Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 28, 2019 | Feb. 28, 2020 | Jun. 29, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 28, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 1-32383 | ||
Entity Registrant Name | BlueLinx Holdings Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0627356 | ||
Entity Address, Address Line One | 1950 Spectrum Circle, Suite 300 | ||
Entity Address, City or Town | Marietta | ||
Entity Address, State or Province | GA | ||
Entity Address, Postal Zip Code | 30067 | ||
City Area Code | 770 | ||
Local Phone Number | 953-7000 | ||
Entity Central Index Key | 0001301787 | ||
Title of 12(b) Security | Common stock, par value $0.01 per share | ||
Trading Symbol | BXC | ||
Security Exchange Name | NYSE | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 179,282,700 | ||
Documents Incorporated by Reference | Part III of this Annual Report on Form 10-K incorporates by reference to the registrant’s definitive Proxy Statement, to be filed with the Securities and Exchange Commission within 120 days of the close of the fiscal year ended December 28, 2019 . | ||
Entity Common Stock, Shares Outstanding | 9,366,641 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-28 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Current assets: | ||
Cash | $ 11,643 | $ 8,939 |
Receivables, less allowances of $3,236 and $3,656, respectively | 192,872 | 208,434 |
Inventories, net | 345,806 | 341,851 |
Other current assets | 27,718 | 40,629 |
Total current assets | 578,039 | 599,853 |
Property and equipment: | ||
Land and land improvements | 21,409 | 21,454 |
Buildings | 167,249 | 174,138 |
Machinery and equipment | 117,682 | 111,680 |
Construction in progress | 1,727 | 1,126 |
Property and equipment, at cost | 308,067 | |
Property and equipment, at cost | 308,398 | |
Accumulated depreciation | (112,299) | |
Accumulated depreciation | (103,285) | |
Property and equipment, net | 195,768 | |
Property and equipment, net | 205,113 | |
Operating lease right-of-use assets | 54,408 | |
Goodwill | 47,772 | 47,772 |
Intangible assets, net | 26,384 | 35,222 |
Deferred tax assets | 53,993 | 52,645 |
Other non-current assets | 15,061 | 19,284 |
Total assets | 971,425 | 959,889 |
Current liabilities: | ||
Accounts payable | 132,348 | 149,188 |
Accrued compensation | 7,639 | 7,974 |
Current maturities of long-term debt, net of discount and debt issuance costs of $74 and $64, respectively | 2,176 | 1,736 |
Finance leases - short-term | 6,385 | |
Finance leases - short-term | 7,555 | |
Real estate deferred gains - short-term | 3,935 | 5,330 |
Operating lease liabilities - short-term | 7,317 | |
Other current liabilities | 11,323 | 24,985 |
Total current liabilities | 171,123 | 196,768 |
Non-current liabilities: | ||
Long-term debt, net of discount and debt issuance costs of $12,481 and $12,665, respectively | 458,439 | 497,939 |
Finance leases - long-term | 146,611 | |
Finance leases - long-term | 143,486 | |
Real estate financing obligation | 44,914 | |
Real estate deferred gains - long-term | 81,886 | 86,011 |
Operating lease liabilities - long-term | 47,091 | |
Pension benefit obligation | 23,420 | 26,668 |
Other non-current liabilities | 24,024 | 23,680 |
Total liabilities | 997,508 | 974,552 |
Commitments and contingencies - Note 14 | ||
STOCKHOLDERS’ DEFICIT | ||
Common Stock, $0.01 par value, Authorized - 20,000,000 shares, Issued and Outstanding - 9,365,768 and 9,293,794, respectively | 94 | 92 |
Additional paid-in capital | 260,974 | 258,596 |
Accumulated other comprehensive loss | (34,563) | (37,129) |
Accumulated stockholders’ deficit | (252,588) | (236,222) |
Total stockholders’ deficit | (26,083) | (14,663) |
Total liabilities and stockholders’ equity (deficit) | $ 971,425 | $ 959,889 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Allowances for receivables | $ 3,236 | $ 3,656 |
Debt discount, current | 74 | 64 |
Debt discount, noncurrent | $ 12,481 | $ 12,665 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 9,365,768 | 9,293,794 |
Common stock, shares outstanding | 9,365,768 | 9,293,794 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Income Statement [Abstract] | ||
Net sales | $ 2,637,268 | $ 2,862,850 |
Cost of sales | 2,280,353 | 2,530,996 |
Gross profit | 356,915 | 331,854 |
Operating expenses: | ||
Selling, general, and administrative | 304,611 | 319,314 |
Gains from sales of property | (13,082) | 0 |
Depreciation and amortization | 30,232 | 25,826 |
Total operating expenses | 321,761 | 345,140 |
Operating income (loss) | 35,154 | (13,286) |
Non-operating expenses (income): | ||
Interest expense | 54,218 | 47,301 |
Other expense (income), net | 2,544 | (380) |
