ||||||||||||||
Land | 986 | 986 | ||||||||||||||
Construction in progress | 12,740 | 9,907 | ||||||||||||||
703,052 | 700,233 | |||||||||||||||
Less: Accumulated depreciation and amortization | (469,408 | ) | (456,241 | ) | ||||||||||||
$ | 233,644 | $ | 243,992 | |||||||||||||
Depreciation and leasehold amortization expense for the years ended December 31, 2014, 2013 and 2012, was $46,794, $48,785 and $49,391, respectively. | ||||||||||||||||
Fixed assets are evaluated for impairment periodically whenever events or changes in circumstances indicate that related carrying amounts may not be recoverable from undiscounted cash flows in accordance with FASB guidance. The Company’s long-lived assets and liabilities are grouped at the individual club level which is the lowest level for which there are identifiable cash flows. To the extent that estimated future undiscounted net cash flows attributable to the assets are less than the carrying amount, an impairment charge equal to the difference between the carrying value of such asset and their fair values is recognized. | ||||||||||||||||
In the year ended December 31, 2014, the Company tested 36 underperforming clubs and recorded an impairment loss of $4,569 fixed assets related to a total of nine clubs, including five underperforming clubs, and three clubs which were closed in 2014 and one club we expect to convert to a managed location in February 2015. The 27 other clubs tested that did not have impairment charges had an aggregate of $38,297 of net leasehold improvements and furniture and fixtures remaining as of December 31, 2014. The remaining impaired clubs have been converted or the Company plans to convert to the HVLP pricing strategy in the first half of 2015. Under this pricing strategy, membership at these clubs is offered at a reduced price. To the extent the HVLP pricing strategy does not meet its expectations, the Company may record additional impairment charges. | ||||||||||||||||
In the year ended December 31, 2013, the Company recorded impairment charges totaling $714 related to three underperforming clubs. In the year ended December 31, 2012, the Company recorded impairment charges totaling $3,197 related to the write-off of fixed assets at four clubs that sustained severe damages in the aftermath of Hurricane Sandy and $239 related to one underperforming club. | ||||||||||||||||
The following table presents the long-lived assets measured at fair value on a nonrecurring basis for the period ended December 31, 2014: | ||||||||||||||||
Basis of Fair Value Measurements | ||||||||||||||||
Fair Value | Quoted Prices in Active | Significant Other | Significant Unobservable | |||||||||||||
of Assets | Markets for Identical | Observable | Inputs (Level 3) | |||||||||||||
(Liabilities) | Items (Level 1) | Inputs (Level 2) | ||||||||||||||
December 31, 2014 | $ | 4,569 | $ | — | $ | — | $ | 4,569 | ||||||||
December 31, 2013 | $ | 714 | $ | — | $ | — | $ | 714 | ||||||||
Club_Closure
Club Closure | 12 Months Ended |
Dec. 31, 2014 | |
Other Income and Expenses [Abstract] | |
Club Closures | Club Closures |
The Company reviewed its club portfolio and made the decision to close certain of its lower performing clubs in the second half of 2014, with possible additional clubs to be closed during 2015, in an effort to consolidate a portion of these members into other existing clubs. In the year ended December 31, 2014, eight clubs were closed, and an additional club is expected to close in the first quarter of 2015 and convert into a managed location. For the year ended December 31, 2014, the Company recognized a net occupancy gain of $1,442 for the closed clubs, reflecting a $2,924 write-off of deferred lease liability, partially offset by $1,482 of lease termination costs. The net gain of $1,442 is reflected in club operating expenses in the Company’s consolidated statements of operations. The Company also incurred $262 of other club closure expenses including legal fees, which are reflected in general and administrative expenses in the Company’s consolidated statements of operations. | |
Since the Company has decided to close these clubs before their lease expiration dates, these clubs were tested for impairment. As a result, in the year ended December 31, 2014, the Company recorded $734 of impairment losses at three of these clubs on leasehold improvements and furniture and fixtures present in the clubs to be closed. |
Acquisitions
Acquisitions | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Business Combinations [Abstract] | ||||
Acquisitions | Acquisitions | |||
The following acquisitions were completed in the year ended December 31, 2013 and were accounted for using the acquisition method of accounting in accordance with FASB guidance. Under the acquisition method, the purchase price was allocated to the assets acquired and the liabilities assumed based on their respective estimated fair values as of the acquisition date. Any excess of the purchase price over the fair values of the assets acquired and liabilities assumed was allocated to goodwill. None of the acquisitions individually or in the aggregate were material to the financial position, results of operations or cash flows of the Company; therefore pro forma financial information has not been presented. The results of operations of the clubs acquired have been included in the Company’s consolidated financial statements from the respective dates of acquisition. | ||||
Acquisition on March 15, 2013 | ||||
On March 15, 2013, the Company acquired an existing fitness club in Manhattan, New York for a purchase price of $560. The purchase price allocation resulted in fixed assets related to leasehold improvements of $458, definite lived intangible assets related to member lists of $102 and a deferred revenue liability of $56, for a net cash purchase price of $504. Acquisition costs incurred in connection with this acquisition in the year ended December 31, 2013 were approximately $95 and are included in general and administrative expenses in the accompanying consolidated statements of operations. | ||||
Acquisition on May 17, 2013 | ||||
On May 17, 2013, the Company acquired all of the Fitcorp clubs in Boston, which includes five clubs and four managed sites for a purchase price of $3,175 and a net cash purchase price of $2,435. Acquisition costs incurred in connection with the Fitcorp acquisition in the year ended December 31, 2013 were approximately $231 and are included in general and administrative expenses in the accompanying consolidated statements of operations. The following table summarizes the allocation of the purchase price to the fair value of the assets and liabilities acquired. | ||||
Acquisition on | ||||
May 17, 2013 | ||||
Allocation of purchase price: | ||||
Other assets | $ | 90 | ||
Fixed assets related to leasehold improvements | 2,289 | |||
Goodwill | 9 | |||
Definite lived intangible assets: | ||||
Membership lists | 830 | |||
Management contracts | 250 | |||
Trade names | 40 | |||
Deferred revenue | (630 | ) | ||
Other liabilities | (443 | ) | ||
Total allocation of purchase price | $ | 2,435 | ||
The goodwill recognized represents the excess of the purchase price over the fair values of the assets acquired and liabilities assumed. The definite lived intangible assets acquired will be amortized in accordance with the Company’s accounting policy with the membership lists amortized over the estimated average membership life, management contracts amortized over their estimated contractual lives of between nine to 11 years and trade names amortized over their estimated useful lives. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Goodwill and Intangibles Assets | Goodwill and Intangible Assets | |||||||||||||||||||
Goodwill has been allocated to reporting units that closely reflect the regions served by the Company’s four trade names: New York Sports Clubs (“NYSC”), Boston Sports Clubs (“BSC”), Washington Sports Clubs (“WSC”) and Philadelphia Sports Clubs (“PSC”), with certain more remote clubs that do not benefit from a regional cluster being considered single reporting units (“Outlier Clubs”), the Company’s three clubs located in Switzerland being considered a single reporting unit (“SSC”), and our BFX Studio ("BFX Studio"). As of December 31, 2014, the WSC region, PSC region, the Outlier Clubs and BFX Studio do not have goodwill balances. | ||||||||||||||||||||
The Company’s annual goodwill impairment tests are performed on the last day of February, or more frequently, should circumstances change which would indicate the fair value of goodwill is below its carrying amount. The determination as to whether a triggering event exists that would warrant an interim review of goodwill and whether a write-down of goodwill is necessary involves significant judgment based on short-term and long-term projections of the Company. Due to the significant decrease in market capitalization and a decline in the Company’s business outlook, the Company performed interim impairment tests as of December 31, 2014 and May 31, 2014. | ||||||||||||||||||||
The Company’s current year annual goodwill impairment test as of February 28, 2014 and the interim test performed as of May 31, 2014 and December 31, 2014 were performed using the two-step goodwill impairment analysis. Step 1 involves comparing the fair value of the Company’s reporting units to their carrying amounts. If the fair value of the reporting unit is greater than its carrying amount, there is no requirement to perform step two of the impairment test, and there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step 2 calculates the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in Step 1. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company concluded that there would be no remaining implied value attributable to the Outlier Clubs. As a result of the annual test, the Company impaired $137 of goodwill associated with this reporting unit. The Company did not have a goodwill impairment charge in the NYSC, BSC and SSC regions as a result of either test. | ||||||||||||||||||||
For the December 31, 2014, May 31, 2014 and February 28, 2014 impairment tests, fair value was determined by using a weighted combination of two market-based approaches (weighted 50% collectively) and an income approach (weighted 50%), as this combination was deemed to be the most indicative of the Company’s fair value in an orderly transaction between market participants. Under the market-based approaches, the Company utilized information regarding the Company, the Company’s industry as well as publicly available industry information to determine earnings multiples and sales multiples that are used to value the Company’s reporting units. Under the income approach, the Company determined fair value based on estimated future cash flows of each reporting unit, discounted by an estimated weighted-average cost of capital, which reflects the overall level of inherent risk of a reporting unit and the rate of return an outside investor would expect to earn. Determining the fair value of a reporting unit is judgmental in nature and requires the use of significant estimates and assumptions, including revenue growth rates and operating margins, discount rates and future market conditions, among others. These assumptions were determined separately for each reporting unit. The Company believes its assumptions are reasonable, however, there can be no assurance that the Company’s estimates and assumptions made for purposes of the Company’s goodwill impairment testing as of December 31, 2014, May 31, 2014 and February 28, 2014 will prove to be accurate predictions of the future. If the Company’s assumptions regarding forecasted revenue or margin growth rates of certain reporting units are not achieved, the Company may be required to record goodwill impairment charges in future periods, whether in connection with the Company’s next annual impairment testing or prior to that, if any such change constitutes a triggering event outside the quarter when the annual goodwill impairment test is performed. It is not possible at this time to determine if any such future impairment charge would result. The estimated fair values of NYSC and SSC were greater than book values by 40% and 8%, respectively, as of December 31, 2014; 36% and 65%, respectively, as of May 31, 2014 and 48% and 73%, respectively, as of February 28, 2014. BSC was not tested separately in the interim tests as the goodwill balance was deemed immaterial. As of February 28, 2014, the estimated fair value of BSC was 24% greater than book value. | ||||||||||||||||||||
Solely for purposes of establishing inputs for the fair value calculation described above related to goodwill impairment testing, the Company made the following assumptions. The Company developed long-range financial forecasts (five years) for all reporting units and assumed organic growth from the existing club base. Terminal growth rates were calculated for years beyond the five year forecast. As of December 31, 2014, the Company used discount rates ranging from 12.5% to 17.8% and terminal growth rates ranging from 0.5% to 2.0%. As of May 31, 2014, the Company used discount rates ranging from 9.3% to 13.6% and terminal growth rates ranging from 0.5% to 2.0%. As of February 28, 2014, the Company used discount rates ranging from 9.5% to 16.5% and terminal growth rates ranging from 0.0% to 2.8%. These assumptions are developed separately for each reporting unit. | ||||||||||||||||||||
The changes in the carrying amount of goodwill from December 31, 2013 through December 31, 2014 are detailed in the charts below. | ||||||||||||||||||||
NYSC | BSC | SSC | Outlier Clubs | Total | ||||||||||||||||
Goodwill, net of accumulated amortization | $ | 31,403 | $ | 15,775 | $ | 1,321 | $ | 3,982 | $ | 52,481 | ||||||||||
Less: accumulated impairment of goodwill | — | (15,766 | ) | — | (3,845 | ) | (19,611 | ) | ||||||||||||
Balance as of December 31, 2013 | 31,403 | 9 | 1,321 | 137 | 32,870 | |||||||||||||||
Changes due to foreign currency exchange rate fluctuations | — | — | (140 | ) | — | (140 | ) | |||||||||||||
Less: impairment of goodwill | — | — | — | (137 | ) | (137 | ) | |||||||||||||
Balance as of December 31, 2014 | $ | 31,403 | $ | 9 | $ | 1,181 | $ | — | $ | 32,593 | ||||||||||
Intangible assets as of December 31, 2014 and 2013 are as follows: | ||||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
Gross Carrying | Accumulated | Net | ||||||||||||||||||
Amount | Amortization | Intangibles | ||||||||||||||||||
Membership lists | $ | 11,344 | $ | (11,163 | ) | $ | 181 | |||||||||||||
Management contracts | 250 | (73 | ) | 177 | ||||||||||||||||
Trade names | 40 | (4 | ) | 36 | ||||||||||||||||
$ | 11,634 | $ | (11,240 | ) | $ | 394 | ||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Gross Carrying | Accumulated | Net | ||||||||||||||||||
Amount | Amortization | Intangibles | ||||||||||||||||||
Membership lists | $ | 11,344 | $ | (10,696 | ) | $ | 648 | |||||||||||||
Non compete agreements | 1,508 | (1,508 | ) | — | ||||||||||||||||
Management contracts | 250 | (28 | ) | 222 | ||||||||||||||||
Trade names | 40 | (2 | ) | 38 | ||||||||||||||||
Other | 23 | (23 | ) | — | ||||||||||||||||
$ | 13,165 | $ | (12,257 | ) | $ | 908 | ||||||||||||||
Intangible assets were acquired in connection with the Company’s acquisitions during 2013. Amortization expense of intangible assets for the years ended December 31, 2014 and 2013 was $513 and $314, respectively. There was no amortization expense of intangible assets for the year ended December 31, 2012. | ||||||||||||||||||||
The aggregate amortization expense for the next five years and thereafter of the acquired intangible assets is as follows: | ||||||||||||||||||||
Year Ending December 31, | ||||||||||||||||||||
2015 | $ | 223 | ||||||||||||||||||
2016 | 36 | |||||||||||||||||||
2017 | 30 | |||||||||||||||||||
2018 | 24 | |||||||||||||||||||
2019 | 19 | |||||||||||||||||||
2020 and thereafter | 62 | |||||||||||||||||||
$ | 394 | |||||||||||||||||||
Accrued_Expenses
Accrued Expenses | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Accrued Expenses | Accrued Expenses | |||||||
Accrued expenses as of December 31, 2014 and 2013 consisted of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued payroll | $ | 3,966 | $ | 8,904 | ||||
Accrued construction in progress and equipment | 4,822 | 5,789 | ||||||
Accrued occupancy costs | 7,493 | 6,741 | ||||||
Accrued insurance claims | 2,065 | 1,863 | ||||||
Accrued other | 8,356 | 8,239 | ||||||
$ | 26,702 | $ | 31,536 | |||||
LongTerm_Debt
Long-Term Debt | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Long-Term Debt | Long-Term Debt | |||||||||||
Long-term debt as of December 31, 2014 and 2013 consisted of the following: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
2013 Term Loan Facility | $ | 308,284 | $ | 325,000 | ||||||||
Less: Unamortized discount | (8,413 | ) | (10,091 | ) | ||||||||
Less: Current portion due within one year | (3,114 | ) | (3,250 | ) | ||||||||
Long-term portion | $ | 296,757 | $ | 311,659 | ||||||||
The aggregate long-term debt obligations maturing during the next five years and thereafter are as follows: | ||||||||||||
Amount Due | ||||||||||||
Year Ending December 31, | ||||||||||||
2015 | $ | 3,114 | ||||||||||
2016 | 3,114 | |||||||||||
2017 | 3,114 | |||||||||||
2018 | 3,114 | |||||||||||
2019 | 3,114 | |||||||||||
2020 and thereafter | 292,714 | |||||||||||
$ | 308,284 | |||||||||||
2013 Senior Credit Facility | ||||||||||||
On November 15, 2013, TSI, LLC, an indirect, wholly-owned subsidiary, entered into a $370,000 senior secured credit facility (“2013 Senior Credit Facility”), among TSI, LLC, TSI Holdings II, LLC, a newly-formed, wholly-owned subsidiary of the Company (“Holdings II”), as a Guarantor, the lenders party thereto, Deutsche Bank AG, as administrative agent, and Keybank National Association, as syndication agent. The 2013 Senior Credit Facility consists of a $325,000 term loan facility maturing on November 15, 2020 (“2013 Term Loan Facility”) and a $45,000 revolving loan facility maturing on November 15, 2018 (“2013 Revolving Loan Facility”). Proceeds from the 2013 Term Loan Facility of $323,375 was issued, net of an original issue discount (“OID”) of 0.5%, or $1,625. Debt issuance costs recorded in connection with the 2013 Senior Credit Facility was $5,119 and will be amortized as interest expense and are included in other assets in the accompanying consolidated balance sheets. The Company also recorded additional debt discount of $4,356 related to creditor fees. The proceeds from the 2013 Term Loan Facility were used to pay off amounts outstanding under the Company’s previously outstanding long-term debt facility originally entered into on May 11, 2011 (as amended from time to time), and to pay related fees and expenses. None of the revolving loan facility was drawn upon as of the closing date on November 15, 2013, but loans under the 2013 Revolving Loan Facility may be drawn from time to time pursuant to the terms of the 2013 Senior Credit Facility. The borrowings under the 2013 Senior Credit Facility are guaranteed and secured by assets and pledges of capital stock by Holdings II, TSI, LLC, and, subject to certain customary exceptions, the wholly-owned domestic subsidiaries of TSI, LLC. | ||||||||||||
Borrowings under the 2013 Term Loan Facility and the 2013 Revolving Loan Facility, at TSI, LLC’s option, bear interest at either the administrative agent’s base rate plus 2.5% or a LIBOR rate adjusted for certain additional costs (the “Eurodollar Rate”) plus 3.5%, each as defined in the 2013 Senior Credit Facility. With respect to the outstanding initial term loans, the Eurodollar Rate has a floor of 1.00% and the base rate has a floor of 2.00%. Commencing with the last business day of the quarter ended March 31, 2014, TSI, LLC is required to pay 0.25% of the principal amount of the term loans each quarter, which may be reduced by voluntary prepayments. As of December 31, 2014, TSI LLC has made a total of $16,716 in principal payments on the 2013 Term Loan Facility. | ||||||||||||
The terms of the 2013 Senior Credit Facility provide for a financial covenant in the situation where the total utilization of the revolving loan commitments (other than letters of credit up to $5,500 at any time outstanding) exceeds 25% of the aggregate amount of those commitments. In such event, TSI, LLC is required to maintain a total leverage ratio, as defined in the 2013 Senior Credit Facility, of no greater than 4.50:1.00. While not subject to the total leverage ratio covenant as of December 31, 2014 as the Company’s only utilization of the 2013 Revolving Loan Facility as of December 31, 2014 was $2,980 of issued and outstanding letters of credit thereunder, because the Company’s total leverage ratio as of December 31, 2014 was in excess of 4.50:1.00, the Company is currently not able to utilize more than 25% of the 2013 Revolving Loan Facility. The Company will continue not to be able to utilize more than 25% of the 2013 Revolving Loan Facility until it has a total leverage ratio of no greater than 4.50:1.00. The 2013 Senior Credit Facility also contains certain affirmative and negative covenants, including covenants that may limit or restrict TSI, LLC and Holdings II’s ability to, among other things, incur indebtedness and other liabilities; create liens; merge or consolidate; dispose of assets; make investments; pay dividends and make payments to shareholders; make payments on certain indebtedness; and enter into sale leaseback transactions, in each case, subject to certain qualifications and exceptions. In addition, at any time when the total leverage ratio is greater than 4:50:1.00, there are additional limitations on the ability of TSI, LLC and Holdings II to, among other things, make certain distributions of cash to TSI Holdings. The 2013 Senior Credit Facility also includes customary events of default (including non-compliance with the covenants or other terms of the 2013 Senior Credit Facility) which may allow the lenders to terminate the commitments under the 2013 Revolving Loan Facility and declare all outstanding term loans and revolving loans immediately due and payable and enforce its rights as a secured creditor. | ||||||||||||
TSI, LLC may prepay the 2013 Term Loan Facility and 2013 Revolving Loan Facility without premium or penalty in accordance with the 2013 Senior Credit Facility. Mandatory prepayments are required relating to certain asset sales, insurance recovery and incurrence of certain other debt and commencing in 2015 in certain circumstances relating to excess cash flow (as defined) for the prior fiscal year, as described below, in excess of certain expenditures. Pursuant to the terms of the 2013 Senior Credit Facility, the Company is required to apply net proceeds in excess of $30,000 from sales of assets in any fiscal year towards mandatory prepayments of outstanding borrowings. In connection with the sale of the East 86th Street property, accounted for as a building financing arrangement, described in Note 11 - Building Financing Arrangement, the Company received approximately $43,500 in net sales proceeds (after taxes, before giving effect to utilization of net operating losses and carryforwards). Accordingly, the Company made a mandatory prepayment of $13,500 on the 2013 Term Loan Facility in November 2014. In connection with this mandatory prepayment, during the year ended December 31, 2014, the Company recorded loss on extinguishment of debt of $493, consisting of the write-off of unamortized debt issuance costs and debt discount of $119 and $374, respectively, and was included in loss on extinguishment of debt in the accompanying consolidated statements of operations for the year ended December 31, 2014. To the extent the proceeds of the sale of the East 86th Street property are not reinvested, we may be required to use such amounts, other than amounts used in 2014 to repay debt, to pay down our outstanding debt, as provided under the terms of our 2013 Senior Credit Facility. Based on unit growth projection and increased capital expenditures related to the building of new clubs and new BFX Studio locations, the Company does not expect to be required to make a payment at any time. In addition, the 2013 Senior Credit Facility contains provisions that require excess cash flow payments, as defined, to be applied against outstanding 2013 Term Loan Facility balances. The excess cash flow is calculated annually commencing with the fiscal year ending December 31, 2014 and paid 95 days after the fiscal year end. The applicable excess cash flow repayment percentage is applied to the excess cash flow when determining the excess cash flow payment. Earnings, changes in working capital and capital expenditure levels all impact the determination of any excess cash flow. The applicable excess cash flow repayment percentage is 50% when the total leverage ratio, as defined in the 2013 Senior Credit Facility, exceeds or is equal to 2.50:1.00; 25% when the total leverage ratio is greater than or equal to 2.00:1.00 but less than 2.50:1.00 and 0% when the total leverage ratio is less than 2.00:1.00. The first excess cash flow payment would have been due in April 2015. The excess cash flow calculation performed as of December 31, 2014 did not result in any required payments. | ||||||||||||
As of December 31, 2014, the 2013 Term Loan Facility has a gross principal balance of $308,284 and a balance of $299,871 net of unamortized debt discount of $8,413 which is comprised of the unamortized portions of the OID recorded in connection with the May 11, 2011 debt issuance and the unamortized balance of the additional debt discounts recorded in connection with the First Amendment and Second Amendment to the 2011 Senior Credit Facility. The unamortized debt discount balance is recorded as a contra-liability to long-term debt on the accompanying consolidated balance sheet and is being amortized as interest expense using the effective interest method. As of December 31, 2014, the unamortized balance of debt issuance costs of $3,669 is being amortized as interest expense, and is included in other assets in the accompanying consolidated balance sheets. | ||||||||||||
As of December 31, 2014, there were no outstanding 2013 Revolving Loan Facility borrowings and outstanding letters of credit issued totaled $2,980. The unutilized portion of the 2013 Revolving Loan Facility as of December 31, 2014 was $42,020 and the available unutilized portion, based on the Company’s total leverage ratio exceeding 4.50:1.00, was $11,250. | ||||||||||||
On January 30, 2015, the 2013 Senior Credit Facility was amended (the "Amendment") to permit TSI Holdings to purchase term loans under the Credit Agreement. Any term loans purchased by TSI Holdings will be cancelled. The Company may from time to time purchase term loans in market transactions, privately negotiated transactions or otherwise; however the Company is under no obligation to make any such purchases. Any such transactions, and the amounts involved, will depend on prevailing market conditions, liquidity requirements, contractual restrictions and other factors. The amounts involved may be material. | ||||||||||||
2011 Senior Credit Facility | ||||||||||||
TSI, LLC’s previously outstanding senior secured credit facility was originally entered into on May 11, 2011 (as amended from time to time) and consisted of a $350,000 senior secured credit facility (“2011 Senior Credit Facility”) comprised of a $300,000 term loan facility (“2011 Term Loan Facility”) scheduled to mature on May 11, 2018 and a $50,000 revolving loan facility scheduled to mature on May 11, 2016 (“2011 Revolving Loan Facility”). The 2011 Term Loan Facility was issued at an OID of 1.0% or $3,000 and debt issuance costs recorded in connection with the 2011 Senior Credit Facility were $8,065. The proceeds from the 2011 Term Loan Facility were used to pay off amounts outstanding under a previously outstanding long-term debt facility entered into in 2007 (“2007 Senior Credit Facility), to pay the redemption price on outstanding 11% senior discount notes due in 2014 (“Senior Discount Notes”), and to pay related fees and expenses. | ||||||||||||
The 2011 Senior Credit Facility was first amended on August 22, 2012 (“First Amendment”) to reduce the then-current interest rates on the 2011 Term Loan Facility by 125 basis points and also convert the existing voluntary prepayment penalty provision from a “101 hard call” provision (which required the payment of a 1% fee on the amount of any term loans that are voluntarily prepaid), originally scheduled to end in May 2013, to a “101 soft call” provision (which required the payment of a 1% fee on the amount of any term loans repaid in connection with a refinancing or repricing transaction) ending in August 2013, and subsequently extended by the November 14, 2012 amendment to November 2013. All other principal provisions, including maturity and covenants under the then-existing 2011 Senior Credit Facility remained unchanged in all material respects. The First Amendment was subject to the consent of term loan lenders. Non-consenting term loan lenders with term loan principal outstanding totaling $13,796 were replaced with replacement term loan lenders in order to execute the First Amendment. In connection with the pay off of non-consenting term loan lenders, during the year ended December 31, 2012, we recorded a loss on extinguishment of debt of $464 consisting of the write-offs of the related portions of unamortized debt issuance costs and OID of $260 and $204, respectively. In addition, the Company recorded additional debt discount of $2,707 related to a 1.00% amendment fee paid to consenting lenders and recognized additional interest expense totaling $1,390 related primarily to bank and legal related fees paid to third parties to execute the First Amendment. | ||||||||||||
Subsequent to the effective date of the First Amendment, the Company made a voluntary prepayment of $15,000 on the 2011 Term Loan Facility. In connection with this voluntary prepayment, during the year ended December 31, 2012, the Company recorded loss on extinguishment of debt of $546, consisting of the write-offs of the related portions of unamortized debt issuance costs and debt discount of $269 and $277, respectively. | ||||||||||||
On November 16, 2012, TSI, LLC entered into a Second Amendment (“Second Amendment”) to the 2011 Senior Credit Facility. Under the Second Amendment, TSI, LLC borrowed an additional $60,000 incremental term loan issued at an OID of 0.50% or $300. The new borrowings were used, together with cash on hand, to pay a special cash dividend to the Company’s stockholders, including an equivalent cash bonus payment to certain option holders, on December 11, 2012. In addition, the Second Amendment provided for a waiver of any prepayment required to be paid using the Company’s excess cash flow for the period ended December 31, 2012, amended the restricted payments covenant to permit the payment of the dividend and cash bonus payments and permitted adjustments to the Company’s calculation of consolidated EBITDA with respect to the cash bonus payment and with respect to fees and expenses associated with certain permitted transactions. In connection with the execution of the Second Amendment, the Company recorded additional debt discount of $639 related to a 0.25% amendment fee, debt issuance costs of $125 and additional interest expense totaling $1,569 related primarily to bank, arrangement and legal fees paid to third parties. | ||||||||||||
Repayment of 2011 Senior Credit Facility | ||||||||||||
Contemporaneously with entry into the 2013 Senior Credit Facility, TSI, LLC repaid the outstanding principal amount of the 2011 Term Loan Facility of $315,743. The 2011 Term Loan Facility was set to expire on May 11, 2018. There were no outstanding amounts under the 2011 Revolving Loan Facility as of November 15, 2013, the date of the initial borrowing under the 2013 Senior Credit Facility. The 2011 Term Loan Facility was repaid at face value of $315,743 plus accrued and unpaid interest of $807 and letter of credit fees and commitment fees of $67. The total cash paid in connection with this repayment was $316,617 as of November 15, 2013 with no early repayment penalty. The Company determined that the 2013 Senior Credit Facility was not substantially different than the 2011 Senior Credit Facility for certain lenders based on the less than 10% difference in cash flows of the respective debt instruments. A portion of the transaction was therefore accounted for as a modification of the 2011 Senior Credit Facility and a portion was accounted for as an extinguishment. As of November 15, 2013, the Company recorded loss on extinguishment of debt of approximately $750, representing the write-off of the remaining unamortized debt costs and debt discount related to the portion of the 2011 Senior Credit Facility that was accounted for as an extinguishment, and was included in loss on extinguishment of debt in the accompanying consolidated statements of operations for the year ended December 31, 2013. | ||||||||||||
Fair Market Value | ||||||||||||
Based on quoted market prices, the 2013 Term Loan Facility had a fair value of approximately $221,964 and $327,438, respectively, at December 31, 2014 and December 31, 2013, respectively, and is classified within level 2 of the fair value hierarchy. Level 2 is based on quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. The fair value for the Company’s 2013 Term Loan Facility is determined using observable current market information such as the prevailing Eurodollar interest rate and Eurodollar yield curve rates and includes consideration of counterparty credit risk. | ||||||||||||
For the fair market value of the Company’s interest rate swap instrument refer to Note 12 — Derivative Financial Instruments. | ||||||||||||
Interest Expense | ||||||||||||
The Company’s interest expense and capitalized interest related to funds borrowed to finance club facilities under construction for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Interest costs expensed | $ | 18,228 | $ | 22,617 | $ | 24,640 | ||||||
Interest costs capitalized | 300 | 32 | — | |||||||||
Total interest expense and amounts capitalized | $ | 18,528 | $ | 22,649 | $ | 24,640 | ||||||
Note: The table above does not include $810 of interest expense related to the building financing arrangement in fiscal 2014. |
Building_Financing_Arrangement
Building Financing Arrangement | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Building Financing Arrangement | Building Financing Arrangement | ||||
On September 12, 2014, the Company completed the legal sale of its property (building and land) on East 86th Street, New York City, to an unaffiliated third-party for gross proceeds of $85,650, which includes $150 of additional payments to the Company. Concurrent with the closing of the transaction, the Company leased back the portion of the property comprising its health club. The Company expects to lease (“Initial Lease”) the premises to at least March 2016 and then, upon notice from the purchaser/landlord, the Initial Lease will terminate and the Company will vacate the property while the purchaser/landlord demolishes the existing building and the adjacent building and builds a new luxury, high-rise multi-use building. In connection with vacating the property, the Company intends to enter into a new lease (“New Club Lease”) for approximately 24,000 square feet in the new building for the purpose of operating a health club upon completion of construction by the purchaser/landlord. The term of the Initial Lease is 10 years, and at the end of this initial term, the Company has two options at its sole discretion to renew the lease; the first for an additional 10 year period and a second for an additional five year period (although the Company expects that the purchaser/landlord will exercise its right to early terminate the Initial Lease so that it may commence the construction of the new building). Under the Initial Lease (and New Club Lease if entered into), the purchaser/landlord has agreed to pay the Company liquidated damages if the new club is not available by a certain date. The latest date that the liquidated damages would begin to be paid would be April 13, 2020 and would continue until the new club is available. For accounting purposes, the nature of these potential liquidated damages constitutes continuing involvement with the purchaser/landlord’s development of the property. As a result of this continuing involvement, the sale-leaseback transaction is currently required to be accounted for as a financing arrangement rather than as a completed sale. Under this treatment, the Company has included the proceeds received as a financing arrangement on its balance sheet. Except for payments under the Initial Lease and the New Club Lease, the Company does not expect to make any cash payments to the purchaser/landlord with respect to the building financing arrangement. The Company recorded a taxable (for federal and state income tax purposes) gain on the sale of the property and made estimated tax payments during the three months ended September 30, 2014 in this regard. The proceeds of $83,400, which is net of $1,750 to be held in escrow for the Company’s former tenant and $500 to remain in escrow to be released to the Company six months after the date of sale, are included in the Company’s cash flow statement for 2014 as a financing inflow. | |||||
As of December 31, 2014, the total financing arrangement was $83,400, and accrued interest on financing arrangement was not material at December 31, 2014. Because the transaction is characterized as a financing for accounting purposes rather than a sale, the rental payments and related transaction costs are treated as interest on the financing arrangement. As these interest amounts are less than the interest that would be charged under a typical financing, the financing is characterized as an interest only financing with no reduction in the principal throughout the Initial Lease term until any continuing involvement has ceased. Until such time, even though the Company no longer has legal title to the building and the land, the building, building improvements and land remain on our consolidated balance sheet and the building and building improvements will continue to be depreciated over their remaining useful lives. Similarly, the Company does not have a loan or borrowing arrangement with the purchaser/landlord but the building financing arrangement will remain on the Company’s balance sheet until any continuing involvement has ceased. | |||||
As of December 31, 2014, the net book value of the building and building improvements was $3,229 and the book value of the land was $986. As part of the transaction, the Company incurred $3,160 of real property transfer taxes, broker fees and other costs which will be deferred and amortized over the term of the Initial Lease of 25 years, which includes the options periods. These fees are recorded in Other assets on the Company’s consolidated balance sheet as of December 31, 2014. | |||||
Payments made under the Initial Lease, including rental income related to the Company’s tenant in the building that was assigned to the purchaser/landlord, are recognized as interest expense in the underlying financing arrangement. Included in the table below is the Company’s future lease commitment of $750 per year under the remaining term of the Initial Lease, which includes the options periods and will be recorded as interest expense. | |||||
12 months ending December 31, | |||||
2015 | $ | 750 | |||
2016 | 750 | ||||
2017 | 750 | ||||
2018 | 750 | ||||
2019 | 750 | ||||
2020 and thereafter | 14,771 | ||||
Minimum lease commitments | $ | 18,521 | |||
Not included in the table above are the rent portion of rental income related to the Company’s former tenant in the building ranging between $1,849 and $2,604 per year through March 2028 and the amortization of the deferred costs of $126 per year through September 2039 as of December 31, 2014 will be recorded as interest expense (unless the purchaser/landlord exercises its right to terminate the lease before the end of the 10-year Initial Lease). |
Derivative_Financial_Instrumen
Derivative Financial Instruments | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||
Derivative Financial Instruments | Derivative Financial Instruments | |||||||||||||||
In its normal operations, the Company is exposed to market risks relating to fluctuations in interest rates. In order to minimize the possible negative impact of such fluctuations on the Company's cash flows the Company may enter into derivative financial instruments (“derivatives”), such as interest-rate swaps. Derivatives are not entered into for trading purposes and the Company only uses commonly traded instruments. Currently, the Company has used derivatives solely relating to the variability of cash flows from interest rate fluctuations. | ||||||||||||||||
The Company originally entered into an interest rate swap arrangement on July 13, 2011 in connection with the 2011 Senior Credit Facility. This interest rate swap arrangement effectively converted $150,000 of the Company’s variable-rate debt based on a one-month Eurodollar rate to a fixed rate of 1.983%, or a total fixed rate of 7.483%, on this $150,000 when including the applicable 5.50% margin that was in effect under the 2011 Senior Credit Facility at that time. In August 2012, the Company amended the terms of the 2011 Senior Credit Facility to, among other things, reduce the applicable margin on Eurodollar rate loans from 5.50% to 4.50% and reduce the interest rate floor on Eurodollar rate loans from 1.50% to 1.25%. In conjunction with the First Amendment to the 2011 Senior Credit Facility in August 2012, the interest rate swap arrangement was amended to reduce the one-month Eurodollar fixed rate from 1.983% to 1.783%, or a total fixed rate of 6.283% when including the applicable 4.50% margin on Eurodollar rate loans in effect under the 2011 Senior Credit Facility at that time. On November 14, 2012, the Company further amended the terms of the 2011 Senior Credit Facility to, among other things, allow for the borrowing of a $60,000 incremental term loan. In connection with the Second Amendment to the 2011 Senior Credit Facility, the Company further amended the interest rate swap to increase the notional amount to $160,000 and extended the maturity of the swap to from July 13, 2014 to May 13, 2015. In addition, the one-month Eurodollar fixed rate was lowered from 1.783% to 1.693%, or a total of 6.193% when including the applicable 4.50% margin on Eurodollar rate loans in effect under the 2011 Senior Credit Facility at that time. In connection with entering into the 2013 Senior Credit Facility, the Company amended and restated the interest rate swap arrangement it initially entered into on July 13, 2011 (and amended in August 2012 and November 2012). Effective as of November 15, 2013, the closing date of the 2013 Senior Credit Facility, the interest rate swap arrangement will continue to have a notional amount of $160,000 and will mature on May 15, 2018. The swap effectively converts $160,000 of the $325,000 total variable-rate debt under the 2013 Senior Credit Facility to a fixed rate of 5.384%, when including the applicable 3.50% margin. As permitted by FASB Accounting Standards Codification ("ASC") 815, Derivatives and Hedging, the Company has designated this swap as a cash flow hedge, the effects of which have been reflected in the Company's consolidated financial statements as of and for the years ended December 31, 2014, 2013 and 2012. The objective of this hedge is to manage the variability of cash flows in the interest payments related to the portion of the variable-rate debt designated as being hedged. | ||||||||||||||||
When the Company’s derivative instrument was executed, hedge accounting was deemed appropriate and it was designated as a cash flow hedge at inception with re-designation being permitted under ASC 815, Derivatives and Hedging. Interest rate swaps are designated as cash flow hedges for accounting purposes since they are being used to transform variable interest rate exposure to fixed interest rate exposure on a recognized liability (debt). On an ongoing basis, the Company performs a quarterly assessment of the hedge effectiveness of the hedge relationship and measures and recognizes any hedge ineffectiveness in the consolidated statements of operations. For the years ended December 31, 2014, 2013 and 2012, hedge ineffectiveness was evaluated using the hypothetical derivative method. There was no hedge ineffectiveness in the years ended December 31, 2014 and 2013, and the amount related to hedge ineffectiveness for the year ended December 31, 2012 was de minimis. | ||||||||||||||||
The fair value for the Company’s interest rate swap is determined using observable current market information such as the prevailing Eurodollar interest rate and Eurodollar yield curve rates and include consideration of counterparty credit risk. The following table presents the aggregate fair value of the Company’s derivative financial instrument: | ||||||||||||||||
Fair Value Measurements Using: | ||||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||||
Fair Value | in Active Markets | Other | Unobservable | |||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Interest rate swap liability as of December 31, 2014 | $ | 1,294 | $ | — | $ | 1,294 | $ | — | ||||||||
Interest rate swap liability as of December 31, 2013 | $ | 182 | $ | — | $ | 182 | $ | — | ||||||||
The swap contract liability of $1,294 and $182 was recorded as a component of other liabilities as of December 31, 2014 and 2013, respectively, with the offset to accumulated other comprehensive income ($1,215 and $103, net of taxes, as of December 31, 2014 and 2013, respectively) on the accompanying consolidated balance sheets. | ||||||||||||||||
There were no significant reclassifications out of accumulated other comprehensive income in 2014 and the Company does not expect that significant derivative losses included in accumulated other comprehensive income at December 31, 2014 will be reclassified into earnings within the next 12 months. |
Leases
Leases | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Leases [Abstract] | ||||
Leases | Leases | |||
The Company leases office, warehouse and multi-recreational facilities and certain equipment under non-cancelable operating leases. In addition to base rent, the facility leases generally provide for additional rent based on operating results, increases in real estate taxes and other costs. Certain leases provide for additional rent based upon defined formulas of revenue, cash flow or operating results of the respective facilities. Under the provisions of certain of these leases, the Company is required to maintain irrevocable letters of credit, which amounted to $1,265 as of December 31, 2014. | ||||
The leases expire at various times through August 31, 2029 and certain leases may be extended at the Company’s option. Escalation terms on these leases generally include fixed rent escalations, escalations based on an inflation index such as CPI, and fair market value adjustments. In the next five years, or the period from January 1, 2015 through December 31, 2019, the Company has leases for 25 club locations that are due to expire without any renewal options, three of which are due to expire in 2015, and 48 club locations that are due to expire with renewal options. | ||||
Future minimum rental payments under non-cancelable operating leases are shown in the chart below. These amounts exclude obligations of $750 per year under the Initial Lease related to the building financing arrangement. These amounts do not include any amounts relating to the New Club Lease. Refer to Note 11 - Building Financing Arrangement for further details. | ||||