Loss before benefit from income taxes | (21,608) | (60,207) |
Benefit from income taxes | (3,952) | (12,154) |
Net loss | $ (17,656) | $ (48,053) |
Basic loss per share (in dollars per share) | $ (1.89) | $ (5.21) |
Diluted loss per share (in dollars per share) | $ (1.89) | $ (5.21) |
Comprehensive loss: | ||
Net loss | $ (17,656) | $ (48,053) |
Other comprehensive income (loss): | ||
Foreign currency translation, net of tax | 6 | (14) |
Amortization of unrecognized pension gain (loss), net of tax | 2,560 | (608) |
Total other comprehensive income (loss) | 2,566 | (622) |
Comprehensive loss | $ (15,090) | $ (48,675) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (17,656) | $ (48,053) |
Adjustments to reconcile net loss to cash (used in) provided by operations: | ||
Benefit from income taxes | (3,952) | (12,154) |
Depreciation and amortization | 30,232 | 25,826 |
Amortization of debt issuance costs | 3,323 | 2,884 |
Gains from sales of property | (13,082) | 0 |
Pension expense | 3,011 | 7,660 |
Share-based compensation | 2,592 | 8,474 |
Amortization of deferred gain | (3,960) | (5,069) |
Other | 243 | 835 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 15,562 | 60,007 |
Inventories | (3,955) | 4,887 |
Accounts payable | (15,493) | 24,982 |
Prepaid assets | 6,282 | 3,515 |
Quarterly pension contributions | (1,791) | (3,986) |
Other assets and liabilities | (10,921) | (28,252) |
Net cash (used in) provided by operating activities | (9,565) | 41,556 |
Cash flows from investing activities: | ||
Acquisition of business, net of cash acquired | 6,009 | (348,060) |
Property and equipment investments | (4,791) | (2,724) |
Proceeds from disposition of assets | 19,931 | 108,051 |
Net cash provided by (used in) investing activities | 21,149 | (242,733) |
Cash flows from financing activities: | ||
Repurchase of shares to satisfy employee tax withholdings | (211) | (3,020) |
Repayments on revolving credit facilities | (656,596) | (729,423) |
Borrowings from revolving credit facilities | 649,788 | 880,042 |
Repayments on term loan | (32,426) | (900) |
Borrowings on term loan | 0 | 180,000 |
Principal payments on mortgage | 0 | (97,847) |
Proceeds from real estate financing transactions | 44,914 | 0 |
Payments on finance lease obligations (principal) | (9,853) | |
Payments on finance lease obligations (principal) | (7,497) | |
Change in outstanding payments | (1,347) | (4,177) |
Debt financing costs | (3,149) | (11,758) |
Net cash (used in) provided by financing activities | (8,880) | 205,420 |
Increase in cash | 2,704 | 4,243 |
Cash, beginning of period | 8,939 | 4,696 |
Cash, end of period | 11,643 | 8,939 |
Supplemental Cash Flow Information | ||
Net income tax payments during the period | 2,991 | 2,643 |
Interest paid during the period | 47,321 | 37,326 |
Noncash transactions: | ||
Property and equipment under finance leases | $ 15,041 | $ 95,820 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 30, 2017 | 9,101 | ||||
Beginning balance at Dec. 30, 2017 | $ 35,002 | $ 91 | $ 259,588 | $ (36,507) | $ (188,170) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (48,053) | (48,053) | |||
Foreign currency translation, net of tax | (14) | (14) | |||
Unrealized gain (loss) from pension plan, net of tax | (608) | (608) | |||
Vesting of restricted stock units (in shares) | 287 | ||||
Vesting of restricted stock units | 1 | $ 1 | |||
Compensation related to share-based grants | 1,900 | 1,900 | |||
Repurchase of shares to satisfy employee tax withholdings (in shares) | (94) | ||||
Repurchase of shares to satisfy employee tax withholdings | (2,879) | (2,879) | |||
Other | (12) | (13) | 1 | ||
Ending balance (in shares) at Dec. 29, 2018 | 9,294 | ||||
Ending balance at Dec. 29, 2018 | (14,663) | $ 92 | 258,596 | (37,129) | (236,222) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (17,656) | (17,656) | |||
Foreign currency translation, net of tax | 6 | 6 | |||
Unrealized gain (loss) from pension plan, net of tax | 2,560 | 2,560 | |||
Vesting of restricted stock units (in shares) | 82 | ||||
Vesting of restricted stock units | 2 | $ 2 | |||
Compensation related to share-based grants | 2,592 | 2,592 | |||
Repurchase of shares to satisfy employee tax withholdings (in shares) | (10) | ||||
Repurchase of shares to satisfy employee tax withholdings | (211) | (211) | |||
Other | (4) | (3) | (1) | ||
Ending balance (in shares) at Dec. 28, 2019 | 9,366 | ||||
Ending balance at Dec. 28, 2019 | $ (26,083) | $ 94 | $ 260,974 | $ (34,563) | $ (252,588) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 28, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation BlueLinx is a wholesale distributor of building and industrial products in the U.S. Our Consolidated Financial Statements include the accounts of BlueLinx Holdings Inc. and its wholly owned subsidiaries. These financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). All significant intercompany accounts and transactions have been eliminated. Fiscal years 2019 and 2018 were each comprised of 52 weeks. Our fiscal year ends on the Saturday closest to December 31 of that fiscal year, and may comprise 53 weeks in certain years. Use of Estimates We are required to make estimates and assumptions when preparing our Consolidated Financial Statements in accordance with U.S. GAAP. These estimates and assumptions affect the amounts reported in our Consolidated Financial Statements and the accompanying notes. Actual results could differ materially from those estimates. Subsequent Events We evaluated subsequent events through the date that our Consolidated Financial Statements were issued. Except as described in Note 16, no matters were identified that required adjustment of the Consolidated Financial Statements or additional disclosure. Recent Accounting Standards - Recently Issued Credit Impairment Losses . In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326).” This ASU sets forth a current expected credit loss (“CECL”) model which requires the measurement of all expected credit losses for financial instruments or other assets (e.g., trade receivables), held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model, is applicable to the measurement of credit losses on financial assets measured at amortized cost, and applies to some off-balance sheet credit exposures. The standard also requires enhanced disclosures to help financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity's portfolio. ASU 2019-10 extended the effective date to interim and annual periods beginning after December 15, 2022, for certain public business entities, including smaller reporting companies. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Fair Value Measurement. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value (“FV”) Measurement (Topic 820).” In addition to making certain modifications, the standard removes the requirements to disclose: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the FV hierarchy; (ii) the policy for timing transfers between levels; and (iii) the valuation process for Level 3 FV measurements. The standard will require public entities to disclose: (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 FV measurements held at the end of the reporting period; and (b) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 FV measurements. The additional disclosure requirements should be applied prospectively for the most recent interim or annual period presented in the fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented. The amendments in this standard are effective for fiscal years beginning after December 15, 2019. Early adoption is permitted, and an entity may early adopt the removed or modified disclosures and delay the adoption of new disclosures until the effective date. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Defined Benefit Pension Plan . In August 2018, the FASB issued ASU No. 2018-14, “Compensation-Retirement-Benefits-Defined Benefit Plans-General (Subtopic 715-20).” The amendments in this update modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing six previously required disclosures and adding two. The amendments also clarify certain disclosure requirements. The amendments in this standard are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Income Taxes . In December 2019, the FASB issued ASU No.2019-12, “Income taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. The amendments in this standard are effective for interim periods and fiscal years beginning after December 15, 2020. Early adoption is permitted. We are currently assessing the impact of the new guidance, but do not expect it to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Recent Accounting Standards - Recently Adopted Leases. In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” Topic 842 establishes a new lease accounting model for leases. The most significant changes include the clarification of the definition of a lease, the requirement for lessees to recognize for all leases a right-of-use asset and a corresponding lease liability in the consolidated balance sheet, and additional quantitative and qualitative disclosures which are designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. Expenses are recognized in the consolidated statement of income in a manner similar to current accounting guidance. Lessor accounting under the new standard is substantially unchanged. We adopted this