Minimum | ||||
Annual Rental | ||||
Year Ending December 31, | ||||
2015 | $ | 90,302 | ||
2016 | 87,236 | |||
2017 | 77,048 | |||
2018 | 70,569 | |||
2019 | 62,463 | |||
Aggregate thereafter | 226,489 | |||
Rent expense, including the effect of deferred lease liabilities, for the years ended December 31, 2014, 2013 and 2012 was $124,816, $118,811 and $117,229, respectively. Such amounts include non-base rent items of $24,340, $23,539 and $23,291, respectively. | ||||
The Company, as landlord, leases space to third party tenants under non-cancelable operating leases and licenses. In addition to base rent, certain leases provide for additional rent based on increases in real estate taxes, indexation, utilities and defined amounts based on the operating results of the lessee. The sub-leases expire at various times through December 31, 2022. Future minimum rentals receivable under noncancelable leases are shown in the chart below. These amounts exclude approximately $2,000 per year through March 2028 related to the rental tenant currently leasing space in the Company’s previously owned East 86th Street building in Manhattan. Because the legal sale of East 86th Street transaction is characterized as a financing rather than a sale, these rental payments are treated as interest on the financing arrangement. The Company will continue to account for the rental income from this retail tenant after such sale and until the tenant’s lease is terminated. Refer to Note 11 - Building Financing Arrangement for further details. | ||||
Minimum | ||||
Annual Rental | ||||
Year Ending December 31, | ||||
2015 | $ | 2,264 | ||
2016 | 2,045 | |||
2017 | 1,649 | |||
2018 | 1,124 | |||
2019 | 926 | |||
Aggregate thereafter | 1,251 | |||
Rental income, including non-cash rental income, for the years ended December 31, 2014, 2013 and 2012 was $4,195, $5,161 and $4,363, respectively. Such amounts include additional rental charges above the base rent of $242 and $59 for the years ended December 31, 2013 and 2012, respectively. There was no additional rental charges above the base rent for the year ended December 31, 2014. As stated above, the Company previously owned the building at the 86th Street club location which houses a rental tenant that generated rental income of approximately $2,000 for each of the years ended December 31, 2014, 2013 and 2012. Refer to Note 11 - Building Financing Arrangement for further details. | ||||
For the year ended December 31, 2013, rental income includes non-cash revenue of $424 related to an out of period adjustment for subtenants at certain locations. |
Stockholders_Deficit_Equity
Stockholders' (Deficit) Equity | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Stockholders' Equity Note [Abstract] | ||||||||||||||||
Stockholders' (Deficit) Equity | Stockholders’ (Deficit) Equity | |||||||||||||||
a. Capitalization | ||||||||||||||||
The Company’s certificate of incorporation adopted in connection with the IPO provides for 105,000,000 shares of capital stock, consisting of 5,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”) and 100,000,000 shares of Common Stock, par value $0.001 per share (the “Common Stock”). | ||||||||||||||||
Effective December 31, 2014, the Company’s Board of Directors adopted a stockholder rights plan (the "Rights Plan"). Pursuant to the Rights Plan, the Board of Directors declared a dividend distribution of one preferred share right (a "Right") for each share of Common Stock held as of January 12, 2015. Each Right entitles the holder to purchase one one-thousandth of a share of Series A Junior Participating Preferred Stock (the "Preferred Shares") at an initial exercise price of $15, subject to certain adjustments. | ||||||||||||||||
The Rights become exercisable after ten days following the acquisition by an acquiring person or group of 20% or more of the Company’s outstanding Common Stock. If such acquiring person or group acquires 20% or more of the Common Stock, each Right (other than such acquiring person's or group's Rights, whose Rights become void upon exceeding the 20% threshold) will entitle the holder to purchase, at the exercise price, Common Stock having a market value equal to twice the exercise price of the Right. | ||||||||||||||||
The Rights will expire on June 30, 2016; provided that if at the Company’s 2015 annual meeting of stockholders, a proposal to approve the Rights Agreement has not been passed by a majority vote of the votes cast on such matter by the Company’s stockholders, the Rights will expire as of the close of business on the date following the certification of voting results of the Company’s 2015 annual meeting of the stockholders. | ||||||||||||||||
Subject to the provisions of the Rights Plan, at the Company's option, the Rights may be redeemed by the Company at an initial cash redemption price of $0.01 per Right or may be exchanged in whole or in part for one share of the Company's common stock, or one one-thousandth of a share of Preferred Share. | ||||||||||||||||
b. Common Stock Options | ||||||||||||||||
The outstanding Common Stock options as of December 31, 2014 vest in full at various dates between January 1, 2015 and April 30, 2015. The vesting of certain grants will be accelerated in the event that certain defined events occur including the sale of the Company. The term of each grant is generally ten years. | ||||||||||||||||
As of December 31, 2014, 2013 and 2012, a total of 1,023,606, 1,029,416 and 982,464 Common Stock options were exercisable, respectively. | ||||||||||||||||
At December 31, 2014, the Company had 7,000 and 1,023,521 stock options outstanding under its 2004 Stock Option Plan and 2006 Stock Incentive Plan, respectively. | ||||||||||||||||
The Company recognizes stock option expense equal to the grant date fair value of a stock option on a straight-line basis over the requisite service period, which is generally the vesting period, net of estimated forfeitures. The total compensation expense related to options, classified within payroll and related on the consolidated statements of operations, related to these plans was $299, $843, and $657 for the years ended December 31, 2014, 2013 and 2012, respectively, and the related tax benefit was $142, $362 and $286 for the years ended December 31, 2014, 2013 and 2012, respectively. The 2014 benefit of $142 was prior to the recognition of the valuation allowance. The total compensation expense of $299 for the year ended December 31, 2014 includes $160 related to incremental compensation expense recognized in connection with the modification of stock options described below. | ||||||||||||||||
In connection with the Company’s special dividend payment of $3.00 per share paid on December 11, 2012, stock option holders with vested in-the-money options (those with exercise prices less than $12.39) were paid an equivalent cash bonus of $3.00 per each vested in-the-money option. The total aggregate cash bonus paid on December 11, 2012 was approximately $2,496 and was recorded as payroll and related expense in the consolidated statements of operations for the year ended December 31, 2012. Additionally, on December 11, 2012, adjustments were made to certain stock options which were modified in order to maintain the intrinsic value of the options in connection with the Company’s special dividend payment. The modifications in most cases reduced the exercise price of the options and in certain other cases also increased the number of options. The option modifications impacted 67 plan participants. Other existing terms and conditions of the options were not modified. The modification of these options resulted in incremental compensation expense totaling $753, $148 of which was recognized on the modification date on December 11, 2012 for options that were modified which have been fully expensed as of the modification date. Additional incremental compensation expense of approximately $605 was recognized ratably over the remaining vesting periods related to unvested options that were modified. The incremental compensation expense was determined by measuring the fair market value, using the Black-Scholes methodology, of the modified options immediately before and immediately after the dividend payment transaction. | ||||||||||||||||
The Company’s 2006 Stock Incentive Plan, as amended and restated (the “2006 Plan”), authorizes the Company to issue up to 3,000,000 shares of Common Stock to employees, non-employee directors and consultants pursuant to awards of stock options, stock appreciation rights, restricted stock, in payment of performance shares or other stock-based awards. An amendment to the 2006 Plan to increase the aggregate number of shares issuable under the plan by 500,000 shares from 2,500,000 shares to 3,000,000 shares was unanimously adopted by the Board of Directors on March 1, 2011, and approved by stockholders at the Annual Meeting of Stockholders on May 12, 2011. Under the 2006 Plan, stock options must be granted at a price not less than the fair market value of the stock on the date the option is granted, generally are not subject to re-pricing, and will not be exercisable more than ten years after the date of grant. As of December 31, 2014, there were 281,305 shares available to be issued under the 2006 Plan. | ||||||||||||||||
The following table summarizes the stock option activity for the years ended December 31, 2012, 2013 and 2014: | ||||||||||||||||
Common | Weighted | |||||||||||||||
Average | ||||||||||||||||
Exercise | ||||||||||||||||
Price | ||||||||||||||||
Balance at January 1, 2012 | 2,008,706 | $ | 5.4 | |||||||||||||
Option Modifications | 25,764 | 1.35 | ||||||||||||||
Exercised | (534,514 | ) | 4.4 | |||||||||||||
Cancelled | (18,090 | ) | 15.28 | |||||||||||||
Forfeited | (171,048 | ) | 2.6 | |||||||||||||
Balance at December 31, 2012 | 1,310,818 | 5.21 | ||||||||||||||
Exercised | (135,786 | ) | 4.42 | |||||||||||||
Cancelled | (30,548 | ) | 6.33 | |||||||||||||
Forfeited | (4,253 | ) | 1 | |||||||||||||
Balance at December 31, 2013 | 1,140,231 | 5.21 | ||||||||||||||
Exercised | (73,043 | ) | 1.82 | |||||||||||||
Cancelled | (34,567 | ) | 12.56 | |||||||||||||
Forfeited | (2,100 | ) | 3.54 | |||||||||||||
Balance at December 31, 2014 | 1,030,521 | $ | 5.29 | |||||||||||||
The following table summarizes stock option information as of December 31, 2014: | ||||||||||||||||
Options Outstanding | ||||||||||||||||
Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Remaining | Exercise | Exercise | ||||||||||||||
Contractual | Price | Price | ||||||||||||||
Life | ||||||||||||||||
Common | ||||||||||||||||
2005 grants | 7,000 | 4 months | $ | 4.38 | 1,960 | $ | 6.54 | |||||||||
2006 grants | 116,500 | 19 months | 12.05 | 116,500 | 12.05 | |||||||||||
2007 grants | 111,000 | 31 months | 15.03 | 111,000 | 15.03 | |||||||||||
2008 grants | 202,894 | 42 months | 6.24 | 202,894 | 6.24 | |||||||||||
2009 grants | 215,740 | 59 months | 1.74 | 215,740 | 1.74 | |||||||||||
2010 grants | 369,887 | 68 months | 1.89 | 369,887 | 1.89 | |||||||||||
2011 grants | 7,500 | 73 months | 1.93 | 5,625 | 2.18 | |||||||||||
Total Grants | 1,030,521 | 51 months | $ | 5.29 | 1,023,606 | $ | 5.31 | |||||||||
The Company did not grant any stock options during the years ended December 31, 2014, 2013 and 2012. | ||||||||||||||||
Options granted under the 2004 Stock Option Plan generally qualify as “incentive stock options” under the U.S. Internal Revenue Code. Options granted under the 2006 Stock Option Plans generally qualify as “non-qualified stock options” under the U.S. Internal Revenue Code. The exercise price of a stock option is generally equal to the fair market value of the Company’s Common Stock on the option grant date. | ||||||||||||||||
The fair value of share-based payment awards was estimated using the Black-Scholes option pricing model as follows as of December 31, 2014: | ||||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Shares | Average | Average | Intrinsic | |||||||||||||
Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | |||||||||||||||
Term | ||||||||||||||||
(years) | (thousands) | |||||||||||||||
Outstanding at December 31, 2014 | 1,030,521 | $ | 5.29 | 4.2 | $ | 2,880 | ||||||||||
Vested and exercisable at December 31, 2014 | 1,023,606 | $ | 5.31 | 4.3 | $ | 2,858 | ||||||||||
The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the fair value of the Company’s common stock at December 31, 2014 of $5.95 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2014.The intrinsic value is based on the fair market value of the Company’s stock and therefore changes as the fair market value of the stock price changes. The total intrinsic value of options exercised was $318 for the year ended December 31, 2014. | ||||||||||||||||
As of December 31, 2014, $1 of unrecognized compensation cost related to stock options is expected to be recognized in February 2015. | ||||||||||||||||
c. Common Stock Grants | ||||||||||||||||
Restricted Stock Grants | ||||||||||||||||
The following restricted stock grants were issued to employees of the Company during the year ended December 31, 2014. | ||||||||||||||||
Date | Number | Share | Grant Date | |||||||||||||
of Shares | Price | Fair Value | ||||||||||||||
24-Feb-14 | 181,500 | $ | 8.63 | $ | 1,566 | |||||||||||
12-May-14 | 15,000 | $ | 6.47 | 97 | ||||||||||||
Total | 196,500 | $ | 1,663 | |||||||||||||
The following table summarizes the restricted stock activity for the year ended December 31, 2014. | ||||||||||||||||
Number | Weighted | |||||||||||||||
of Shares | Average | |||||||||||||||
Grant Date | ||||||||||||||||
Fair Value | ||||||||||||||||
Balance as of January 1, 2012 | 186,249 | $ | 7.39 | |||||||||||||
Granted | 251,500 | 12.3 | ||||||||||||||
Vested | (43,846 | ) | 7.28 | |||||||||||||
Forfeited | (26,291 | ) | 7.98 | |||||||||||||
Balance as of December 31, 2012 | 367,612 | 10.72 | ||||||||||||||
Granted | 178,500 | 9.33 | ||||||||||||||
Vested | (98,692 | ) | 10.39 | |||||||||||||
Forfeited | (84,249 | ) | 10.92 | |||||||||||||
Balance as of December 31, 2013 | 363,171 | 10.08 | ||||||||||||||
Granted | 196,500 | 8.47 | ||||||||||||||
Vested | (116,890 | ) | 9.82 | |||||||||||||
Forfeited | (41,247 | ) | 9.92 | |||||||||||||
Balance as of December 31, 2014 | 401,534 | $ | 9.38 | |||||||||||||
The fair value of restricted stock is based on the closing stock price of an unrestricted share of the Company’s common stock on the grant date and is amortized to compensation expense on a straight-line basis over the requisite service period, which is generally the vesting period, net of estimated forfeitures. The total compensation expense, classified within payroll and related on the consolidated statements of operations, related to restricted stock grants was $1,367, $1,056 and $533 for the years ended December 31, 2014, 2013 and 2012, respectively, and the related tax benefit was $648, $459, $232 for the years ended December 31, 2014, 2013 and 2012, respectively. The restricted shares contain vesting restrictions and vest 25% per year over four years on the anniversary date of the grants. The Company granted restricted stock awards totaling 196,500 shares with an aggregate grant date fair value of $1,663 in the year ended December 31, 2014. In the years ended December 31, 2013 and 2012, the Company granted 178,500 and 251,500 restricted shares, respectively, with an aggregate grant date fair value of $1,665 and $3,093, respectively. | ||||||||||||||||
The total unrecognized compensation cost related to restricted stock of $2,200 is expected to be recognized through May 12, 2018. | ||||||||||||||||
Non-Restricted Stock Grants | ||||||||||||||||
The below table indicates the non-restricted common stock grants issued to the Company’s Board of Directors during the year ended December 31, 2014 and 2013. The total fair value of the shares issued was expensed upon the grant dates. | ||||||||||||||||
Date | Number of | Share | Grant Date | |||||||||||||
Shares | Price | Fair Value | ||||||||||||||
16-Jan-13 | 24,280 | $ | 10.09 | $ | 245 | |||||||||||
25-Mar-13 | 1,622 | 9.25 | 15 | |||||||||||||
24-Jun-13 | 1,418 | 10.58 | 15 | |||||||||||||
24-Sep-13 | 1,208 | 12.42 | 15 | |||||||||||||
26-Dec-13 | 1,034 | 14.51 | 15 | |||||||||||||
January 16, 2014 | 21,248 | 11.53 | 245 | |||||||||||||
d. Common Stock Repurchases | ||||||||||||||||
The Company did not repurchase Common Stock during the years ended December 31, 2014, 2013 and 2012. | ||||||||||||||||
e. Common Stock Dividends | ||||||||||||||||
On April 15, 2014, the board of directors of the Company declared a quarterly cash dividend of $0.16 per share, payable on June 5, 2014 to common stockholders of record at the close of business on May 22, 2014. On February 12, 2014, the board of directors of the Company declared a quarterly cash dividend of $0.16 per share, payable on March 5, 2014 to common stockholders of record at the close of business on February 24, 2014. | ||||||||||||||||
On November 15, 2013, the board of directors of the Company declared a quarterly cash dividend of $0.16 per share, payable on December 5, 2013 to common stockholders of record at the close of business on November 26, 2013. The aggregate amount of the dividends payable was $3,792, based upon shares of common stock outstanding as of the record date of November 26, 2013 and additional amounts payable with each quarterly declaration as restricted shares vest. The remaining amount payable was $162 and $58 as of December 31, 2014 and 2013, respectively. The quarterly dividend was discontinued in the second quarter of 2014. | ||||||||||||||||
On November 16, 2012, the board of directors of the Company declared a special cash dividend of $3.00 per share, payable on December 11, 2012 to common stock holders of record at the close of business on November 30, 2012. The aggregate amount of the dividends payable was $70,296, based upon shares of common stock outstanding as of the record date of November 30, 2012 with another $1,104 payable as restricted shares vest. The remaining amount payable was $340 and $608 as of December 31, 2014 and 2013, respectively. | ||||||||||||||||
Pursuant to the 2006 Plan, holders of unvested restricted shares as of December 11, 2012 qualify to receive the $3.00 dividend on each future vesting date, subject to continued employment through the vesting date. Holders of unvested restricted shares as of December 5, 2013, March 5, 2014 and June 5, 2014 qualify to receive the $0.16 dividend on each future vesting date, subject to continued employment through the vesting date. As of December 31, 2014, the total dividends payable on unvested restricted shares was $502, of which $291 is classified as the current portion of the dividends payable expected to be paid in 2014 and $211 classified as long-term which is expected to be paid in the vesting periods in 2016 through 2018. |
Revenue_from_Club_Operations
Revenue from Club Operations | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Revenue from Club Operations | Revenue from Club Operations | |||||||||||
Revenues from club operations, including BFX Studio, for the years ended December 31, 2014, 2013 and 2012 are summarized below: | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Membership dues | $ | 343,185 | $ | 358,761 | $ | 366,044 | ||||||
Joining fees | 12,044 | 14,392 | 11,595 | |||||||||
Personal training revenue | 70,338 | 66,367 | 65,641 | |||||||||
Other ancillary club revenue(1) | 22,304 | 24,720 | 29,897 | |||||||||
Total club revenue | 447,871 | 464,240 | 473,177 | |||||||||
Fees and other revenue(2) | 5,971 | 5,985 | 5,804 | |||||||||
Total revenue | $ | 453,842 | $ | 470,225 | $ | 478,981 | ||||||
___________________________ | ||||||||||||
-1 | Other ancillary club revenue primarily consists of Small Group Training, Sports Clubs for Kids and racquet sports. | |||||||||||
-2 | Fees and other revenue primarily consist of rental income, marketing revenue and management fees. |
Corporate_Income_Taxes
Corporate Income Taxes | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Corporate Income Taxes | Corporate Income Taxes | |||||||||||||||
The provision for income taxes for the years ended December 31, 2014, 2013 and 2012 consisted of the following: | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 12,454 | $ | 183 | $ | 266 | $ | 12,903 | ||||||||
Deferred | 14,684 | — | 25,024 | 39,708 | ||||||||||||
$ | 27,138 | $ | 183 | $ | 25,290 | $ | 52,611 | |||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 396 | $ | 232 | $ | 175 | $ | 803 | ||||||||
Deferred | 6,487 | — | 77 | 6,564 | ||||||||||||
$ | 6,883 | $ | 232 | $ | 252 | $ | 7,367 | |||||||||
Year Ended December 31, 2012 (Revised) | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 250 | $ | 172 | $ | 79 | $ | 501 | ||||||||
Deferred | 6,041 | — | (221 | ) | 5,820 | |||||||||||
$ | 6,291 | $ | 172 | $ | (142 | ) | $ | 6,321 | ||||||||
The components of deferred tax assets, net consist of the following items: | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Deferred tax assets | ||||||||||||||||
Building financing arrangement | $ | 39,295 | $ | — | ||||||||||||
Deferred lease liabilities | 25,077 | 24,560 | ||||||||||||||
Deferred revenue | 12,603 | 10,816 | ||||||||||||||
Deferred compensation expense incurred in connection with stock options | 2,370 | 2,101 | ||||||||||||||
Federal and state net operating loss carry-forwards | 7,197 | 6,397 | ||||||||||||||
Accruals, reserves and other | 6,121 | 5,773 | ||||||||||||||
$ | 92,663 | $ | 49,647 | |||||||||||||
Deferred tax liabilities | ||||||||||||||||
Basis differences in fixed and intangible assets (including depreciation and amortization) | $ | 16,674 | $ | 16,283 | ||||||||||||
Change in accounting method | 10,121 | — | ||||||||||||||
Deferred costs and other assets | 5,604 | 4,457 | ||||||||||||||
Deferred lease receivable | 1,564 | — | ||||||||||||||
Undistributed foreign earnings and other | 587 | 492 | ||||||||||||||
$ | 34,550 | $ | 21,232 | |||||||||||||
Gross deferred tax assets | 58,113 | 28,415 | ||||||||||||||
Valuation allowance | (69,689 | ) | (65 | ) | ||||||||||||
Deferred tax assets, net | $ | (11,576 | ) | $ | 28,350 | |||||||||||
As of December 31, 2014, the Company has net deferred tax liability of $11,576. The state net deferred tax liability balance as of December 31, 2014 is $3,274. In assessing the realizability of deferred tax assets, the Company evaluates whether it is more likely than not (more than 50%) that some portion or all of the deferred tax assets will be realized. A valuation allowance, if needed, reduces the deferred tax assets to the amount expected to be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in those periods in which temporary differences become deductible and/or net operating loss carryforwards can be utilized. The Company evaluates all positive and negative evidence when determining the amount of the net deferred tax assets that are more likely than not to be realized. This evidence includes, but is not limited to, prior earnings history, scheduled reversal of taxable temporary differences, tax planning strategies and projected future taxable income. Significant weight is given to positive and negative evidence that is objectively verifiable. | ||||||||||||||||
As of December 31, 2014, the Company is not in a three year cumulative loss position. However, the Company is projected to be in a cumulative loss position during the three year period ending in December 31, 2015, which was considered to be a significant piece of negative evidence. Based on these factors, most notably the projected three year cumulative loss, the Company recorded a $60,368 non-cash charge to income tax expense (net of the elimination of federal effect of state deferred taxes of $8,724 and a charge to other comprehensive (loss) income of $532) to establish a full valuation allowance against its U.S. net deferred tax assets. Although recognition of the valuation allowance for the Company’s net deferred tax assets is a non-cash charge, it did have direct negative impact on net loss and shareholder’s loss for the quarter and fiscal year ended December 31, 2014. | ||||||||||||||||
In recording the valuation allowance, deferred tax liabilities associated with goodwill generally cannot be used as a source of taxable income to realize deferred tax assets with a definitive loss carry forward period. The Company does not amortize goodwill for book purposes but does amortize goodwill with tax basis for tax purposes. The deferred tax liability recorded at December 31, 2014 relates to the tax effect of differences between book and tax basis of intangible assets not expected to reverse during the Company’s net operating loss carry forward period. | ||||||||||||||||
As of December 31, 2014, the Company utilized its federal net operating loss carry-forwards against 2014 taxable income. Pursuant to ASC 718-740-25-10, the Company recorded the tax benefit of approximately $1,932 with the reduction of the income tax payable related to the windfall portion of stock compensation tax deductions that either created a net operating loss carry-forward or increase a net operating loss carry-forward in a prior period. | ||||||||||||||||
As of December 31, 2014, state tax net operating loss carry-forwards were $7,788. Such amounts expire between December 31, 2015 and December 31, 2033. The Company has not recorded a tax benefit for the windfall portion of the stock compensation that either created or increased the remaining state net operating losses for tax purposes. As such, the amount of state net operating loss carry-forwards for which a tax benefit would be recorded to additional paid-in capital when the tax benefit is realized is approximately $591 as of December 31, 2014. | ||||||||||||||||
The Company’s foreign pre-tax earnings related to the Swiss entity were $762, $968 and $846 for the years ended December 31, 2014, 2013 and 2012, respectively, and the related current tax provisions were $183, $232 and $172, respectively. In 2011, the Company repatriated Swiss earnings through 2010. In accordance with ASC 740-30, the Company has recognized a deferred tax liability of $587 for the incremental U.S. tax cost on the total cumulative undistributed earnings of the Swiss clubs for the period through December 31, 2014. | ||||||||||||||||
The results for the years ended December 31, 2013, and 2012 include error corrections that resulted in an increase in benefit for corporate income taxes and a related increase in deferred tax assets in the Company’s consolidated statement of operations and consolidated balance sheet for each year, respectively. In the fourth quarter of 2013, the Company identified a correction relating to temporary differences in fixed assets for state depreciation that resulted in the recognition of an income tax benefit of $225. Also in the fourth quarter of 2013, the Company identified corrections related to temporary differences in landlord allowances resulting in the recognition of out of period expense of $209 for a net benefit to provision for corporate income taxes of $16 recorded in the year ended December 31, 2013. In the fourth quarter of 2012, the Company identified corrections related to temporary differences in fixed assets, intangible assets and deferred revenue resulting in the recognition of an income tax benefit of $483. The Company does not believe that these error corrections are material to the current or prior reporting periods. | ||||||||||||||||
The differences between the United States Federal statutory income tax rate and the Company’s effective tax rate were as follows for the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Federal statutory tax rate | (35 | )% | 35 | % | 35 | % | ||||||||||
State and local income taxes, net of federal tax benefit | (8 | ) | 8 | 8 | ||||||||||||
Change in state effective income tax rate | 4 | — | (2 | ) | ||||||||||||
State tax benefit related to insurance premiums | (7 | ) | (6 | ) | (7 | ) | ||||||||||
Tax reserves | (1 | ) | 2 | — | ||||||||||||
Correction of an error | — | (1 | ) | (3 | ) | |||||||||||
Other permanent differences | (1 | ) | (1 | ) | 4 | |||||||||||
(48 | ) | 37 | 35 | |||||||||||||
Valuation allowance | 422 | — | — | |||||||||||||
Elimination of federal effect of state deferred taxes | (53 | ) | — | — | ||||||||||||
321 | % | 37 | % | 35 | % | |||||||||||
The 2014, 2013 and 2012 effective tax rate of 321%, 37%, and 35%, respectively, on the Company’s pre-tax (loss) income was primarily impacted by the change in the valuation allowance and the state tax benefits related to insurance premiums and interest paid to the captive insurance company. | ||||||||||||||||
The amount of unrecognized tax benefits that, if recognized, would affect the Company's effective tax rate in any future periods were $1,155 and $751 as of December 31, 2014 and 2013, respectively. For the years ended December 31, 2014, 2013 and 2012, interest (income) expense on unrecognized tax benefits was $(334), $495 and $81, respectively. The Company recognizes both interest accrued related to unrecognized tax benefits and penalties in income tax expenses. The Company had total accruals for interest as of December 31, 2014 and 2013 of $623 and $959, respectively. | ||||||||||||||||
During the three months ended September 30, 2014, the Company filed a Form 3115, Application for Change in Accounting Method (“Application”), with the IRS requesting a change in accounting for the treatment of landlord contributions. Accordingly, the Company reduced its unrecognized tax benefits by $12,675 for the landlord contributions positions taken in prior years. The reduction in unrecognized tax benefits didn’t affect the Company’s effective tax rate since the position related to a temporary difference; however, the Company recognized a tax benefit of $414 primarily related to the reversal of accrued interest. | ||||||||||||||||
A reconciliation of unrecognized tax benefits, excluding interest and penalties, is as follows: | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
(Revised) | ||||||||||||||||
Balance on January 1 | $ | 13,830 | $ | 15,659 | $ | 16,497 | ||||||||||
Gross decreases for tax positions taken in prior years | (12,675 | ) | (1,829 | ) | (838 | ) | ||||||||||
Gross increases for tax positions taken in prior years | 32 | — | — | |||||||||||||
Balance on December 31 | $ | 1,187 | $ | 13,830 | $ | 15,659 | ||||||||||
As of December 31, 2014, the Company had $1,187 of unrecognized tax benefits and it is reasonably possible that the entire amount, could be realized by the Company in 2015 since the income tax returns may no longer be subject to audit in 2015. | ||||||||||||||||
The Company files federal, foreign and multiple state and local jurisdiction income tax returns. The Company is no longer subject to examinations of its federal income tax returns by the Internal Revenue Service for years 2010 and prior. U.S. net operating losses generated in closed years and utilized in open years are subject to adjustment by tax authorities. | ||||||||||||||||
The following state and local jurisdictions are currently examining the Company’s respective returns for the years indicated: New York State (2006 through 2012), New York City (2006, 2007, and 2008), and the Commonwealth of Massachusetts (2009, 2010). | ||||||||||||||||
On March 26, 2014, the Company received from the State of New York a revised assessment related to tax years 2006-2009 for $3,500, inclusive of $1,174 of interest. The Company has subsequently received a request for additional information from the State of New York. All of the information was submitted by January 2015. The Company continues to evaluate the merits of the proposed assessment as new information becomes available during continued discussions with the State of New York. The Company has not recorded a tax reserve related to the proposed assessment. It is difficult to predict the final outcome or timing of resolution of any particular matter regarding these examinations, however, it may be reasonably possible that one or more of these examinations maybe result in a change in the unrecognized tax benefits over the next twelve months. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
On or about March 1, 2005, in an action styled Sarah Cruz, et al v. Town Sports International, d/b/a New York Sports Club, plaintiffs commenced a purported class action against TSI, LLC in the Supreme Court, New York County, seeking unpaid wages and alleging that TSI, LLC violated various overtime provisions of the New York State Labor Law with respect to the payment of wages to certain trainers and assistant fitness managers. On or about June 18, 2007, the same plaintiffs commenced a second purported class action against TSI, LLC in the Supreme Court of the State of New York, New York County, seeking unpaid wages and alleging that TSI, LLC violated various wage payment and overtime provisions of the New York State Labor Law with respect to the payment of wages to all New York purported hourly employees. On September 17, 2010, TSI, LLC made motions to dismiss the class action allegations of both lawsuits for plaintiffs’ failure to timely file motions to certify the class actions. The court granted the motions on January 29, 2013, dismissing the class action allegations in both lawsuits, which dismissals were upheld by the Appellate Division in April 2014. | |
On September 22, 2009, in an action styled Town Sports International, LLC v. Ajilon Solutions, a division of Ajilon Professional Staffing LLC (Supreme Court of the State of New York, New York County, 602911-09), TSI, LLC brought an action in the Supreme Court of the State of New York, New York County, against Ajilon for, among other things, breach of contract seeking, among other things, money damages, in connection with Ajilon’s failure to design and deliver to TSI, LLC a new sports club enterprise management system known as GIMS. Subsequently, on October 14, 2009, Ajilon brought a counterclaim against TSI, LLC alleging breach of contract, asserting, among other things, failure to pay outstanding invoices in the aggregate amount of approximately $2,900. Following a jury trial and a jury verdict on January 28, 2013, subsequent appeals by both parties resulted in an appellate court reversal which vacated the damages and remanded for new trial on the damages to which TSI was entitled. At the new trial on September 2, 2014, the trial court re-instated a damages award of $214, plus interest, to Ajilon. In February 2015, Ajilon and TSI, LLC entered into a settlement agreement, releasing each other from all claims related to the Ajilon litigation. | |
On February 7, 2007, in an action styled White Plains Plaza Realty, LLC v. TSI, LLC et al., the landlord of one of TSI, LLC’s former health and fitness clubs filed a lawsuit in state court against it and two of its health club subsidiaries alleging, among other things, breach of lease in connection with the decision to close the club located in a building owned by the plaintiff and leased to a subsidiary of TSI, LLC, the tenant, and take additional space in a nearby facility leased by another subsidiary of TSI, LLC. Following a determination of an initial award, which TSI, LLC and the tenant have paid in full, the landlord appealed the trial court’s award of damages, and on August 29, 2011, an additional award (amounting to approximately $900) (the “Additional Award”), was entered against the tenant, which has recorded a liability. Separately, TSI, LLC is party to an agreement with a third-party developer, which by its terms provides indemnification for the full amount of any liability of any nature arising out of the lease described above, including attorneys’ fees incurred to enforce the indemnity. As a result, the developer reimbursed TSI, LLC and the tenant the amount of the initial award in installments over time and also agreed to be responsible for the payment of the Additional Award, and the tenant has recorded a receivable related to the indemnification for the Additional Award. The developer and the landlord are currently litigating the payment of the Additional Award and judgment was entered against the developer on June 5, 2013 in the amount of approximately $1,045, plus interest. On June 13, 2013, the developer filed a notice of its intent to appeal the judgment. The appeal remains pending. TSI, LLC does not believe it is probable that TSI, LLC will be required to pay for any amount of the Additional Award. | |
On or about October 4, 2012, in an action styled James Labbe, et al. v. Town Sports International, LLC, plaintiff commenced a purported class action in New York State court on behalf of personal trainers employed in New York State. Labbe is seeking unpaid wages and damages from TSI, LLC and alleges violations of various provisions of the New York State labor law with respect to payment of wages and TSI, LLC’s notification and record-keeping obligations. The Court has bifurcated class and merits discovery. The deadline for the completion of pre-class certification document discovery was December 31, 2014 and the deadline for a class certification motion is March 2, 2015. While it is not possible to estimate the likelihood of an unfavorable outcome or a range of loss in the case of an unfavorable outcome to TSI, LLC at this time, TSI, LLC intends to contest this case vigorously. | |
In addition to the litigation discussed above, the Company is involved in various other lawsuits, claims and proceedings incidental to the ordinary course of business, including personal injury and employee relations claims. The results of litigation are inherently unpredictable. Any claims against the Company, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in diversion of significant resources. The results of these other lawsuits, claims and proceedings cannot be predicted with certainty. The Company establishes accruals for loss contingencies when it has determined that a loss is probable and that the amount of loss, or range of loss, can be reasonably estimated. Any such accruals are adjusted thereafter as appropriate to reflect changes in circumstances. As of December 31, 2014, the company has not concluded that an accrual for any such matters is required. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan |
The Company maintains a 401(k) defined contribution plan and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Plan provides for the Company to make discretionary contributions. The Plan was amended, effective January 1, 2001, to provide for an employer matching contribution in an amount equal to 25% of the participant’s contribution with a limit of five hundred dollars per individual, per annum. Employer matching contributions totaling $200 and $223 were made in February 2014 and 2013, respectively, for the Plan years ended December 31, 2013 and 2012, respectively. The Company expects to make an employer matching contribution of approximately $200 in February 2015 for the Plan year ended December 31, 2014. |
Reportable_Segments
Reportable Segments | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Reportable Segments | Reportable Segments | |||||||||||
The Company’s operating segments are New York Sports Clubs, Boston Sports Clubs, Philadelphia Sports Clubs, Washington Sports Clubs, Swiss Sports Clubs and BFX Studio, which is the level at which the chief operating decision makers review discrete financial information and make decisions about segment profitability based on earnings before income tax depreciation and amortization. The Company has historically determined that these clubs have similar economic characteristics and meet the criteria which permit them to be aggregated into one reportable segment. During the fourth quarter of 2014, BFX Studio started to be managed separately and reported as a separate reportable segment as it does not meet the aggregation criteria to be aggregated with the clubs. Geographically, the Company operates its fitness clubs mainly in the United States. Segment information on geographic regions is not material for presentation. | ||||||||||||
The following tables set forth the Company’s financial performance by reportable segment for the years ended December 31, 2014, 2013 and 2012. Since the first BFX Studio lease was not signed until November 2013, BFX Studio had no impact on the Company’s consolidated financial statements for the year ended December 31, 2012. | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Revenues: | ||||||||||||
Clubs | $ | 453,516 | $ | 470,225 | $ | 478,981 | ||||||
BFX Studio | 326 | — | — | |||||||||
Total Revenues | $ | 453,842 | $ | 470,225 | $ | 478,981 | ||||||
The Company presents earnings (loss) before interest expense (net of interest income), provision (benefit) for corporate income taxes, and depreciation and amortization ("EBITDA") as the primary measure of profit and loss for its operating segments in accordance with FASB guidance for segment reporting. Clubs EBITDA includes all corporate overhead expenses and the impact of equity in the earnings of investees and rental income. BFX Studio reported EBITDA loss of $3,556 in 2014 primarily reflecting the rent and occupancy costs, start-up costs and overhead payroll for our first BFX Studio unit and other studios under development. | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
EBITDA: | ||||||||||||
Clubs | $ | 53,524 | $ | 91,770 | $ | 92,275 | ||||||
BFX Studio | (3,556 | ) | (364 | ) | — | |||||||
Total reportable segments | 49,968 | 91,406 | 92,275 | |||||||||
Depreciation and amortization | 47,307 | 49,099 | 49,391 | |||||||||
Interest expense | 19,039 | 22,617 | 24,640 | |||||||||
Interest income | — | (1 | ) | (43 | ) | |||||||
(Loss) income before provision for corporate income taxes | $ | (16,378 | ) | $ | 19,691 | $ | 18,287 | |||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Capital Expenditures: | ||||||||||||
Clubs | $ | 37,101 | $ | 30,565 | $ | 22,490 | ||||||
BFX Studio | 4,953 | 296 | — | |||||||||
Total Capital Expenditures | $ | 42,054 | $ | 30,861 | $ | 22,490 | ||||||
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Data | Selected Quarterly Financial Data (Unaudited) | |||||||||||||||
2014 | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(b) | (c) | |||||||||||||||
Net revenue | $ | 115,903 | $ | 115,697 | $ | 112,521 | $ | 109,721 | ||||||||
Operating income (loss) | (2,104 | ) | 2,068 | 2,412 | (1,624 | ) | ||||||||||
Net income (loss) | (3,515 | ) | (919 | ) | (867 | ) | (63,688 | ) | ||||||||
Earnings (loss) per share(a) | ||||||||||||||||
Basic | $ | (0.15 | ) | $ | (0.04 | ) | $ | (0.04 | ) | $ | (2.62 | ) | ||||
Diluted | $ | (0.15 | ) | $ | (0.04 | ) | $ | (0.04 | ) | $ | (2.62 | ) | ||||
2013 | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(d) | ||||||||||||||||
Net revenue | $ | 119,164 | $ | 120,112 | $ | 117,042 | $ | 113,907 | ||||||||
Operating income | 11,479 | 15,001 | 8,770 | 5,348 | ||||||||||||
Net income (loss) | 4,231 | 6,197 | 2,591 | (695 | ) | |||||||||||
Earnings (loss) per share(a) | ||||||||||||||||
Basic | $ | 0.18 | $ | 0.26 | $ | 0.11 | $ | (0.03 | ) | |||||||
Diluted | $ | 0.18 | $ | 0.25 | $ | 0.1 | $ | (0.03 | ) | |||||||
________________________ | ||||||||||||||||
(a) | Basic and diluted (loss) earnings per share are computed independently for each quarter presented. Accordingly, the sum of the quarterly earnings per share may not agree with the calculated full year earnings per share. | |||||||||||||||
(b) | Net loss and loss per share for the third quarter of 2014 included $833 and $0.03, respectively, comprised of the following: $928, net of tax, occupancy gain related to club closures, $60, net of tax, related to rental income from the Company's former tenant in the East 86th Street building, $24, net of tax, resulting from rent paid under the building financing arrangement (recorded in interest expense on the accompanying consolidated statement of operations), partially offset by $123, net of tax, related to legal damages resulting from a legal judgment and $56, net of tax, related to legal and other expenses associated with club closures. | |||||||||||||||
(c) | Net loss and loss per share for the fourth quarter of 2014 included $60,368 and $2.48, respectively, comprised of non-cash charge related to a tax valuation allowance recorded against deferred tax assets. | |||||||||||||||
(d) | Revenue and operating income for the fourth quarter of 2013 include $424 of rental revenue due to an out of period error correction. Net loss and loss per share for the fourth quarter of 2013 include $632 and $(0.03), respectively, comprised of the following: $259, net of tax, related to the out of period adjustment to rental income referred to above, $457 loss on extinguishment of debt, net of tax, in connection with the Company’s debt refinancing in November 2013; $77 payroll bonus expense, net of tax, in connection with the payment of a $0.16 cash bonus to eligible stock option holders; $237, net of tax, of severance related to an executive departure; $136, net of tax, related to legal fees in connection with the sale of the Company's 86th Street property and $16 of net income tax benefits related to corrections of temporary tax differences. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Principles of Consolidation | Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of TSI Holdings and all wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | ||
Revenue Recognition | Revenue Recognition | |
The Company is currently in the process of introducing a new pricing strategy to a majority of its clubs called High Value Low Price ("HVLP") strategy. As of December 31, 2014, 71 clubs are under this new pricing strategy. The Company historically offered Passport Membership, Core Membership, Gold Membership and Restricted Membership. The conversion process will eliminate the Core, Gold, and Restricted Memberships. The HVLP pricing strategy offers two basic types of membership plans: Premier Membership and Passport Membership. The Passport Membership continues to offer the same current level of service and amenities under a month-to-month plan, which allows members to use any club at any time.The Premier Membership allows members unlimited use of a single "home club" with access to use other non-home clubs for an additional usage fee. The revenue recognition related to monthly dues revenue will not be impacted by the change in membership pricing strategy. | ||
The Company generally receives one-time non-refundable joining fees and monthly dues from its members. Historically, the Company’s members had the option to join on either a month-to-month basis or to commit to a one-year membership. After a club adopts the HVLP strategy, it will only offer month-to-month memberships. Month-to-month members can cancel their membership at any time with 30 days notice. Membership dues for members who pay annual dues upfront are recognized on a straight-line basis over a 12-month period commencing with the first month of the new member contract. Membership dues for members who pay monthly are recognized in the period in which access to the club is provided. | ||
Advertising and Club Pre-opening Costs | Advertising and Club Pre-opening Costs | |
Advertising costs and club pre-opening costs are charged to operations during the period in which they are incurred, except for production costs related to television and radio advertisements, which are expensed when the related commercials are first aired. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
The Company considers all highly liquid instruments which have original maturities of three months or less when acquired to be cash equivalents. The carrying amounts reported in the balance sheets for cash and cash equivalents approximate fair value. | ||