standard, and all related amendments thereto, effective December 30, 2018, the first day of our 2019 fiscal year, using a prospective transition approach, which applies the provisions of the new guidance at the effective date without adjusting the comparative periods presented. We have elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. We have made an accounting policy election to keep leases with an initial term of 12 months or less off of the consolidated balance sheet. The adoption of Topic 842 had a material impact on our consolidated balance sheets, but did not have a material impact on our consolidated statements of operations and comprehensive loss. There also was no impact to our debt covenant calculations. The most significant impact was the recognition of right-of-use assets and corresponding lease liabilities of $57.5 million on the consolidated balance sheet. Additionally, $1.7 million of deferred gains associated with sale-leaseback transactions was recorded as a cumulative-effect adjustment to accumulated deficit. See Note 13 “Lease Commitments” for additional disclosures regarding our lease commitments. Comprehensive Income . In February 2018, the FASB issued ASU No. 2018-02, “Income Statement-Reporting Comprehensive Income (Topic 220).” This standard provides an option to reclassify stranded tax effects within accumulated other comprehensive income (loss) (“AOCI”) to retained earnings due to the U.S. federal corporate income tax rate change in the Tax Cuts and Jobs Act of 2017. We adopted this standard effective December 30, 2018, the first day of our 2019 fiscal year. We did not exercise the option to make this reclassification. Goodwill. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350).” This standard is intended to simplify the test for goodwill impairments by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new ASU, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. We elected to early adopt this standard effective the first day of the fourth quarter of 2019, which corresponds with the date of our annual goodwill impairment testing date. The adoption of the standard did not have a material impact on Company's consolidated financial position, results of operations, or cash flows. Cloud Computing Arrangements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal Use-Software (Subtopic 350-40).” This standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). We early adopted this standard effective December 30, 2018, the first day of our 2019 fiscal year and did so prospectively. Costs that have been recorded have been classified as other current and other non-current assets. The adoption of the standard did not have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Revenue Recognition We recognize revenue when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration we expected to be entitled to in exchange for those goods or services. The timing of revenue recognition largely is dependent on shipping terms. Revenue is recorded at the time of shipment for terms designated free on board (“FOB”) shipping point. For sales transactions designated FOB destination, revenue is recorded when the product is delivered to the customer’s delivery site. All revenues recognized are net of trade allowances, cash discounts, and sales returns. Cash discounts and sales returns are estimated using historical experience. Trade allowances are based on the estimated obligations and historical experience. Adjustments to earnings resulting from revisions to estimates on discounts and returns have been insignificant for each of the reported periods. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. Leases We are the lessee in a lease contract when we obtain the right to control an asset associated with a particular lease. For operating leases, we record a right-of-use ("ROU") asset that represents our right to use an underlying asset for the lease term, and a corresponding lease liability that represents our obligation to make lease payments arising from the lease, both of which are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. Financing ROU assets associated with finance leases are included in property and equipment. Leases with a lease term of 12 months or less at inception are not recorded on our consolidated balance sheet and are expensed on a straight-line basis over the lease term in our consolidated statement of income. We determine the lease term by assuming the exercise of renewal options that are reasonably certain. As most of our leases do not provide an implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. When our contracts contain lease and non-lease components, we account for