Deferred Lease Liabilities, Non-cash Rental Expense and Additional Rent | Deferred Lease Liabilities, Non-cash Rental Expense and Additional Rent | |
The Company recognizes rental expense for leases with scheduled rent increases and inclusive of rental concessions, on the straight-line basis over the life of the lease beginning upon the commencement date of the lease. Rent concessions, primarily received in the form of free rental periods, are also deferred and amortized on a straight-line basis over the life of the lease. | ||
The Company leases office, warehouse and multi-recreational facilities and certain equipment under non-cancelable operating leases. In addition to base rent, the facility leases generally provide for additional rent to cover common area maintenance charges incurred and to pass along increases in real estate taxes. The Company accrues for any unpaid common area maintenance charges and real estate taxes on a club-by-club basis. | ||
Upon entering into certain leases, the Company receives construction allowances from the landlord. These construction allowances are recorded as deferred lease liability credits on the balance sheet when the requirements for these allowances are met as stated in the respective lease and are amortized as a reduction of rent expense over the term of the lease. Amortization of deferred construction allowances were $2,771, $3,310 and $2,955 as of December 31, 2014, 2013 and 2012, respectively. | ||
Certain leases provide for contingent rent based upon defined formulas of revenue, cash flows or operating results for the respective facilities. These contingent rent payments typically call for additional rent payments calculated as a percentage of the respective club’s revenue or a percentage of revenue in excess of defined break-points during a specified year. The Company records contingent rent expense over the related contingent rental period at the time the respective contingent targets are probable of being met. | ||
Lease termination penalties are recognized at fair value based on the expected settlement amount with the landlord when the Company terminates the contract before the lease termination date. | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable consists of amounts due from the Company’s membership base and was $6,206 and $6,013 at December 31, 2014 and 2013, respectively, before the allowance for doubtful accounts. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of the Company’s customers to make required payments. The Company considers factors such as: historical collection experience, the age of the receivable balance and general economic conditions that may affect a customer’s ability to pay. | ||
Inventory | Inventory | |
Inventory consists of supplies, headsets for the club entertainment system, clothing and other items for sale to members. Inventories are valued at the lower of cost or market by the first-in, first-out method. | ||
Fixed Assets | Fixed Assets | |
Fixed assets are recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets, which are 30 years for building and improvements, five years for club equipment, furniture, fixtures and computer equipment and three to five years for computer software. Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining period of the related lease. Payroll costs directly related to the construction or expansion of the Company’s club base are capitalized with leasehold improvements. Expenditures for maintenance and repairs are charged to operations as incurred. The cost and related accumulated depreciation of assets retired or sold is removed from the respective accounts and any gain or loss is recognized in operations. The costs related to developing web applications, developing web pages and installing or enhancing developed applications on the web servers are capitalized and classified as computer software. Web site hosting fees and maintenance costs are expensed as incurred. | ||
Intangible Assets | Intangible Assets and Debt Issuance Costs | |
Intangible assets are stated at cost and amortized by the straight-line method over their respective estimated lives. Intangible assets currently consist of membership lists, management contracts and trade names. Historically, intangible assets also included covenants-not-to-compete and a beneficial lease. Covenants-not-to-compete are amortized over the contractual life, generally one to five years, and beneficial leases are amortized over the remaining life of the underlying club lease. Membership lists are amortized over the estimated average membership life, currently at 22 months, management contracts are amortized over their current contractual lives of between nine and 11 years and trade names are amortized over their estimated useful lives of between 10 and 20 years. | ||
Debt Issuance Costs | Debt issuance costs are classified within other assets and are being amortized as additional interest expense over the life of the underlying debt, five to seven years, using the interest method. | |
Fair Value Measurements | Fair Value Measurements | |
Accounting guidance on fair value measurements specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs create the following fair value hierarchy: | ||
• | Level 1 — Quoted prices for identical instruments in active markets. | |
• | Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. | |
• | Level 3 — Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. | |
This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. | ||
Accounting for the Impairment of Long-Lived Assets and Goodwill | Accounting for the Impairment of Long-Lived Assets and Goodwill | |
Long-lived assets, such as fixed assets and intangible assets are reviewed for impairment when events or circumstances indicate that their carrying value may not be recoverable. Estimated undiscounted expected future cash flows are used to determine if an asset group is impaired, in which case the asset’s carrying value would be reduced to its fair value, calculated considering a combination of market approach and a cost approach. In determining the recoverability of fixed assets Level 3 inputs were used in determining undiscounted cash flows, which are based on internal budgets and forecasts through the end of the life of the primary asset in the asset group which is normally the life of leasehold improvements. The most significant assumptions in those budgets and forecasts relate to estimated membership and ancillary revenue, attrition rates, estimated results related to new program launches and maintenance capital expenditures, which are generally estimated at approximately 3% to 5% of total revenues depending upon the conditions and needs of a given club. | ||
Goodwill represents the excess of consideration paid over the fair value of the net identifiable business assets acquired in the acquisition of a club or group of clubs. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350-20, Intangibles – Goodwill and Other, requires goodwill to be tested for impairment on an annual basis and between annual tests in certain circumstances, and written down when impaired. The Company’s impairment review process compares the fair value of the reporting unit in which the goodwill resides to its carrying value. | ||
Goodwill impairment testing is a two-step process. Prior to performing this two-step process, companies also have the option to apply a qualitative approach to assess goodwill for impairment. Under the qualitative approach, an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. Companies that do not elect to perform the qualitative approach may proceed directly to the two-step process. Step 1 involves comparing the fair value of the Company’s reporting units to their carrying amounts. If the fair value of the reporting unit is greater than its carrying amount, there is no impairment. If the reporting unit’s carrying amount is greater than the fair value, the second step must be completed to measure the amount of impairment, if any. Step 2 calculates the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in Step 1. The implied fair value of goodwill determined in this step is compared to the carrying value of goodwill. If the implied fair value of goodwill is less than the carrying value of goodwill, an impairment loss is recognized equal to the difference. The Company performs this analysis annually as of the last day of February and in the interim if a triggering event occurs. The Company’s goodwill impairment tests as of February 28, 2014, May 31, 2014 and December 31, 2014 were performed using the two-step goodwill impairment analysis. | ||
Insurance | Insurance | |
The Company obtains insurance coverage for significant exposures as well as those risks required to be insured by law or contract. The Company retains a portion of risk internally related to general liability losses. Where the Company retains risk, provisions are recorded based upon the Company’s estimates of its ultimate exposure for claims, which are included in general and administrative expenses in the accompanying statements of operations. The provisions are estimated using actuarial analysis based on claims experience, an estimate of claims incurred but not yet reported and other relevant factors. | ||
Use of Estimates | Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | ||
The most significant assumptions and estimates relate to the useful lives of long-term assets, recoverability and impairment of fixed and intangible assets, deferred income tax valuation, valuation of and expense incurred in connection with stock options, valuation of interest-rate swap arrangements, insurance reserves, legal contingencies and the estimated average membership life. | ||
Income Taxes | Income Taxes | |
Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been included in the financial statements or tax returns. The Company also recognizes deferred tax in relation to the U.S. taxes on the total cumulative earnings of the Company's Swiss clubs. Deferred tax liabilities and assets are determined on the basis of the difference between the financial statement and tax basis of assets and liabilities (“temporary differences”) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized. In assessing the need for a valuation allowance, we consider all positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. Based on the weight of the evidence, in particular a projection to be in a cumulative loss during the three year period ending December 31, 2015, which is considered a significant piece of negative evidence, the Company recorded a $60,368 non-cash charge to income tax expense to establish a full valuation allowance against its U.S. net deferred tax assets in the fourth quarter of 2014. | ||
The guidance related to accounting for uncertain tax positions prescribes a recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return and also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. | ||
Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income | |
Accumulated other comprehensive (loss) income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources, including changes in the fair value of the Company’s derivative financial instrument and foreign currency translation adjustments. The Company presents accumulated other comprehensive (loss) income in its consolidated statements of comprehensive (loss) income. | ||
The Company uses a derivative financial instrument to limit exposure to changes in interest rates on the Company’s existing term loan facility. The derivative financial instrument is recorded at fair value on the balance sheet and changes in the fair value are either recognized in accumulated other comprehensive income (a component of shareholders’ equity) or net income depending on the nature of the underlying exposure, whether the hedge is formally designated as a hedge, and if designated, the extent to which the hedge is effective. The Company’s derivative financial instrument has been designated as a cash flow hedge. See Note 12 — Derivative Financial Instruments for more information on the Company’s risk management program and derivatives. | ||
Foreign Currency Transactions | Assets and liabilities are translated into U.S. dollars at year-end exchange rates, while income and expense items are translated into U.S. dollars at the average exchange rate for the period. | |
(Loss) Earnings Per Share | (Loss) Earnings Per Share | |
Basic (loss) earnings per share ("EPS") is computed by dividing net (loss) income applicable to common stockholders by the weighted average numbers of shares of common stock outstanding during the period. Diluted EPS is computed similarly to basic EPS, except that the denominator is increased for the assumed exercise of dilutive stock options and unvested restricted stock calculated using the treasury stock method. | ||
Stock-Based Compensation | Stock-Based Compensation | |
The Company accounts for stock-based compensation in accordance with ASC 718, Compensation — Stock Compensation (“ASC 718”). ASC 718 requires that the cost resulting from all share-based payment transactions be treated as compensation and recognized in the consolidated financial statements. We record share-based payment awards at fair value on the grant date of the awards, based on the estimated number of awards that are expected to vest. The fair value of stock options is determined using the Black-Scholes option-pricing model. The fair value of the restricted stock awards is based on the closing price of the Company’s common stock on the date of the grant. | ||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |
In November 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-16, "Derivatives and Hedging" (Topic 815): "Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, which provides guidance on identifying whether the nature of the host contract in a hybrid instrument is in the form of debt or equity". This standard requires management to consider the stated and implied substantive terms and features of the hybrid financial instrument, including the embedded derivative features, in order to determine whether the nature of the host contract is more akin to debt or to equity. The ASU is effective for annual periods and interim periods with those annual periods beginning after December 15, 2015, with early adoption permitted. The Company is evaluating the impact of this standard on its financial statements. | ||
In August 2014, the FASB issued ASU No. 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The standard requires management to evaluate, at each annual and interim reporting period, the Company’s ability to continue as a going concern within one year of the date the financial statements are issued and provide related disclosures. This accounting guidance is effective for the Company on a prospective basis for the annual period ending December 31, 2016 and is not expected to have a material effect on its financial statements. | ||
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”. The standard provides a single, comprehensive revenue recognition model for all contracts with customers and supersedes current revenue recognition guidance. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The new standard also includes enhanced disclosures which are significantly more comprehensive than those in existing revenue standards. The guidance is effective for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is evaluating evaluate the impact of this standard on its financial statements. | ||
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” The new guidance changes the criteria for reporting discontinued operations and requires additional disclosures of both discontinued operations and certain other disposals that do not qualify for discontinued operations reporting. Under the new criteria, only a disposal of a component of an entity or a group of components of an entity that represent a strategic shift that has (or will have) a major effect on the Company’s operations and financial results should be presented as discontinued operations. The new guidance is effective for annual and interim periods beginning after December 15, 2014, with early adoption permitted. The Company elected to early adopt the amended accounting standard. The adoption of this guidance did not have an impact on its financial statements. | ||
In July 2013, the FASB issued updated guidance permitting the Federal Funds Effective Swap Rate (or Overnight Index Swap Rate) to be used as a U.S. benchmark interest rate for hedge accounting purposes, in addition to the U.S. government rate and LIBOR. Prior to the amendment, only U.S. Treasury and the LIBOR swap rates were considered benchmark interest rates. Including the Federal Funds Effective Swap Rate as an acceptable U.S. benchmark interest rate in addition to U.S. Treasury and LIBOR rates provides a more comprehensive spectrum of interest rates to be utilized as the designated benchmark interest rate risk component under the hedge accounting guidance. The updated guidance is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. The adoption of this guidance did not impact the Company since the current interest rate swap is LIBOR based. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Table) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||
Schedule of Change in Estimated Average Membership Life | The table below summarizes the estimated average membership life of restricted members and unrestricted members that were in effect for each quarter during the past three year period from 2012 through 2014. | |||||||||||||||
Estimated Average Membership Life of | Estimated Average Membership Life of | |||||||||||||||
an Unrestricted Member | a Restricted Member | |||||||||||||||
Period | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||
Three months ended March 31 | 22 months | 25 months | 28 months | 28 months | 27 months | 25 months | ||||||||||
Three months ended June 30 | 22 months | 24 months | 28 months | 27 months | 28 months | 27 months | ||||||||||
Three months ended September 30 | 22 months | 23 months | 28 months | 26 months | 28 months | 28 months | ||||||||||
Three months ended December 31 | 22 months | 23 months | 27 months | 26 months | 28 months | 27 months | ||||||||||
Schedule of Accounts Receivable and Allowance for Doubtful Accounts | Following are the changes in the allowance for doubtful accounts for the years December 31, 2014, 2013 and 2012: | |||||||||||||||
Balance Beginning | Additions | Write-offs Net of | Balance at | |||||||||||||
of the Year | Recoveries | End of Year | ||||||||||||||
31-Dec-14 | $ | 2,309 | $ | 9,826 | $ | (9,624 | ) | $ | 2,511 | |||||||
31-Dec-13 | $ | 3,249 | $ | 8,335 | $ | (9,275 | ) | $ | 2,309 | |||||||
31-Dec-12 | $ | 2,440 | $ | 9,711 | $ | (8,902 | ) | $ | 3,249 | |||||||
Schedule of Supplemental Disclosure of Cash Flow Information | Supplemental disclosure of cash flow information: | |||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Cash paid | ||||||||||||||||
Interest (net of amounts capitalized) | $ | 17,103 | $ | 19,744 | $ | 23,738 | ||||||||||
Income taxes | $ | 23,553 | $ | 390 | $ | 924 | ||||||||||
Noncash investing and financing activities | ||||||||||||||||
Acquisition of fixed assets included in accounts payable and accrued expenses | $ | 4,822 | $ | 5,789 | $ | 2,797 | ||||||||||
Note: Interest includes cash payments under Initial Lease resulting from the sale of the East 86th Street property. See Notes 10 and 11 for additional noncash financing activities. | ||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | The following table summarizes the weighted average common shares for basic and diluted EPS computations. | |||||||||||||||
For The Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Weighted average number of common share outstanding — basic | 24,266,407 | 24,031,533 | 23,436,393 | |||||||||||||
Effect of dilutive share-based awards | — | 705,428 | 678,147 | |||||||||||||
Weighted average number of common shares outstanding — diluted | 24,266,407 | 24,736,961 | 24,114,540 | |||||||||||||
(Loss) earnings per share: | ||||||||||||||||
Basic | $ | (2.84 | ) | $ | 0.51 | $ | 0.51 | |||||||||
Diluted | $ | (2.84 | ) | $ | 0.5 | $ | 0.5 | |||||||||
Schedule of Assumptions Used to Derive the Fair Value of Option Awards | The fair value of the option awards for the periods presented below was determined using a Black-Scholes methodology using the following weighted average assumptions: | |||||||||||||||
Common | Risk-Free | Expected | Expected | Expected | Fair Value | |||||||||||
Interest | Life | Volatility | Dividend | at Date | ||||||||||||
Rate | Yield | of Grant | ||||||||||||||
2012 option modification incremental expense | 2.6 | % | 6 years | 79 | % | — | $ | 2.74 | ||||||||
2012 option modification incremental expense | 0.4 | % | 3 years | 50 | % | — | — | |||||||||
Fixed_Assets_Table
Fixed Assets (Table) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||||
Schedule of Fixed Asset Components | Fixed assets as of December 31, 2014 and 2013 are shown at cost, less accumulated depreciation and amortization and are summarized below: | |||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Leasehold improvements | $ | 491,401 | $ | 503,174 | ||||||||||||
Club equipment | 105,486 | 99,461 | ||||||||||||||
Furniture, fixtures and computer equipment | 65,373 | 61,481 | ||||||||||||||
Computer software | 22,071 | 20,229 | ||||||||||||||
Building and improvements | 4,995 | 4,995 | ||||||||||||||
Land | 986 | 986 | ||||||||||||||
Construction in progress | 12,740 | 9,907 | ||||||||||||||
703,052 | 700,233 | |||||||||||||||
Less: Accumulated depreciation and amortization | (469,408 | ) | (456,241 | ) | ||||||||||||
$ | 233,644 | $ | 243,992 | |||||||||||||
Schedule of Long-lived Assets Measured at Fair Value, Nonrecurring | The following table presents the long-lived assets measured at fair value on a nonrecurring basis for the period ended December 31, 2014: | |||||||||||||||
Basis of Fair Value Measurements | ||||||||||||||||
Fair Value | Quoted Prices in Active | Significant Other | Significant Unobservable | |||||||||||||
of Assets | Markets for Identical | Observable | Inputs (Level 3) | |||||||||||||
(Liabilities) | Items (Level 1) | Inputs (Level 2) | ||||||||||||||
December 31, 2014 | $ | 4,569 | $ | — | $ | — | $ | 4,569 | ||||||||
December 31, 2013 | $ | 714 | $ | — | $ | — | $ | 714 | ||||||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Business Combinations [Abstract] | ||||
Schedule Of Business Acquisitions By Acquisition | The following table summarizes the allocation of the purchase price to the fair value of the assets and liabilities acquired. | |||
Acquisition on | ||||
May 17, 2013 | ||||
Allocation of purchase price: | ||||
Other assets | $ | 90 | ||
Fixed assets related to leasehold improvements | 2,289 | |||
Goodwill | 9 | |||
Definite lived intangible assets: | ||||
Membership lists | 830 | |||
Management contracts | 250 | |||
Trade names | 40 | |||
Deferred revenue | (630 | ) | ||
Other liabilities | (443 | ) | ||
Total allocation of purchase price | $ | 2,435 | ||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Table) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Schedule of Goodwill | The changes in the carrying amount of goodwill from December 31, 2013 through December 31, 2014 are detailed in the charts below. | |||||||||||||||||||
NYSC | BSC | SSC | Outlier Clubs | Total | ||||||||||||||||
Goodwill, net of accumulated amortization | $ | 31,403 | $ | 15,775 | $ | 1,321 | $ | 3,982 | $ | 52,481 | ||||||||||
Less: accumulated impairment of goodwill | — | (15,766 | ) | — | (3,845 | ) | (19,611 | ) | ||||||||||||
Balance as of December 31, 2013 | 31,403 | 9 | 1,321 | 137 | 32,870 | |||||||||||||||
Changes due to foreign currency exchange rate fluctuations | — | — | (140 | ) | — | (140 | ) | |||||||||||||
Less: impairment of goodwill | — | — | — | (137 | ) | (137 | ) | |||||||||||||