both components as a single lease component. See Note 13 for further discussion. Accounts Receivable Accounts receivable are stated at net realizable value, do not bear interest, and consist of amounts owed for orders shipped to customers. Management establishes an overall credit policy for sales to customers. The allowance for doubtful accounts is determined based on a number of factors including specific customer account reviews, historical loss experience, current economic trends, and the creditworthiness of significant customers based on ongoing credit evaluations. Inventory Valuation The cost of all inventories is determined by the moving average cost method. We have included all material charges directly or indirectly incurred in bringing inventory to its existing condition and location. We evaluate our inventory value at the end of each quarter to ensure that inventory, when viewed by category, is carried at the lower of cost and net realizable value, which also considers items that may be damaged, excess, and obsolete inventory. Consideration Received from Vendors and Paid to Customers Each year, we enter into agreements with many of our vendors providing for inventory purchase rebates, generally based on achievement of specified volume purchasing levels. We also receive rebates related to price protection and various marketing allowances that are common industry practice. We accrue for the receipt of vendor rebates based on purchases, and also reduce inventory to reflect the net acquisition cost (purchase price less expected purchase rebates). In addition, we enter into agreements with many of our customers to offer customer rebates, generally based on achievement of specified sales levels and various marketing allowances that are common industry practice. We accrue for the payment of customer rebates based on sales to the customer, and also reduce sales to reflect the net sales (sales price less expected customer rebates). Adjustments to earnings resulting from revisions to rebate estimates have been immaterial. Shipping and Handling Outbound shipping and handling costs included in “Selling, general, and administrative” expenses were $133.6 million and $121.8 million for fiscal 2019 and fiscal 2018, respectively. Property and Equipment Property and equipment are recorded at cost. Lease obligations for which we assume or retain substantially all the property rights and risks of ownership are capitalized. Amortization of assets recorded under capital leases is included in “Depreciation and amortization” expense. Replacements of major units of property are capitalized and the replaced properties are retired. Replacements of minor components of property and repair and maintenance costs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Estimated useful lives for land improvements, buildings, and machinery and equipment range from 7 to 15 years , 15 to 33 years , and 3 to 7 years , respectively. Upon retirement or disposition of assets, cost and accumulated depreciation are removed from the related accounts and any gain or loss is included in income. Income Taxes We account for deferred income taxes using the liability method. Accordingly, we recognize deferred tax assets and liabilities based on the tax effects of temporary differences between the financial statement and tax bases of assets and liabilities, as measured by current enacted tax rates. All deferred tax assets and liabilities are classified as noncurrent in our consolidated balance sheet. A valuation allowance is recorded to reduce deferred tax assets when necessary. For additional information about our income taxes, see Note 6, “Income Taxes.” Insurance and Self-Insurance For fiscal 2019 and 2018, the Company was insured for its non-union and certain unionized employee health benefits. Health benefits for some unionized employees for fiscal 2019 and 2018 were paid directly to a union trust, depending upon the union-negotiated benefit arrangement. For fiscal 2019 and 2018, the Company was self-insured, up to certain limits, for workers’ compensation losses, general liability, and automotive liability losses, all subject to varying “per occurrence” retentions or deductible limits. The Company provides for estimated costs to settle both known claims and claims incurred but not yet reported by making periodic prepayments, considering our retention and stop loss limits. Liabilities of the Company associated with these claims are estimated, in part, by considering the frequency and severity of historical claims, both specific to us, as well as industry-wide loss experience and other actuarial assumptions. We determine our insurance obligations with the assistance of actuarial firms. Since there are many estimates and assumptions involved in recording insurance liabilities, and in the case of workers’ compensation, a significant period of time elapses before the ultimate resolution of claims, differences between actual future events, and prior estimates and assumptions could result in adjustments to these liabilities. The Company has deposits on hand with certain third-party insurance administrators and insurance carriers to cover its obligation for future payment of claims. These deposits are recorded in other current and non-current assets in our consolidated balance sheets. |
Acquisition
Acquisition | 12 Months Ended |
Dec. 28, 2019 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On April 13, 2018, we completed the acquisition of Cedar Creek Holdings, Inc. (“Cedar Creek”) for a purchase price of approximately $361.8 million . The acquisition was completed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 9, 2018, by and among BlueLinx Corporation, one of our wholly owned subsidiaries, Panther Merger Sub, Inc., a wholly-owned subsidiary of BlueLinx Corporation ("Merger Sub"), Cedar Creek, and CharlesBank Equity Fund VII, Limited Partnership (“CharlesBank”). Upon closing the transactions contemplated by the Merger Agreement, among other things, Merger Sub was merged with and into Cedar Creek, with Cedar Creek surviving the acquisition as one of our indirect wholly-owned subsidiaries. As a result of the acquisition, we increased the number of our distribution facilities to approximately 70 facilities, and increased the number of our full-time employees to approximately 2,600 . The merger allowed us to expand our product offerings while expanding our existing geographical footprint. Cedar Creek was established in 1977 as a wholesale building materials distribution company that distributes wood products across the United States. Its products include specialty lumber, oriented strand board, siding, cedar, spruce, engineered wood products, and other building products. The acquisition was accounted for under the acquisition method of accounting. The assets acquired, liabilities assumed and the results of operations of the acquired business are included in our consolidated results since April 13, 2018. We estimate that the acquired business contributed net sales and a net loss of approximately $1.0 billion and approximately $2.5 million , respectively, to the Company for the period from April 13, 2018, to December 29, 2018. The net income for the period from April 13, 2018, to December 29, 2018, included integration-related costs and the negative impact of selling a higher cost Cedar Creek inventory recorded at fair value. The following unaudited consolidated pro forma information presents consolidated information as if the acquisition had occurred on January 1, 2017: Pro Forma Fiscal 2018 (In thousands, except per share data) Net sales $ 3,262,433 Net loss (18,129 ) Loss per common share: Basic $ (1.96 ) Diluted (1.96 ) The pro forma amounts above have been calculated in accordance with U.S. GAAP after applying the Company's accounting policies, which assigns certain acquisition costs to the reporting period prior to the acquisition. As a result, an inventory step-up adjustment for $11.8 million and transaction costs for $44.3 million were attributed to the 2017 pro forma period. Due to the pro forma net loss for fiscal year ended December 29, 2018 , incremental shares from share-based compensation arrangements of 38,137 were excluded from the computation of diluted weighted average shares outstanding, because their effect would be anti-dilutive. The pro forma amounts do not include any potential synergies, cost savings, or other expected benefits of the acquisition, are presented for illustrative purposes only, and are not necessarily indicative of results that would have been achieved had the acquisition occurred as of January 1, 2017, or of future operating performance. As part of the acquisition, a total of $7.1 million was withheld from the purchase price and placed in escrow with certain third parties to serve as a source of recovery for certain potential indemnification claims under the Merger Agreement. As of the end of 2018, amounts held in escrow were $6.0 million . The remaining amounts were distributed from escrow in January 2019 to the Company and former stockholders of Cedar Creek.. The purchase price of Cedar Creek consisted of the following items: (In thousands) Consideration paid to shareholders and amounts paid to creditors: Payments to Cedar Creek shareholders (1) $ 166,447 Subordinated unsecured note (due to shareholder) (2) 13,743 Seller’s transaction costs paid by