Balance as of December 31, 2014 | $ | 31,403 | $ | 9 | $ | 1,181 | $ | — | $ | 32,593 | ||||||||||
Schedule of Finite-Lived Intangible Assets | Intangible assets as of December 31, 2014 and 2013 are as follows: | |||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
Gross Carrying | Accumulated | Net | ||||||||||||||||||
Amount | Amortization | Intangibles | ||||||||||||||||||
Membership lists | $ | 11,344 | $ | (11,163 | ) | $ | 181 | |||||||||||||
Management contracts | 250 | (73 | ) | 177 | ||||||||||||||||
Trade names | 40 | (4 | ) | 36 | ||||||||||||||||
$ | 11,634 | $ | (11,240 | ) | $ | 394 | ||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Gross Carrying | Accumulated | Net | ||||||||||||||||||
Amount | Amortization | Intangibles | ||||||||||||||||||
Membership lists | $ | 11,344 | $ | (10,696 | ) | $ | 648 | |||||||||||||
Non compete agreements | 1,508 | (1,508 | ) | — | ||||||||||||||||
Management contracts | 250 | (28 | ) | 222 | ||||||||||||||||
Trade names | 40 | (2 | ) | 38 | ||||||||||||||||
Other | 23 | (23 | ) | — | ||||||||||||||||
$ | 13,165 | $ | (12,257 | ) | $ | 908 | ||||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The aggregate amortization expense for the next five years and thereafter of the acquired intangible assets is as follows: | |||||||||||||||||||
Year Ending December 31, | ||||||||||||||||||||
2015 | $ | 223 | ||||||||||||||||||
2016 | 36 | |||||||||||||||||||
2017 | 30 | |||||||||||||||||||
2018 | 24 | |||||||||||||||||||
2019 | 19 | |||||||||||||||||||
2020 and thereafter | 62 | |||||||||||||||||||
$ | 394 | |||||||||||||||||||
Accrued_Expenses_Table
Accrued Expenses (Table) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Schedule of Accrued Expenses | Accrued expenses as of December 31, 2014 and 2013 consisted of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued payroll | $ | 3,966 | $ | 8,904 | ||||
Accrued construction in progress and equipment | 4,822 | 5,789 | ||||||
Accrued occupancy costs | 7,493 | 6,741 | ||||||
Accrued insurance claims | 2,065 | 1,863 | ||||||
Accrued other | 8,356 | 8,239 | ||||||
$ | 26,702 | $ | 31,536 | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Schedule of Debt | Long-term debt as of December 31, 2014 and 2013 consisted of the following: | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
2013 Term Loan Facility | $ | 308,284 | $ | 325,000 | ||||||||
Less: Unamortized discount | (8,413 | ) | (10,091 | ) | ||||||||
Less: Current portion due within one year | (3,114 | ) | (3,250 | ) | ||||||||
Long-term portion | $ | 296,757 | $ | 311,659 | ||||||||
Schedule of Long Term Obligations | The aggregate long-term debt obligations maturing during the next five years and thereafter are as follows: | |||||||||||
Amount Due | ||||||||||||
Year Ending December 31, | ||||||||||||
2015 | $ | 3,114 | ||||||||||
2016 | 3,114 | |||||||||||
2017 | 3,114 | |||||||||||
2018 | 3,114 | |||||||||||
2019 | 3,114 | |||||||||||
2020 and thereafter | 292,714 | |||||||||||
$ | 308,284 | |||||||||||
Schedule of Interest Expense and Capitalized Interest | The Company’s interest expense and capitalized interest related to funds borrowed to finance club facilities under construction for the years ended December 31, 2014, 2013 and 2012 were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Interest costs expensed | $ | 18,228 | $ | 22,617 | $ | 24,640 | ||||||
Interest costs capitalized | 300 | 32 | — | |||||||||
Total interest expense and amounts capitalized | $ | 18,528 | $ | 22,649 | $ | 24,640 | ||||||
Note: The table above does not include $810 of interest expense related to the building financing arrangement |
Building_Financing_Arrangement1
Building Financing Arrangement (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Future Lease Commitment Building Financing Arrangement | Included in the table below is the Company’s future lease commitment of $750 per year under the remaining term of the Initial Lease, which includes the options periods and will be recorded as interest expense. | ||||
12 months ending December 31, | |||||
2015 | $ | 750 | |||
2016 | 750 | ||||
2017 | 750 | ||||
2018 | 750 | ||||
2019 | 750 | ||||
2020 and thereafter | 14,771 | ||||
Minimum lease commitments | $ | 18,521 | |||
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the aggregate fair value of the Company’s derivative financial instrument: | |||||||||||||||
Fair Value Measurements Using: | ||||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||||
Fair Value | in Active Markets | Other | Unobservable | |||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Interest rate swap liability as of December 31, 2014 | $ | 1,294 | $ | — | $ | 1,294 | $ | — | ||||||||
Interest rate swap liability as of December 31, 2013 | $ | 182 | $ | — | $ | 182 | $ | — | ||||||||
Leases_Tables
Leases (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Leases [Abstract] | ||||
Schedule of Minimum Rental Payments Under Non-Cancelable Operating Leases | Future minimum rental payments under non-cancelable operating leases are shown in the chart below. These amounts exclude obligations of $750 per year under the Initial Lease related to the building financing arrangement. These amounts do not include any amounts relating to the New Club Lease. Refer to Note 11 - Building Financing Arrangement for further details. | |||
Minimum | ||||
Annual Rental | ||||
Year Ending December 31, | ||||
2015 | $ | 90,302 | ||
2016 | 87,236 | |||
2017 | 77,048 | |||
2018 | 70,569 | |||
2019 | 62,463 | |||
Aggregate thereafter | 226,489 | |||
Schedule of Minimum Rental Receivable Under Non-Cancelable Leases | The Company will continue to account for the rental income from this retail tenant after such sale and until the tenant’s lease is terminated. Refer to Note 11 - Building Financing Arrangement for further details. | |||
Minimum | ||||
Annual Rental | ||||
Year Ending December 31, | ||||
2015 | $ | 2,264 | ||
2016 | 2,045 | |||
2017 | 1,649 | |||
2018 | 1,124 | |||
2019 | 926 | |||
Aggregate thereafter | 1,251 | |||
Stockholders_Deficit_Equity_Ta
Stockholders' (Deficit) Equity (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Stockholders' Equity Note [Abstract] | ||||||||||||||||
Schedule of Stock Options Activity | The following table summarizes the stock option activity for the years ended December 31, 2012, 2013 and 2014: | |||||||||||||||
Common | Weighted | |||||||||||||||
Average | ||||||||||||||||
Exercise | ||||||||||||||||
Price | ||||||||||||||||
Balance at January 1, 2012 | 2,008,706 | $ | 5.4 | |||||||||||||
Option Modifications | 25,764 | 1.35 | ||||||||||||||
Exercised | (534,514 | ) | 4.4 | |||||||||||||
Cancelled | (18,090 | ) | 15.28 | |||||||||||||
Forfeited | (171,048 | ) | 2.6 | |||||||||||||
Balance at December 31, 2012 | 1,310,818 | 5.21 | ||||||||||||||
Exercised | (135,786 | ) | 4.42 | |||||||||||||
Cancelled | (30,548 | ) | 6.33 | |||||||||||||
Forfeited | (4,253 | ) | 1 | |||||||||||||
Balance at December 31, 2013 | 1,140,231 | 5.21 | ||||||||||||||
Exercised | (73,043 | ) | 1.82 | |||||||||||||
Cancelled | (34,567 | ) | 12.56 | |||||||||||||
Forfeited | (2,100 | ) | 3.54 | |||||||||||||
Balance at December 31, 2014 | 1,030,521 | $ | 5.29 | |||||||||||||
Schedule of Stock Options Outstanding | The following table summarizes stock option information as of December 31, 2014: | |||||||||||||||
Options Outstanding | ||||||||||||||||
Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Remaining | Exercise | Exercise | ||||||||||||||
Contractual | Price | Price | ||||||||||||||
Life | ||||||||||||||||
Common | ||||||||||||||||
2005 grants | 7,000 | 4 months | $ | 4.38 | 1,960 | $ | 6.54 | |||||||||
2006 grants | 116,500 | 19 months | 12.05 | 116,500 | 12.05 | |||||||||||
2007 grants | 111,000 | 31 months | 15.03 | 111,000 | 15.03 | |||||||||||
2008 grants | 202,894 | 42 months | 6.24 | 202,894 | 6.24 | |||||||||||
2009 grants | 215,740 | 59 months | 1.74 | 215,740 | 1.74 | |||||||||||
2010 grants | 369,887 | 68 months | 1.89 | 369,887 | 1.89 | |||||||||||
2011 grants | 7,500 | 73 months | 1.93 | 5,625 | 2.18 | |||||||||||
Total Grants | 1,030,521 | 51 months | $ | 5.29 | 1,023,606 | $ | 5.31 | |||||||||
Schedule of Stock Options Outstanding Weighted Average | The fair value of share-based payment awards was estimated using the Black-Scholes option pricing model as follows as of December 31, 2014: | |||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Shares | Average | Average | Intrinsic | |||||||||||||
Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | |||||||||||||||
Term | ||||||||||||||||
(years) | (thousands) | |||||||||||||||
Outstanding at December 31, 2014 | 1,030,521 | $ | 5.29 | 4.2 | $ | 2,880 | ||||||||||
Vested and exercisable at December 31, 2014 | 1,023,606 | $ | 5.31 | 4.3 | $ | 2,858 | ||||||||||
Schedule of Restricted Stock Grants | The following restricted stock grants were issued to employees of the Company during the year ended December 31, 2014. | |||||||||||||||
Date | Number | Share | Grant Date | |||||||||||||
of Shares | Price | Fair Value | ||||||||||||||
24-Feb-14 | 181,500 | $ | 8.63 | $ | 1,566 | |||||||||||
12-May-14 | 15,000 | $ | 6.47 | 97 | ||||||||||||
Total | 196,500 | $ | 1,663 | |||||||||||||
The following table summarizes the restricted stock activity for the year ended December 31, 2014. | ||||||||||||||||
Number | Weighted | |||||||||||||||
of Shares | Average | |||||||||||||||
Grant Date | ||||||||||||||||
Fair Value | ||||||||||||||||
Balance as of January 1, 2012 | 186,249 | $ | 7.39 | |||||||||||||
Granted | 251,500 | 12.3 | ||||||||||||||
Vested | (43,846 | ) | 7.28 | |||||||||||||
Forfeited | (26,291 | ) | 7.98 | |||||||||||||
Balance as of December 31, 2012 | 367,612 | 10.72 | ||||||||||||||
Granted | 178,500 | 9.33 | ||||||||||||||
Vested | (98,692 | ) | 10.39 | |||||||||||||
Forfeited | (84,249 | ) | 10.92 | |||||||||||||
Balance as of December 31, 2013 | 363,171 | 10.08 | ||||||||||||||
Granted | 196,500 | 8.47 | ||||||||||||||
Vested | (116,890 | ) | 9.82 | |||||||||||||
Forfeited | (41,247 | ) | 9.92 | |||||||||||||
Balance as of December 31, 2014 | 401,534 | $ | 9.38 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | The below table indicates the non-restricted common stock grants issued to the Company’s Board of Directors during the year ended December 31, 2014 and 2013. The total fair value of the shares issued was expensed upon the grant dates. | |||||||||||||||
Date | Number of | Share | Grant Date | |||||||||||||
Shares | Price | Fair Value | ||||||||||||||
16-Jan-13 | 24,280 | $ | 10.09 | $ | 245 | |||||||||||
25-Mar-13 | 1,622 | 9.25 | 15 | |||||||||||||
24-Jun-13 | 1,418 | 10.58 | 15 | |||||||||||||
24-Sep-13 | 1,208 | 12.42 | 15 | |||||||||||||
26-Dec-13 | 1,034 | 14.51 | 15 | |||||||||||||
January 16, 2014 | 21,248 | 11.53 | 245 | |||||||||||||
Revenue_from_Club_Operations_T
Revenue from Club Operations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Schedule of revenue from club operations | Revenues from club operations, including BFX Studio, for the years ended December 31, 2014, 2013 and 2012 are summarized below: | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Membership dues | $ | 343,185 | $ | 358,761 | $ | 366,044 | ||||||
Joining fees | 12,044 | 14,392 | 11,595 | |||||||||
Personal training revenue | 70,338 | 66,367 | 65,641 | |||||||||
Other ancillary club revenue(1) | 22,304 | 24,720 | 29,897 | |||||||||
Total club revenue | 447,871 | 464,240 | 473,177 | |||||||||
Fees and other revenue(2) | 5,971 | 5,985 | 5,804 | |||||||||
Total revenue | $ | 453,842 | $ | 470,225 | $ | 478,981 | ||||||
___________________________ | ||||||||||||
-1 | Other ancillary club revenue primarily consists of Small Group Training, Sports Clubs for Kids and racquet sports. | |||||||||||
-2 | Fees and other revenue primarily consist of rental income, marketing revenue and management fees. |
Corporate_Income_Taxes_Tables
Corporate Income Taxes (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Schedule of Corporate Income Tax Provision Components | The provision for income taxes for the years ended December 31, 2014, 2013 and 2012 consisted of the following: | |||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 12,454 | $ | 183 | $ | 266 | $ | 12,903 | ||||||||
Deferred | 14,684 | — | 25,024 | 39,708 | ||||||||||||
$ | 27,138 | $ | 183 | $ | 25,290 | $ | 52,611 | |||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 396 | $ | 232 | $ | 175 | $ | 803 | ||||||||
Deferred | 6,487 | — | 77 | 6,564 | ||||||||||||
$ | 6,883 | $ | 232 | $ | 252 | $ | 7,367 | |||||||||
Year Ended December 31, 2012 (Revised) | ||||||||||||||||
Federal | Foreign | State and | Total | |||||||||||||
Local | ||||||||||||||||
Current | $ | 250 | $ | 172 | $ | 79 | $ | 501 | ||||||||
Deferred | 6,041 | — | (221 | ) | 5,820 | |||||||||||
$ | 6,291 | $ | 172 | $ | (142 | ) | $ | 6,321 | ||||||||
Schedule of Components of Deferred Tax Assets, Net | The components of deferred tax assets, net consist of the following items: | |||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Deferred tax assets | ||||||||||||||||
Building financing arrangement | $ | 39,295 | $ | — | ||||||||||||
Deferred lease liabilities | 25,077 | 24,560 | ||||||||||||||
Deferred revenue | 12,603 | 10,816 | ||||||||||||||
Deferred compensation expense incurred in connection with stock options | 2,370 | 2,101 | ||||||||||||||
Federal and state net operating loss carry-forwards | 7,197 | 6,397 | ||||||||||||||
Accruals, reserves and other | 6,121 | 5,773 | ||||||||||||||
$ | 92,663 | $ | 49,647 | |||||||||||||
Deferred tax liabilities | ||||||||||||||||
Basis differences in fixed and intangible assets (including depreciation and amortization) | $ | 16,674 | $ | 16,283 | ||||||||||||
Change in accounting method | 10,121 | — | ||||||||||||||
Deferred costs and other assets | 5,604 | 4,457 | ||||||||||||||
Deferred lease receivable | 1,564 | — | ||||||||||||||
Undistributed foreign earnings and other | 587 | 492 | ||||||||||||||
$ | 34,550 | $ | 21,232 | |||||||||||||
Gross deferred tax assets | 58,113 | 28,415 | ||||||||||||||
Valuation allowance | (69,689 | ) | (65 | ) | ||||||||||||
Deferred tax assets, net | $ | (11,576 | ) | $ | 28,350 | |||||||||||
Summary of Valuation Allowance | ||||||||||||||||
Schedule of Corporate Income Tax Rate Reconciliation | The differences between the United States Federal statutory income tax rate and the Company’s effective tax rate were as follows for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Federal statutory tax rate | (35 | )% | 35 | % | 35 | % | ||||||||||
State and local income taxes, net of federal tax benefit | (8 | ) | 8 | 8 | ||||||||||||
Change in state effective income tax rate | 4 | — | (2 | ) | ||||||||||||
State tax benefit related to insurance premiums | (7 | ) | (6 | ) | (7 | ) | ||||||||||
Tax reserves | (1 | ) | 2 | — | ||||||||||||
Correction of an error | — | (1 | ) | (3 | ) | |||||||||||
Other permanent differences | (1 | ) | (1 | ) | 4 | |||||||||||
(48 | ) | 37 | 35 | |||||||||||||
Valuation allowance | 422 | — | — | |||||||||||||
Elimination of federal effect of state deferred taxes | (53 | ) | — | — | ||||||||||||
321 | % | 37 | % | 35 | % | |||||||||||
Schedule of Unrecognized Tax Benefits | A reconciliation of unrecognized tax benefits, excluding interest and penalties, is as follows: | |||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
(Revised) | ||||||||||||||||
Balance on January 1 | $ | 13,830 | $ | 15,659 | $ | 16,497 | ||||||||||
Gross decreases for tax positions taken in prior years | (12,675 | ) | (1,829 | ) | (838 | ) | ||||||||||
Gross increases for tax positions taken in prior years | 32 | — | — | |||||||||||||
Balance on December 31 | $ | 1,187 | $ | 13,830 | $ | 15,659 | ||||||||||
Reportable_Segments_Tables
Reportable Segments (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Reconciliation of Revenue from Segments to Consolidated | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Revenues: | ||||||||||||
Clubs | $ | 453,516 | $ | 470,225 | $ | 478,981 | ||||||
BFX Studio | 326 | — | — | |||||||||
Total Revenues | $ | 453,842 | $ | 470,225 | $ | 478,981 | ||||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
EBITDA: | ||||||||||||
Clubs | $ | 53,524 | $ | 91,770 | $ | 92,275 | ||||||
BFX Studio | (3,556 | ) | (364 | ) | — | |||||||
Total reportable segments | 49,968 | 91,406 | 92,275 | |||||||||
Depreciation and amortization | 47,307 | 49,099 | 49,391 | |||||||||
Interest expense | 19,039 | 22,617 | 24,640 | |||||||||
Interest income | — | (1 | ) | (43 | ) | |||||||
(Loss) income before provision for corporate income taxes | $ | (16,378 | ) | $ | 19,691 | $ | 18,287 | |||||
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Capital Expenditures: | ||||||||||||
Clubs | $ | 37,101 | $ | 30,565 | $ | 22,490 | ||||||
BFX Studio | 4,953 | 296 | — | |||||||||
Total Capital Expenditures | $ | 42,054 | $ | 30,861 | $ | 22,490 | ||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Schedule of Quarterly Financial Information | ||||||||||||||||
2014 | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(b) | (c) | |||||||||||||||
Net revenue | $ | 115,903 | $ | 115,697 | $ | 112,521 | $ | 109,721 | ||||||||
Operating income (loss) | (2,104 | ) | 2,068 | 2,412 | (1,624 | ) | ||||||||||
Net income (loss) | (3,515 | ) | (919 | ) | (867 | ) | (63,688 | ) | ||||||||
Earnings (loss) per share(a) | ||||||||||||||||
Basic | $ | (0.15 | ) | $ | (0.04 | ) | $ | (0.04 | ) | $ | (2.62 | ) | ||||
Diluted | $ | (0.15 | ) | $ | (0.04 | ) | $ | (0.04 | ) | $ | (2.62 | ) | ||||
2013 | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||
(d) | ||||||||||||||||
Net revenue | $ | 119,164 | $ | 120,112 | $ | 117,042 | $ | 113,907 | ||||||||
Operating income | 11,479 | 15,001 | 8,770 | 5,348 | ||||||||||||
Net income (loss) | 4,231 | 6,197 | 2,591 | (695 | ) | |||||||||||
Earnings (loss) per share(a) | ||||||||||||||||
Basic | $ | 0.18 | $ | 0.26 | $ | 0.11 | $ | (0.03 | ) | |||||||
Diluted | $ | 0.18 | $ | 0.25 | $ | 0.1 | $ | (0.03 | ) | |||||||
________________________ | ||||||||||||||||
(a) | Basic and diluted (loss) earnings per share are computed independently for each quarter presented. Accordingly, the sum of the quarterly earnings per share may not agree with the calculated full year earnings per share. | |||||||||||||||
(b) | Net loss and loss per share for the third quarter of 2014 included $833 and $0.03, respectively, comprised of the following: $928, net of tax, occupancy gain related to club closures, $60, net of tax, related to rental income from the Company's former tenant in the East 86th Street building, $24, net of tax, resulting from rent paid under the building financing arrangement (recorded in interest expense on the accompanying consolidated statement of operations), partially offset by $123, net of tax, related to legal damages resulting from a legal judgment and $56, net of tax, related to legal and other expenses associated with club closures. | |||||||||||||||
(c) | Net loss and loss per share for the fourth quarter of 2014 included $60,368 and $2.48, respectively, comprised of non-cash charge related to a tax valuation allowance recorded against deferred tax assets. | |||||||||||||||
(d) | Revenue and operating income for the fourth quarter of 2013 include $424 of rental revenue due to an out of period error correction. Net loss and loss per share for the fourth quarter of 2013 include $632 and $(0.03), respectively, comprised of the following: $259, net of tax, related to the out of period adjustment to rental income referred to above, $457 loss on extinguishment of debt, net of tax, in connection with the Company’s debt refinancing in November 2013; $77 payroll bonus expense, net of tax, in connection with the payment of a $0.16 cash bonus to eligible stock option holders; $237, net of tax, of severance related to an executive departure; $136, net of tax, related to legal fees in connection with the sale of the Company's 86th Street property and $16 of net income tax benefits related to corrections of temporary tax differences. |
Basis_of_Presentation_Details
Basis of Presentation (Details) | Dec. 31, 2014 |
club | |
Basis Of Presentation [Line Items] | |
Number of stores | 158 |
New York Sports Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 107 |
Boston Sports Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 30 |
Washington Sports Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 13 |
Partly Owned Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 2 |
Philadelphia Sports Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 5 |
Switzerland Clubs [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 3 |
BFX Studio [Member] | |
Basis Of Presentation [Line Items] | |
Number of stores | 1 |
Correction_of_Accounting_Error1
Correction of Accounting Errors (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 |
Accounting Changes and Error Corrections [Abstract] | |||
Correction deferred lease receivables and rental income | $424 | ||
Correction income tax | 225 | 483 | 16 |
Correction of prior year accounting error | $209 | $209 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Revenue Recognition (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | 17-May-13 |
club | club | ||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Clubs converted to new pricing stategy | 71 | ||||||||||||||||
Revenue Recognition, Membership Cancelation Notice | 30 days | ||||||||||||||||
Revenue Recognition, Membership Dues, Period of Recognition | 12 months | ||||||||||||||||
Usage fee revenue | $2,248 | $2,126 | $2,166 | ||||||||||||||
Deferred membership costs | 7,396 | 8,725 | 7,396 | 7,396 | 8,725 | ||||||||||||
Unused and expired personal training sessions | 15,207 | 14,309 | |||||||||||||||
Bonds outstanding pursuant to various state consumer protection laws | 2,540 | 3,375 | |||||||||||||||
Unrestricted [Member] | |||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Average member life | 22 months | 22 months | 22 months | 22 months | 22 months | 23 months | 23 months | 24 months | 25 months | 27 months | 28 months | 28 months | 28 months | ||||
Restricted [Member] | |||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Average member life | 26 months | 26 months | 26 months | 27 months | 28 months | 28 months | 28 months | 28 months | 27 months | 27 months | 28 months | 27 months | 25 months | ||||
Fitcorp [Member] | |||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Managed sites acquired | 4 | ||||||||||||||||
Managed Sites [Member] | |||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Managed university sites | 3 | ||||||||||||||||
Managed sites | 7 | ||||||||||||||||
Revenues | $1,502 | $796 | $496 | ||||||||||||||
Managed Sites [Member] | Fitcorp [Member] | |||||||||||||||||
Summary of Significant Accounting Policies - Revenue Recognition [Line Items] | |||||||||||||||||
Managed sites acquired | 4 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Advertising, Cash, and Deferred Lease (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Financing Receivable, Impaired [Line Items] | |||
Advertising expense | $7,903,000 | $5,943,000 | $6,158,000 |
Captive insurance required balance | 250,000 | ||
Cash related to captive insurance that was included in cash and cash equivalents | 274,000 | 274,000 | |
Amortization of lease incentives | 2,771,000 | 3,310,000 | 2,955,000 |
Operating Expense [Member] | |||
Financing Receivable, Impaired [Line Items] | |||
Lease termination policy | $1,482,000 | $0 | $0 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Accounts Receivable and Allowance for Doubtful Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | |||
Accounts receivable, gross | $6,206 | $6,013 | |
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Allowance for doubtful accounts - beginning of period | 2,309 | 3,249 | 2,440 |
Additions | 9,826 | 8,335 | 9,711 |
Write-offs net of recoveries | -9,624 | -9,275 | -8,902 |
Allowance for doubtful accounts - ending of period | $2,511 | $2,309 | $3,249 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Fixed Assets (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Building and Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed asset useful life | 30 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed asset useful life | 5 years |
Computer Software, Intangible Asset [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed asset useful life | 3 years |
Computer Software, Intangible Asset [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed asset useful life | 5 years |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Intangible Assets (Details) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | |
Regular [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Average member life | 22 months | 22 months | 22 months | 22 months | 22 months | 23 months | 23 months | 24 months | 25 months | 27 months | 28 months | 28 months | 28 months | |
Noncompete Agreements [Member] | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 1 year | |||||||||||||
Noncompete Agreements [Member] | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 5 years | |||||||||||||
Employment Contracts [Member] | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 9 years | |||||||||||||
Employment Contracts [Member] | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 11 years | |||||||||||||
Trade Names [Member] | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 10 years | |||||||||||||
Trade Names [Member] | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 20 years |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Debt Issuance Costs (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Line Items] | |||
Amortization of debt issuance costs | $627 | $1,153 | $1,135 |
Amortization of building financing costs | $31 | $0 | $0 |
Debt Issuance Cost [Member] | Minimum [Member] | |||
Accounting Policies [Line Items] | |||
Deferred Finance Costs, Amortization Period | 5 years | ||
Debt Issuance Cost [Member] | Maximum [Member] | |||
Accounting Policies [Line Items] | |||
Deferred Finance Costs, Amortization Period | 7 years | ||
Building Financing Cost [Member] | |||
Accounting Policies [Line Items] | |||
Deferred Building Financing Costs, Amortization Period | 25 years |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Impairment and Insurance (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Accounting Policies [Line Items] | |
Letter of credits related to insurance claims | 615 |
Minimum [Member] | |
Accounting Policies [Line Items] | |
Percent of revenue | 3.00% |
Maximum [Member] | |
Accounting Policies [Line Items] | |
Percent of revenue | 5.00% |
Recovered_Sheet1
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Valuation Allowance (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Accounting Policies [Abstract] | |
Valuation allowance, net of the elimination of federal effect of state deferred taxes | $60,368 |
Recovered_Sheet2
Summary of Significant Accounting Policies - Statements of Cash Flows (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash paid | |||
Interest (net of amounts capitalized) | $17,103 | $19,744 | $23,738 |
Income taxes | 23,553 | 390 | 924 |
Noncash investing and financing activities | |||
Acquisition of fixed assets included in accounts payable and accrued expenses | $4,822 | $5,789 | $2,797 |
Recovered_Sheet3
Summary of Significant Accounting Policies - AOCI and Concentrations of Credit Risk (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
club | ||||
Accounting Policies [Line Items] | ||||
Foreign currency translation adjustment | ($545) | $68 | $95 | |
Foreign currency translation adjustment, tax | 0 | 49 | 0 | |
Number of stores | 158 | |||
Cash and cash equivalents held at two financial institutions | 85,396 | |||
Cash and cash equivalents | $93,452 | $73,598 | $37,758 | $47,880 |
Switzerland Clubs [Member] | ||||
Accounting Policies [Line Items] | ||||
Number of stores | 3 |
Recovered_Sheet4
Summary of Significant Accounting Policies - Earnings (Loss) Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accounting Policies [Abstract] | |||||||||||
If Not In Net Loss Position, Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 378,285 | ||||||||||
Weighted average number of common share outstanding — basic | 24,266,407 | 24,031,533 | 23,436,393 | ||||||||
Effect of dilutive share-based awards | 0 | 705,428 | 678,147 | ||||||||
Weighted average number of common shares outstanding — diluted | 24,266,407 | 24,736,961 | 24,114,540 | ||||||||
(Loss) earnings per share: | |||||||||||
Basic (in dollars per share) | ($2.62) | ($0.04) | ($0.04) | ($0.15) | ($0.03) | $0.11 | $0.26 | $0.18 | ($2.84) | $0.51 | $0.51 |
Diluted (in dollars per share) | ($2.62) | ($0.04) | ($0.04) | ($0.15) | ($0.03) | $0.10 | $0.25 | $0.18 | ($2.84) | $0.50 | $0.50 |
Antidilutive securities excluded | 269,992 | 306,904 |
Recovered_Sheet5
Summary of Significant Accounting Policies - Stock based compensation (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 11, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 11, 2012 |
participant | participant | |||||
Accounting Policies [Abstract] | ||||||
Cash dividends per share | $3 | |||||
Number of plan participants impacted by option modification | 67 | 67 | ||||
Incremental compensation expense due to modification of stock options | $148 | |||||
Incremental compensation expense to be recognized | 609 | |||||
Black-Scholes assumptions - Risk-free interest rate | 0.40% | 2.60% | ||||
Black-Scholes assumptions - Expected life (in years) | 3 years | 6 years | ||||
Black-Scholes assumptions - Expected Volatility | 50.00% | 79.00% | ||||
Black-Scholes assumptions - Fair value at date of grant | $2.74 | |||||
Unrecognized compensation cost related to stock options (less than) | $1 |
Fixed_Assets_Details
Fixed Assets (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
club | club | club | |
Asset Impairment Charges [Line Items] | |||
Depreciation and leasehold amortization expense | $46,794 | $48,785 | $49,391 |
Number of locations evaluated for impairments | 36 | ||
Impairment Of Long Lived Assets Held For Use | 4,569 | 714 | 3,436 |
Number of locations with impairments | 9 | 3 | |
Number of locations with impairment of long lived assets due to the difference in carrying value and its fair value excluding Sandy clubs | 5 | 1 | |
Number of clubs expected to convert to manage site | 1 | ||
Number of locations evaluated without impairments | 27 | ||
Net Book Value Remaining For Locations Evaluated | 38,297 | ||
Hurricane Sandy related fixed asset impairments | 3,197 | ||
Hurricane Sandy related fixed asset impairments locations | 4 | ||
Impairment of long lived assets due to the difference in carrying value and its fair value | $239 | ||
Impairment due to closure [Member] | |||
Asset Impairment Charges [Line Items] | |||
Number of locations with impairments | 3 |
Fixed_Assets_Summary_of_Fixed_
Fixed Assets - Summary of Fixed Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Abstract] | ||
Leasehold improvements | $491,401 | $503,174 |
Club equipment | 105,486 | 99,461 |
Furniture, fixtures and computer equipment | 65,373 | 61,481 |
Computer software | 22,071 | 20,229 |
Building and improvements | 4,995 | 4,995 |
Land | 986 | 986 |
Construction in progress | 12,740 | 9,907 |
Fixed assets, gross | 703,052 | 700,233 |
Less: Accumulated depreciation and amortization | -469,408 | -456,241 |
Fixed assets, net | $233,644 | $243,992 |
Club_Closures_Details
Club Closures (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
club | |
Other Income and Expenses [Abstract] | |
Clubs closed | 8 |
Number of clubs expected to convert to manage site | 1 |
Net occupancy gain on club closure | $1,442 |
Write off of deferred lease liability | 2,924 |
Lease termination costs | -1,482 |
Club closure other expenses | 262 |
Club closure impairment | $734 |
Locations impaired club closure | 3 |
Acquisitions_Details
Acquisitions (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 15, 2013 | 17-May-13 |
club | |||||
Definite lived intangible assets: | |||||
Total allocation of purchase price | $0 | $2,939 | $0 | ||
West End Sports Club [Member] | |||||
Acquisitions [Line Items] | |||||
Purchase price allocation, assets | 560 | ||||
Acquisition costs incurred | 95 | ||||
Allocation of purchase price: | |||||
Fixed assets related to leasehold improvements | 458 | ||||
Definite lived intangible assets: | |||||
Membership lists | 102 | ||||
Deferred revenue | -56 | ||||
Total allocation of purchase price | 504 | ||||
Fitcorp [Member] | |||||
Acquisitions [Line Items] | |||||
Purchase price allocation, assets | 3,175 | ||||
Acquisition costs incurred | 231 | ||||
Clubs acquired | 5 | ||||
Managed sites acquired | 4 | ||||
Allocation of purchase price: | |||||
Other assets | 90 | ||||
Fixed assets related to leasehold improvements | 2,289 | ||||
Goodwill | 9 | ||||
Definite lived intangible assets: | |||||
Membership lists | 830 | ||||
Management contracts | 250 | ||||
Trade names | 40 | ||||
Deferred revenue | -630 | ||||
Other liabilities | -443 | ||||
Total allocation of purchase price | $2,435 | ||||
Minimum [Member] | Employment Contracts [Member] | |||||
Definite lived intangible assets: | |||||
Management contracts, useful life | 9 years | ||||
Maximum [Member] | Employment Contracts [Member] | |||||
Definite lived intangible assets: | |||||
Management contracts, useful life | 11 years |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-14 | Feb. 28, 2014 |
reporting_unit | |||||
trade_name | |||||
Goodwill [Line Items] | |||||
Number of trade names | 4 | ||||
Number of reportable segments | 1 | ||||
Impairment of goodwill | $137 | $0 | $0 | ||
Minimum [Member] | |||||
Goodwill [Line Items] | |||||
Fair Value Inputs, Discount Rate | 12.50% | 9.30% | 9.50% | ||
Fair Value Inputs, Terminal Growth Rate | 0.50% | 0.50% | 0.00% | ||
Maximum [Member] | |||||
Goodwill [Line Items] | |||||
Fair Value Inputs, Discount Rate | 17.80% | 13.60% | 16.50% | ||
Fair Value Inputs, Terminal Growth Rate | 2.00% | 2.00% | 2.80% | ||
Outlier Clubs [Member] | |||||
Goodwill [Line Items] | |||||
Impairment of goodwill | 137 | ||||
New York Sports Clubs [Member] | |||||
Goodwill [Line Items] | |||||
Impairment of goodwill | 0 | ||||
Percentage of fair value in excess of carrying amount | 40.00% | 36.00% | 48.00% | ||
Switzerland Clubs [Member] | |||||
Goodwill [Line Items] | |||||
Impairment of goodwill | 0 | ||||
Percentage of fair value in excess of carrying amount | 8.00% | 65.00% | 73.00% | ||
Boston Sports Clubs [Member] | |||||
Goodwill [Line Items] | |||||
Impairment of goodwill | $0 | ||||
Percentage of fair value in excess of carrying amount | 24.00% |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill [Roll Forward] | |||
Goodwill, net of accumulated amortization | $52,481 | ||
Less: accumulated impairment of goodwill | -19,611 | ||
Goodwill | 32,870 | ||
Changes due to foreign currency exchange rate fluctuations | -140 | ||
Less: impairment of goodwill | -137 | 0 | 0 |
Goodwill | 32,593 | 32,870 | |
New York Sports Clubs [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, net of accumulated amortization | 31,403 | ||
Less: accumulated impairment of goodwill | 0 | ||
Goodwill | 31,403 | ||
Changes due to foreign currency exchange rate fluctuations | 0 | ||
Less: impairment of goodwill | 0 | ||
Goodwill | 31,403 | ||
Boston Sports Clubs [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, net of accumulated amortization | 15,775 | ||
Less: accumulated impairment of goodwill | -15,766 | ||
Goodwill | 9 | ||
Changes due to foreign currency exchange rate fluctuations | 0 | ||
Less: impairment of goodwill | 0 | ||
Goodwill | 9 | ||
Switzerland Clubs [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, net of accumulated amortization | 1,321 | ||
Less: accumulated impairment of goodwill | 0 | ||
Goodwill | 1,321 | ||
Changes due to foreign currency exchange rate fluctuations | -140 | ||
Less: impairment of goodwill | 0 | ||
Goodwill | 1,181 | ||
Outlier Clubs [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, net of accumulated amortization | 3,982 | ||
Less: accumulated impairment of goodwill | -3,845 | ||
Goodwill | 137 | ||
Changes due to foreign currency exchange rate fluctuations | 0 | ||
Less: impairment of goodwill | -137 | ||
Goodwill | $0 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $513,000 | $314,000 | $0 |
Gross Carrying Amount | 11,634,000 | 13,165,000 | |
Accumulated Amortization | -11,240,000 | -12,257,000 | |
Net Intangibles | 394,000 | 908,000 | |
Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 23,000 | ||
Accumulated Amortization | -23,000 | ||
Net Intangibles | 0 | ||
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 1,508,000 | ||
Accumulated Amortization | -1,508,000 | ||
Net Intangibles | 0 | ||
Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 40,000 | 40,000 | |
Accumulated Amortization | -4,000 | -2,000 | |
Net Intangibles | 36,000 | 38,000 | |
Management contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 250,000 | 250,000 | |
Accumulated Amortization | -73,000 | -28,000 | |
Net Intangibles | 177,000 | 222,000 | |
Membership list [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 11,344,000 | 11,344,000 | |
Accumulated Amortization | -11,163,000 | -10,696,000 | |
Net Intangibles | $181,000 | $648,000 |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets - Schedule of Aggregate Amortization Expense (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2015 | $223 | |
2016 | 36 | |
2017 | 30 | |
2018 | 24 | |
2019 | 19 | |
2020 and thereafter | 62 | |
Net Intangibles | $394 | $908 |
Accrued_Expenses_Details
Accrued Expenses (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ||
Accrued payroll | $3,966 | $8,904 |
Accrued construction in progress and equipment | 4,822 | 5,789 |
Accrued occupancy costs | 7,493 | 6,741 |
Accrued insurance claims | 2,065 | 1,863 |
Accrued other | 8,356 | 8,239 |
Accrued Liabilities, Current | $26,702 | $31,536 |
LongTerm_Debt_Schedule_of_Long
Long-Term Debt - Schedule of Long-Term Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 15, 2013 |
Debt Instrument [Line Items] | |||
2013 Term Loan Facility | $325,000,000 | ||
Less: Current portion due within one year | -3,114,000 | -3,250,000 | |
Long-term portion | 296,757,000 | 311,659,000 | |
Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | |||
Debt Instrument [Line Items] | |||
2013 Term Loan Facility | 308,284,000 | 325,000,000 | 325,000,000 |
Less: Unamortized discount | -8,413,000 | -10,091,000 | -1,625,000 |
Less: Current portion due within one year | -3,114,000 | -3,250,000 | |
Long-term portion | $296,757,000 | $311,659,000 |
LongTerm_Debt_Maturity_Table_D
Long-Term Debt - Maturity Table (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 15, 2013 |
Long-term Debt, Fiscal Year Maturity [Abstract] | |||
Total debt | $325,000,000 | ||
Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||
2015 | 3,114,000 | ||
2016 | 3,114,000 | ||
2017 | 3,114,000 | ||
2018 | 3,114,000 | ||
2019 | 3,114,000 | ||
2020 and thereafter | 292,714,000 | ||
Total debt | $308,284,000 | $325,000,000 | $325,000,000 |
LongTerm_Debt_2013_Senior_Cred
Long-Term Debt - 2013 Senior Credit Facility (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 15, 2013 | Nov. 30, 2014 | Mar. 31, 2014 | |
Debt And Credit Facility [Line Items] | ||||||
Long-term debt, gross | $325,000,000 | |||||
Repayment of term loan | 16,716,000 | 0 | 0 | |||
Loss on extinguishment of debt | -493,000 | -750,000 | -1,010,000 | |||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Line of credit maximum borrowing capacity | 370,000,000 | |||||
Covenant compliance, maximum percentage available on line of credit due to exceeded maximum leverage ratio | 25.00% | |||||
Threshold from sale of assets used towards mandatory prepayments | 30,000,000 | |||||
Proceeds from sale of assets | 43,500,000 | |||||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | Leverage Ratio, Greater Than 2.50 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Covenant compliance, maximum leverage ratio | 2.5 | |||||
Excess cash flow repayment percentage | 50.00% | |||||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | Leverage Ratio, Greater than 2.00 but Less than 2.50 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Covenant compliance, maximum leverage ratio | 2 | |||||
Excess cash flow repayment percentage | 25.00% | |||||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | Leverage Ratio, Less Than or Equal to 2.00 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Excess cash flow repayment percentage | 0.00% | |||||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | Base Rate [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Debt basis spread on variable rate (as percent) | 2.50% | |||||
Line of Credit [Member] | 2013 Senior Credit Facility [Member] | LIBOR [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Debt basis spread on variable rate (as percent) | 3.50% | |||||
Revolving Credit Facility [Member] | 2013 Revolving Loan Facility Maturing November 15, 2018 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Line of credit maximum borrowing capacity | 45,000,000 | |||||
Covenant compliance, maximum percentage available on line of credit due to exceeded maximum leverage ratio | 25.00% | |||||
Covenant compliance, maximum leverage ratio | 4.5 | |||||
Unused borrowing capacity based on leverage ratio | 11,250,000 | |||||
Unused borrowing capacity | 42,020,000 | |||||
Letter of Credit [Member] | 2013 Senior Credit Facility [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Line of credit maximum borrowing capacity | 5,500,000 | |||||
Letter of Credit [Member] | 2013 Revolving Loan Facility Maturing November 15, 2018 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Letters of credit outstanding | 2,980,000 | |||||
Secured Debt [Member] | 2013 Senior Credit Facility [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Additional debt discount due to creditor fees | 4,356,000 | |||||
Deferred debt issuance costs | 5,119,000 | |||||
Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Long-term debt, gross | 308,284,000 | 325,000,000 | 325,000,000 | |||
Proceeds from issuance of secured debt | 323,375,000 | |||||
Debt Instrument, Discount Percentage | 0.50% | |||||
Percent of amendment fee paid to consenting lenders | 0.25% | |||||
Debt unamortized discount | 8,413,000 | 10,091,000 | 1,625,000 | |||
Repayment of term loan | 16,716,000 | |||||
Debt mandatory prepayment from sale of assets | 13,500,000 | |||||
Loss on extinguishment of debt | -493,000 | |||||
Write-off of unamortized debt issuance cost | 119,000 | |||||
Write-off of unamortized original issue discount | 374,000 | |||||
Debt Instrument, Term After Which Excess Cash Flow is Paid | 95 days | |||||
Long-term debt | 299,871,000 | |||||
Unamortized debt issuance costs | $3,669,000 | |||||
Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | Base Rate [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Debt Instrument, Variable Rate Floor | 2.00% | |||||
Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | LIBOR [Member] | ||||||
Debt And Credit Facility [Line Items] | ||||||
Debt Instrument, Variable Rate Floor | 1.00% |
LongTerm_Debt_2011_Senior_Cred
Long-Term Debt - 2011 Senior Credit Facility (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 15, 2013 | Nov. 16, 2012 | Aug. 22, 2012 | 11-May-11 | Nov. 14, 2012 | |
Debt Instrument [Line Items] | ||||||||
Payments of financing costs | $0 | $763,000 | $125,000 | |||||
Principal payments to non-consenting Term Loan Facility lenders | 0 | 0 | 13,796,000 | |||||
Repayments of senior debt | 0 | 0 | 36,007,000 | |||||
Rate less than percent difference between debt instruments | 10.00% | |||||||
Loss on extinguishment of debt | -493,000 | -750,000 | -1,010,000 | |||||
Long-term debt, gross | 325,000,000 | |||||||
Line of Credit [Member] | 2011 Senior Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit maximum borrowing capacity | 350,000 | |||||||
Percent of amendment fee paid to consenting lenders | 0.50% | |||||||
Payments of financing costs | 125,000 | 8,065,000 | ||||||
Principal payments to non-consenting Term Loan Facility lenders | 13,796,000 | |||||||
Total cash paid in connection with early repayment of debt | 316,617,000 | |||||||
Loss on extinguishment of debt | 750,000 | -464,000 | ||||||
Debt discount related to an amendment fee paid to consenting lenders | 639,000 | |||||||
Amendment fee percentage | 0.25% | |||||||
Interest expense related to bank, legal and accounting related fees paid to third parties to execute the Amendment | 1,569,000 | |||||||
Early repayment of senior debt | 315,743,000 | |||||||
Interest paid | 807,000 | |||||||
Letter of credit and commitment fees | 67,000 | |||||||
Senior Notes [Member] | Senior Discount Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt stated interest rate | 11.00% | |||||||
Secured Debt [Member] | 2011 Senior Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt unamortized discount | 300,000 | |||||||
Long-term debt, gross | 60,000 | |||||||
Secured Debt [Member] | 2011 Term Loan Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Amendment, Decrease in Interest Rate | 1.25% | |||||||
Line of credit maximum borrowing capacity | 300,000 | |||||||
Debt Instrument, Discount Percentage | 1.00% | |||||||
Percent of amendment fee paid to consenting lenders | 1.00% | 1.00% | ||||||
Debt unamortized discount | 3,000,000 | |||||||
Repayments of senior debt | 15,000,000 | |||||||
Loss on extinguishment of debt | 546,000 | |||||||
Write-off of unamortized debt issuance cost | 269,000 | 260,000 | ||||||
Write-off of unamortized original issue discount | 277,000 | 204,000 | ||||||
Debt discount related to an amendment fee paid to consenting lenders | 2,707,000 | |||||||
Amendment fee percentage | 1.00% | |||||||
Interest expense related to bank, legal and accounting related fees paid to third parties to execute the Amendment | 1,390,000 | |||||||
Revolving Credit Facility [Member] | 2011 Revolving Loan Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit maximum borrowing capacity | $50,000 |
LongTerm_Debt_Fair_Value_Detai
Long-Term Debt - Fair Value (Details) (Level 2 [Member], Secured Debt [Member], 2013 Term Loan Facility Maturing November 15, 2020 [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Level 2 [Member] | Secured Debt [Member] | 2013 Term Loan Facility Maturing November 15, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Fair market value of debt | $221,964 | $327,438 |
LongTerm_Debt_LongTerm_Debt_In
Long-Term Debt Long-Term Debt - Interest Expense (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | |||
Interest costs expensed | $18,228 | $22,617 | $24,640 |
Interest costs capitalized | 300 | 32 | 0 |
Total interest expense and amounts capitalized | 18,528 | 22,649 | 24,640 |
Interest expense, building financing arrangement | $810 |
Building_Financing_Arrangement2
Building Financing Arrangement (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 12, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
sqft | ||||
Operating Leased Assets [Line Items] | ||||
Gross proceeds from sale of building | $85,650 | |||
Fees within gross proceeds building sale | 150 | |||
Lessee Leasing Arrangements, Financing Obligations, Property Subject to or Available for Operating Lease, Area | 24,000 | |||
Lease renewal option one | 10 years | |||
Lease renewal option two | 5 years | |||
Proceeds from building financing arrangement | 83,400 | |||
Escrow from former tenant | 1,750 | |||
Escrow amounts related property sale | 500 | |||
Building financing arrangement | 83,400 | 0 | ||
Book value of building and improvements | 3,229 | |||
Book value of land | 986 | |||
Fees related to transaction | 3,160 | |||
Initial lease term | 25 years | |||
Amortization deferred transaction costs | 126 | |||
Lessee Leasing Arrangements, Financing Obligations, Term of Contract | 10 years | 10 years | ||
Minimum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Rental income classified as interest expense | 1,849 | |||
Maximum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Rental income classified as interest expense | $2,604 |
Building_Financing_Arrangement3
Building Financing Arrangement - Future Lease Commitment (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | |
2015 | $750 |
2016 | 750 |
2017 | 750 |
2018 | 750 |
2019 | 750 |
2020 and thereafter | 14,771 |
Minimum lease commitments | $18,521 |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Details) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Nov. 15, 2013 | Jul. 13, 2011 | Aug. 31, 2012 | Nov. 14, 2012 | |
Derivative Instrument [Line Items] | ||||||
Long-term debt, gross | $325,000,000 | |||||
Interest rate swap liability | 1,294,000 | 182,000 | ||||
Offset to accumulated other comprehensive income | 1,215,000 | 103,000 | ||||
July 2011 Agreement [Member] | ||||||
Derivative Instrument [Line Items] | ||||||
Derivative, notional amount | 150,000,000 | |||||
Derivative, fixed interest rate | 1.98% | |||||
Derivative fixed interest rate, total | 7.48% | |||||
Derivative, basis spread on variable rate | 5.50% | |||||
Interest rate floor on eurodollar loan | 1.50% | |||||
August 2012 Agreement [Member] | ||||||
Derivative Instrument [Line Items] | ||||||
Derivative, fixed interest rate | 1.78% | |||||
Derivative fixed interest rate, total | 6.28% | |||||
Derivative, basis spread on variable rate | 4.50% | |||||
Interest rate floor on eurodollar loan | 1.25% | |||||
November 2012 Agreement [Member] | ||||||
Derivative Instrument [Line Items] | ||||||
Derivative, notional amount | 160,000,000 | |||||
Derivative, fixed interest rate | 1.69% | |||||
Derivative fixed interest rate, total | 6.19% | |||||
Incremental term loan from an amendment | 60,000,000 | |||||
November 2013 Agreement [Member] | ||||||
Derivative Instrument [Line Items] | ||||||
Derivative, notional amount | $160,000,000 | |||||
Derivative fixed interest rate, total | 5.38% | |||||
Derivative, basis spread on variable rate | 3.50% |
Leases_Additional_Information_
Leases - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
lease | ||||
Leases [Abstract] | ||||
Building Financing Arrangement, Annual Minimum Lease Payments | $750,000 | |||
Letters of credit outstanding, amount related to leases | 1,265,000 | |||
Leases expiring with no renewal options, next 5 years | 25 | |||
Leases expiring with no renewal options, current year | 3 | |||
Leases expiring with renewal options, next 5 years | 48 | |||
Rent expense | 124,816,000 | 118,811,000 | 117,229,000 | |
Non-base rent expense | 24,340,000 | 23,539,000 | 23,291,000 | |
Future annual rental income classified as interest expense | 2,000,000 | |||
Rental income | 4,195,000 | 5,161,000 | 4,363,000 | |
Rental income above base rent | 242,000 | 59,000 | ||
Rental income from owned property | 2,000,000 | 2,000,000 | 2,000,000 | |
Non cash rental income revenue out of period adjustment | $424,000 | $424,000 |
Leases_Leases_Future_Minimum_L
Leases Leases - Future Minimum Lease Payments (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2015 | $90,302 |
2016 | 87,236 |
2017 | 77,048 |
2018 | 70,569 |
2019 | 62,463 |
Aggregate thereafter | $226,489 |
Leases_Future_Lease_Receivable
Leases - Future Lease Receivables (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2015 | $2,264 |
2016 | 2,045 |
2017 | 1,649 |
2018 | 1,124 |
2019 | 926 |
Aggregate thereafter | $1,251 |
Stockholders_Deficit_Equity_Ca
Stockholders' (Deficit) Equity - Capitalization (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Capital stock shares authorized | 105,000,000 | |
Preferred stock shares authorized | 5,000,000 | |
Preferred stock, par value | $0.00 | $0.00 |
Common stock shares authorized | 100,000,000 | |
Common stock, par value | $0.00 | $0.00 |
Rights Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Award, Number of Rights Given For Each Common Stock | 1 | |
Class of Warrant or Right, Term Before Warrant Becomes Exercisable | 10 days | |
Class of Warrant or Right, Threshold Which Entitles Holder to Purchase Common Stock Having a Market Value Equal to Twice the Exercise Price | 20.00% | |
Right, redemption price | $0.01 | |
Number of securities called by each right | 1 | |
Series A Preferred Stock [Member] | Rights Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Right, exercise price | $15 | |
Number of securities called by each right | 0.001 |
Stockholders_Deficit_Equity_Co
Stockholders' (Deficit) Equity - Common Stock Options (Details) (USD $) | 0 Months Ended | 12 Months Ended | 27 Months Ended | ||||
Dec. 11, 2012 | 12-May-11 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2015 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options Exercisable | 1,023,606 | 1,029,416 | 982,464 | ||||
Options Outstanding (in shares) | 1,030,521 | ||||||
Exercise price to determine In-The-Money Options for bonus payment | $12.39 | ||||||
Cash Dividends Paid Per Share | $3 | ||||||
Dividend equivalent payroll bonus payment | $2,496,000 | ||||||
Number of plan participants impacted by option modification | 67 | 67 | |||||
2004 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options Outstanding (in shares) | 7,000 | ||||||
2006 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options Outstanding (in shares) | 1,023,521 | ||||||
Number of additional shares authorized to be issued under the stock incentive plan | 500,000 | ||||||
Original number of shares authorized to be issued under the stock incentive plan | 2,500,000 | ||||||
Number of shares authorized to be issued under the stock incentive plan | 3,000,000 | 3,000,000 | |||||
Number of shares available to be issued under the stock incentive plan | 281,305 | ||||||
Stock Option Grants [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options Outstanding (in shares) | 1,030,521 | 1,140,231 | 1,310,818 | 2,008,706 | |||
Stock-based compensation expense | 299,000 | 843,000 | 657,000 | ||||
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense | 142,000 | 362,000 | 286,000 | ||||
Incremental expense recognized | 148,000 | 160,000 | 605,000 | ||||
Total incremental compensation expense | $753,000 |
Stockholders_Deficit_Equity_St
Stockholders' (Deficit) Equity - Stock Option Activity (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options Outstanding, Ending Balance | 1,030,521 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Ending Balance, Weighted Average Exercise Price | $5.29 | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options Outstanding, Beginning Balance | 1,140,231 | 1,310,818 | 2,008,706 |
Option Modifications | 25,764 | ||
Exercised | -73,043 | -135,786 | -534,514 |
Cancelled | -34,567 | -30,548 | -18,090 |
Forfeited | -2,100 | -4,253 | -171,048 |
Options Outstanding, Ending Balance | 1,030,521 | 1,140,231 | 1,310,818 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Beginning Balance, Weighted Average Exercise Price | $5.21 | $5.21 | $5.40 |
Option Modifications, Weighted Average Exercise Price | $1.35 | ||
Exercised, Weighted Average Exercise Price | $1.82 | $4.42 | $4.40 |
Cancelled, Weighted Average Exercise Price | $12.56 | $6.33 | $15.28 |
Forfeited, Weighted Average Exercise Price | $3.54 | $1 | $2.60 |
Ending Balance, Weighted Average Exercise Price | $5.29 | $5.21 | $5.21 |
Stockholders_Deficit_Equity_St1
Stockholders' (Deficit) Equity - Stock Option Information (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 1,030,521 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 51 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $5.29 | ||
Options Exercisable | 1,023,606 | 1,029,416 | 982,464 |
Weighted Average Exercise Price | $5.31 | ||
2005 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 7,000 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 4 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $4.38 | ||
Options Exercisable | 1,960 | ||
Weighted Average Exercise Price | $6.54 | ||
2006 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 116,500 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 19 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $12.05 | ||
Options Exercisable | 116,500 | ||
Weighted Average Exercise Price | $12.05 | ||
2007 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 111,000 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 31 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $15.03 | ||
Options Exercisable | 111,000 | ||
Weighted Average Exercise Price | $15.03 | ||
2008 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 202,894 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 42 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $6.24 | ||
Options Exercisable | 202,894 | ||
Weighted Average Exercise Price | $6.24 | ||
2009 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 215,740 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 59 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $1.74 | ||
Options Exercisable | 215,740 | ||
Weighted Average Exercise Price | $1.74 | ||
2010 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 369,887 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 68 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $1.89 | ||
Options Exercisable | 369,887 | ||
Weighted Average Exercise Price | $1.89 | ||
2011 Option Grants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding (in shares) | 7,500 | ||
Options Outstanding, Weighted Average Remaining Contractual Life | 73 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $1.93 | ||
Options Exercisable | 5,625 | ||
Weighted Average Exercise Price | $2.18 |
Stockholders_Deficit_Equity_Bl
Stockholders' (Deficit) Equity - Black-Scholes Option Pricing Model (Details) (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding (in shares) | 1,030,521 | |||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $5.29 | |||
Options, Outstanding, Weighted- Average Remaining Contractual Term (years) | 4 years 2 months 12 days | |||
Options Outstanding, Aggregate Intrinsic Value | $2,880 | |||
Vested and exercisable (in shares) | 1,023,606 | |||
Vested and exercisable, Weighted-Average Exercise Price (in dollars per share) | $5.31 | |||
Vested and exercisable, Weighted- Average Remaining Contractual Term (in years) | 4 years 3 months 18 days | |||
Vested and exercisable, Aggregate intrinsic value | 2,858 | |||
Share Price | $5.95 | |||
Unrecognized compensation cost related to stock options | 1 | |||
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding (in shares) | 1,030,521 | 1,140,231 | 1,310,818 | 2,008,706 |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $5.29 | $5.21 | $5.21 | $5.40 |
Intrinsic value of options exercised | 318 | |||
Unrecognized compensation cost related to stock options | $1 |
Stockholders_Deficit_Equity_Re
Stockholders' (Deficit) Equity - Restricted Stock Activity (Details) (USD $) | 0 Months Ended | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | 12-May-14 | Feb. 24, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Unrecognized compensation cost related to stock options | $1 | ||||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||
Beginning balance, Number of Shares | 363,171 | 367,612 | 186,249 | ||
Granted, Number of Shares | 15,000 | 181,500 | 196,500 | 178,500 | 251,500 |
Vested, Number of Shares | -116,890 | -98,692 | -43,846 | ||
Forfeited, Number of Shares | -41,247 | -84,249 | -26,291 | ||
Ending balance, Number of Shares | 401,534 | 363,171 | 367,612 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Beginning balance, Weighted Average Grant Date Fair Value | $10.08 | $10.72 | $7.39 | ||
Granted, Weighted Average Grant Date Fair Value | $8.47 | $9.33 | $12.30 | ||
Vested, Weighted Average Grant Date Fair Value | $9.82 | $10.39 | $7.28 | ||
Forfeited, Weighted Average Grant Date Fair Value | $9.92 | $10.92 | $7.98 | ||
Ending balance, Weighted Average Grant Date Fair Value | $9.38 | $10.08 | $10.72 | ||
Stock-based compensation expense | 1,367 | 1,056 | 533 | ||
Tax benefit | 648 | 459 | 232 | ||
Award vesting rights percentage | 25.00% | ||||
Award vesting period | 4 years | ||||
Unrecognized compensation cost related to stock options | $2,200 |
Stockholders_Deficit_Equity_No
Stockholders' (Deficit) Equity - Non-Restricted Common Stock Grants (Details) (Common Stock Grants [Member], USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 |
January 16, 2013 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 24,280 |
Share Price | $10.09 |
Grant Date Fair Value | $245 |
March 25, 2013 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 1,622 |
Share Price | $9.25 |
Grant Date Fair Value | 15 |
June 24, 2013 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 1,418 |
Share Price | $10.58 |
Grant Date Fair Value | 15 |
September 24, 2013 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 1,208 |
Share Price | $12.42 |
Grant Date Fair Value | 15 |
December 26, 2013 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 1,034 |
Share Price | $14.51 |
Grant Date Fair Value | 15 |
January 16, 2014 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares | 21,248 |
Share Price | $11.53 |
Grant Date Fair Value | $245 |
Stockholders_Deficit_Equity_Re1
Stockholders' (Deficit) Equity - Restricted Stock Grants (Details) (Restricted Stock [Member], USD $) | 0 Months Ended | 12 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | 12-May-14 | Feb. 24, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 12-May-14 | Feb. 24, 2014 |
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of Shares | 15,000 | 181,500 | 196,500 | 178,500 | 251,500 | ||
Share Price (in dollars per share) | $6.47 | $8.63 | $6.47 | $8.63 | |||
Grant Date Fair Value | $97 | $1,566 | $1,663 | $1,665 | $3,093 | $97 | $1,566 |
Stockholders_Deficit_Equity_Co1
Stockholders' (Deficit) Equity - Common Stock Dividends (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||||||||
In Thousands, except Per Share data, unless otherwise specified | Apr. 15, 2014 | Feb. 12, 2014 | Dec. 05, 2013 | Nov. 15, 2013 | Dec. 11, 2012 | Nov. 16, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 30, 2012 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||
Common stock dividends | $0.16 | $0.16 | $0.16 | $0.16 | $3 | $3 | $0.32 | $0.16 | $3 | |
Cash dividends paid | $3,792 | $70,296 | $7,877 | $4,088 | $70,296 | |||||
Dividends payable related to unvested restricted shares | 162 | 58 | ||||||||
Dividends payable, current and noncurrent | 502 | 1,104 | ||||||||
Dividends payable related to common shares and vested restricted shares | 340 | 608 | ||||||||
Dividends payable, current | 291 | 259 | ||||||||
Dividends payable noncurrent | $211 | $407 |
Revenue_from_club_operations_D
Revenue from club operations (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other Income and Expenses [Abstract] | |||||||||||
Membership dues | $343,185 | $358,761 | $366,044 | ||||||||
Joining fees | 12,044 | 14,392 | 11,595 | ||||||||
Personal training revenue | 70,338 | 66,367 | 65,641 | ||||||||
Other club ancillary revenue | 22,304 | 24,720 | 29,897 | ||||||||
Total club revenue | 447,871 | 464,240 | 473,177 | ||||||||
Fees and other revenue | 5,971 | 5,985 | 5,804 | ||||||||
Total revenue | $109,721 | $112,521 | $115,697 | $115,903 | $113,907 | $117,042 | $120,112 | $119,164 | $453,842 | $470,225 | $478,981 |
Corporate_Income_Taxes_Provisi
Corporate Income Taxes - Provision for Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
Federal | $12,454 | $396 | $250 |
Foreign | 183 | 232 | 172 |
State and Local | 266 | 175 | 79 |
Current Income Tax Expense (Benefit) | 12,903 | 803 | 501 |
Deferred | |||
Federal | 14,684 | 6,487 | 6,041 |
Foreign | 0 | 0 | 0 |
State and Local | 25,024 | 77 | -221 |
Deferred Income Tax Expense (Benefit) | 39,708 | 6,564 | 5,820 |
Federal income tax expense (benefit) | 27,138 | 6,883 | 6,291 |
Foreign income tax expense (benefit) | 183 | 232 | 172 |
State and local income tax expense (benefit) | 25,290 | 252 | -142 |
Income tax expense (benefit) | $52,611 | $7,367 | $6,321 |
Corporate_Income_Taxes_Compone
Corporate Income Taxes - Components of Deferred Tax Assets, Net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Building financing arrangement | $39,295 | $0 |
Deferred lease liabilities | 25,077 | 24,560 |
Deferred revenue | 12,603 | 10,816 |
Deferred compensation expense incurred in connection with stock options | 2,370 | 2,101 |
Federal and state net operating loss carry-forwards | 7,197 | 6,397 |
Accruals, reserves and other | 6,121 | 5,773 |
Deferred tax assets, gross | 92,663 | 49,647 |
Deferred tax liabilities | ||
Basis differences in fixed and intangible assets (including depreciation and amortization) | 16,674 | 16,283 |
Change in accounting method | 10,121 | 0 |
Deferred costs and other assets | 5,604 | 4,457 |
Deferred lease receivable | 1,564 | 0 |
Undistributed foreign earnings and other | 587 | 492 |
Deferred tax liabilities, gross | 34,550 | 21,232 |
Gross deferred tax assets | 58,113 | 28,415 |
Valuation allowance | -69,689 | -65 |
Deferred tax assets, net | ($11,576) | $28,350 |
Corporate_Income_Taxes_Additio
Corporate Income Taxes - Additional Information (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Mar. 26, 2014 | Jan. 13, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Operating Loss Carryforwards [Line Items] | ||||||||
Deferred tax assets, net | $28,350,000 | ($11,576,000) | $28,350,000 | |||||
Deferred tax assets, state tax | 3,274,000 | |||||||
Valuation allowance, net of the elimination of federal effect of state deferred taxes | 60,368,000 | |||||||
Deferred Tax Assets, Valuation Allowance | 65,000 | 69,689,000 | 65,000 | |||||
Federal net operating loss carry-forward | 1,932,000 | |||||||
State net operating loss carry-forward | 7,788,000 | |||||||
Pre-tax earnings of foreign subsidiary | 762,000 | 968,000 | 846,000 | |||||
Current tax provision | 183,000 | 232,000 | 172,000 | |||||
Deferred tax liability | 492,000 | 587,000 | 492,000 | |||||
Correction income tax | 225,000 | 483,000 | 16,000 | |||||
Correction Of Prior Year Error | 209,000 | 209,000 | ||||||
Effective income tax rate | 321.00% | 37.00% | 35.00% | |||||
Unrecognized tax benefits | 751,000 | 1,155,000 | 751,000 | |||||
Interest expense on unrecognized tax benefits | -334,000 | -495,000 | -81,000 | |||||
Total accruals for interest | 959,000 | 623,000 | 959,000 | |||||
Unrecognized tax benefits | 13,830,000 | 15,659,000 | 1,187,000 | 13,830,000 | 15,659,000 | 16,497,000 | ||
Gross decreases for tax positions taken in prior years | 12,675,000 | 1,829,000 | 838,000 | |||||
Income tax benefit, reversal of accrued interest | 414,000 | |||||||
Income tax examination, estimate of possible loss | 3,500,000 | |||||||
Income tax examination, interest expense under examination | 1,174,000 | |||||||
Change to Net Income, Non-Cash Charge, Federal Effect of State Deferred Taxes | 8,724,000 | |||||||
Change to Net Income, Non-Cash Charge, Other Comprehensive (Loss) Income | 532,000 | |||||||
Additional Paid-in Capital [Member] | ||||||||
Operating Loss Carryforwards [Line Items] | ||||||||
State net operating loss carry-forward | $591,000 |
Corporate_Income_Taxes_Reconci
Corporate Income Taxes - Reconciliation of Effective Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | -35.00% | 35.00% | 35.00% |
State and local income taxes, net of federal tax benefit | -8.00% | 8.00% | 8.00% |
Change in state effective income tax rate | 4.00% | 0.00% | -2.00% |
State tax benefit related to insurance premiums | -7.00% | -6.00% | -7.00% |
Tax reserves | -1.00% | 2.00% | 0.00% |
Correction of an error | 0.00% | -1.00% | -3.00% |
Other permanent differences | -1.00% | -1.00% | 4.00% |
Effective income tax rate reconciliation, before adjustment for valuation allowance and federal benefit of state | -48.00% | 37.00% | 35.00% |
Valuation allowance | 422.00% | 0.00% | 0.00% |
Elimination of federal effect of state deferred taxes | -53.00% | 0.00% | 0.00% |
Effective income tax rate reconciliation | 321.00% | 37.00% | 35.00% |
Corporate_Income_Taxes_Reconci1
Corporate Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation of unrecognized tax benefits excluding amounts pertaining to examined tax returns RollForward | |||
Beginning balance | $13,830 | $15,659 | $16,497 |
Gross decreases for tax positions taken in prior years | -12,675 | -1,829 | -838 |
Gross increases for tax positions taken in prior years | 32 | 0 | 0 |
Ending balance | $1,187 | $13,830 | $15,659 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (Action Styled White Plains Realty Vs Town Sports International [Member], USD $) | Jun. 05, 2013 | Jan. 28, 2013 | Aug. 29, 2011 | Oct. 14, 2009 |
In Thousands, unless otherwise specified | ||||
Action Styled White Plains Realty Vs Town Sports International [Member] | ||||
Loss Contingencies [Line Items] | ||||
Counterclaim amount | $2,900 | |||
Initial damages against | 214 | |||
Additional awards including interest and costs | 900 | |||
Damages awarded | $1,045 |
Employee_Benefit_Plan_Details
Employee Benefit Plan (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2015 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Employer matching contribution, percentage | 25.00% | |||
Employer matching contribution maximum amount | $500 | |||
Employer matching contribution | 200,000 | 223,000 | ||
Subsequent Event [Member] | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Employer matching contribution | $200,000 |
Reportable_Segments_Details
Reportable Segments (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||
Revenues | $453,842 | $470,225 | $478,981 |
EBITDA | 49,968 | 91,406 | 92,275 |
Depreciation and amortization | 47,307 | 49,099 | 49,391 |
Interest expense | 19,039 | 22,617 | 24,640 |
Interest income | 0 | -1 | -43 |
(Loss) income before provision for corporate income taxes | -16,378 | 19,691 | 18,287 |
Capital expenditures | 42,054 | 30,861 | 22,490 |
Clubs [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 453,516 | 470,225 | 478,981 |
EBITDA | 53,524 | 91,770 | 92,275 |
Capital expenditures | 37,101 | 30,565 | 22,490 |
BFX Studio [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 326 | 0 | 0 |
EBITDA | -3,556 | -364 | 0 |
Capital expenditures | $4,953 | $296 | $0 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $109,721 | $112,521 | $115,697 | $115,903 | $113,907 | $117,042 | $120,112 | $119,164 | $453,842 | $470,225 | $478,981 |
Operating income loss | -1,624 | 2,412 | 2,068 | -2,104 | 5,348 | 8,770 | 15,001 | 11,479 | 752 | 40,598 | 41,433 |
Net (loss) income | -63,688 | -867 | -919 | -3,515 | -695 | 2,591 | 6,197 | 4,231 | -68,989 | 12,324 | 11,966 |
(Loss) earnings per share: | |||||||||||
Basic (in dollars per share) | ($2.62) | ($0.04) | ($0.04) | ($0.15) | ($0.03) | $0.11 | $0.26 | $0.18 | ($2.84) | $0.51 | $0.51 |
Diluted (in dollars per share) | ($2.62) | ($0.04) | ($0.04) | ($0.15) | ($0.03) | $0.10 | $0.25 | $0.18 | ($2.84) | $0.50 | $0.50 |
Change to net income, total | 833 | 632 | |||||||||
Earnings per share, basic, change (in dollars per share) | $2.48 | $0.03 | ($0.03) | ||||||||
Occupancy gain (loss), net of tax | 928 | ||||||||||
Rental income adjustment, net of tax | 60 | 259 | |||||||||
Building financing arrangement, rent expense, net of tax | 24 | ||||||||||
Legal fees, net of tax | 56 | 136 | |||||||||
Valuation allowance, net of the elimination of federal effect of state deferred taxes | 60,368 | ||||||||||
Deferred Tax Assets, Valuation Allowance | 69,689 | 65 | 69,689 | 65 | |||||||
Legal damages | 123 | ||||||||||
Non cash rental income revenue out of period adjustment | 424 | 424 | |||||||||
Charge to net income related to debt refinancing, extinguishment of debt | 457 | ||||||||||
Payroll bonus expense related to dividend payment | 77 | ||||||||||
Per share cash bonus stock option holders | $0.16 | ||||||||||
Severance costs, net of tax | 237 | ||||||||||
(Benefit) provision for corporate income taxes | 52,611 | 7,367 | 6,321 | ||||||||
Income tax benefit, correction of temporary tax differences | $16 |