Company 7,349 Add: pay off of Cedar Creek debt (3) 174,213 Total preliminary cash purchase price $ 361,752 (1) Payments to Cedar Creek’s shareholders include the purchase of common stock and certain escrow adjustments. (2) The Cedar Creek note payable to a shareholder of $13.7 million was paid in full upon the acquisition of Cedar Creek and included $10 million in subordinated debt and $3.7 million in accrued interest. (3) To finance the acquisition of Cedar Creek, the Company amended and restated its Revolving Credit Facility to increase the availability thereunder to $600.0 million and also entered into a new $180.0 million senior secured Term Loan Facility (See Note 9). The excess of total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible and intangible assets acquired, was recorded as goodwill. The goodwill recognized is attributable to the expected operating synergies and growth potential that the Company expects to realize from the acquisition. None of the goodwill generated from the acquisition is deductible for tax purposes. When determining the fair values of assets acquired and liabilities assumed, management made significant estimates, judgments, and assumptions. The following table summarizes the values of the assets acquired and liabilities assumed at the date of the acquisition: Allocation as of December 29, 2018 (In thousands) Cash and net working capital assets $ 88,318 Inventory 159,227 Property and equipment 71,203 Other, net (1,395 ) Intangible assets and goodwill: Customer relationships 25,500 Non-compete agreements 8,254 Trade names 6,826 Favorable leasehold interests 800 Goodwill 47,772 Capital leases and other liabilities (44,753 ) Cash purchase price $ 361,752 |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize revenue when the following criteria are met: (1) Contract with the customer has been identified; (2) Performance obligations in the contract have been identified; (3) Transaction price has been determined; (4) The transaction price has been allocated to the performance obligations; and (5) When (or as) performance obligations are satisfied. Contracts with our customers are generally in the form of standard terms and conditions of sale. From time to time, we may enter into specific contracts with some of our larger customers, which may affect delivery terms. Performance obligations in our contracts generally consist solely of delivery of goods. For all sales channel types, consisting of warehouse, direct, and reload sales, we typically satisfy our performance obligations upon shipment. Our customer payment terms are typical for our industry, and may vary by the type and location of our customer and the products or services offered. The term between invoicing and when payment is due is not deemed to be significant by us. For certain sales channels and/or products, our standard terms of payment may be as early as ten days. All revenues recognized are net of trade allowances (i.e., rebates), cash discounts and sales returns. Cash discounts and sales returns are estimated using historical experience. Trade allowances are based on the estimated obligations and historical experience. Adjustments to earnings resulting from revisions to estimates on discounts and returns have been insignificant for each of the reported periods. Certain customers may receive cash-based incentives or credits, which are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We believe that there will not be significant changes to our estimates of variable consideration. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. In 2019, we changed our internal product hierarchy. The following table presents our revenues disaggregated by revenue source. Prior year amounts have been reclassified to conform to the current year product mix of structural and specialty products. Sales and usage-based taxes are excluded from revenues. Fiscal Year Ended December 28, 2019 December 29, 2018 (In thousands) Structural products $ 862,270 $ 1,044,348 Specialty products 1,774,998 1,818,502 Total net sales $ 2,637,268 $ 2,862,850 Also due to the acquisition and integration of Cedar Creek, our reload sales are less distinct from warehouse sales as they have been classified in prior periods. The following table presents our revenues disaggregated by sales channel. Prior year amounts have been reclassified to conform to the current year revenues disaggregated by sales channel. Sales and usage-based taxes are excluded from revenues. Fiscal Year Ended December 28, 2019 December 29, 2018 (In thousands) Warehouse and reload $ 2,206,260 $ 2,373,928 Direct 470,786 526,900 Cash discounts and rebates (39,778 ) (37,978 ) Total net sales $ 2,637,268 $ 2,862,850 Practical Expedients and Exemptions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general, and administrative expense. We have made an accounting policy election to treat outbound shipping and handling activities as an expense. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets In connection with the acquisition of Cedar Creek, we acquired certain intangible assets. As of December 28, 2019 , our intangible assets consist of goodwill and other intangible assets including customer relationships, noncompete agreements, and trade names. Goodwill Goodwill is the excess of the cost of an acquired entity over the fair value of tangible and intangible assets (including customer relationships, noncompete agreements, and trade names) acquired and liabilities assumed under acquisition accounting for business combinations. During the year ended December 29, 2018 , we allocated the fair values of assets acquired and liabilities assumed in the acquisition of Cedar Creek, and recognized $47.8 million in goodwill. Goodwill is not subject to amortization, but must be tested for impairment at least annually. As of September 29, 2019, the first day of our fourth quarter and our designated goodwill impairment testing date, we early adopted ASU 2017-04. This standard is intended to simplify the test for goodwill impairments by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the ASU, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Our one reporting unit has a negative carrying amount of net assets, and based on management’s assessment, no impairment was indicated for fiscal 2019. In addition, we will evaluate the carrying value of goodwill for impairment between annual impairment tests if an event occurs or circumstances change that would indicate the carrying amounts may be impaired. Such events and indicators may include, without limitation, significant declines in the industries in which our products are used, significant changes in capital market conditions, and significant changes in our market capitalization. Definite-Lived Intangible Assets At December 28, 2019 , in connection with the acquisition of Cedar Creek, we had definite-lived intangible assets that related to customer relationships, noncompete agreements, and trade names. At December 28, 2019 , the gross carrying amounts, accumulated amortization, and net carrying amounts of our definite-lived intangible assets were as follows: Gross Carrying Amounts Accumulated Amortization (1) Net Carrying Amounts (In thousands) Customer relationships $ 25,500 $ (6,770 ) $ 18,730 Noncompete agreements 8,254 (3,532 ) 4,722 Trade names 6,826 (3,894 ) 2,932 Total $ 40,580 $ (14,196 ) $ 26,384 (1) Intangible assets except customer relationships are amortized on straight line basis. Customer relationships are amortized on a double declining balance method. Amortization Expense The weighted average estimated useful life remaining for customer relationships, noncompete agreements, and trade names is approximately 10 years , 2 years , and 1 year , respectively. Amortization expense for the definite-lived intangible assets was $8.1 million and $6.2 million for the years ended December 28, 2019 , and December 29, 2018 , respectively. Estimated annual amortization expense for definite-lived intangible assets over the next five fiscal years is as follows: Estimated Amortization (In thousands) 2020 $ 7,461 2021 4,973 2022 3,111 2023 1,807 2024 1,505 |
Assets Held for Sale and Net Ga
Assets Held for Sale and Net Gain on Disposition | 12 Months Ended |
Dec. 28, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Net Gain on Disposition | Assets Held for Sale and Net Gain on Disposition In fiscal 2019 , we designated certain non-operating properties as held for sale. At the time of designation, we ceased recognizing depreciation expense on these assets. As of December 28, 2019 , three properties were designated as held for sale, and, as of December 29, 2018 , seven properties had been designated as held for sale. As of December 28, 2019 , and December 29, 2018 , the net book value of total assets held for sale was $1.1 million and $3.1 million , respectively, and was included in “Other current assets” in our Consolidated Balance Sheets. Properties held for sale as of December 28, 2019 , consisted of three former distribution facilities located in the Midwest and Southeast. We plan to sell these properties within the next 12 months. We continue to actively market all properties that are designated as held for sale. During the year ended December 28, 2019, we sold five non-operating distribution facilities previously designated as “held for sale,” as well as certain equipment. We recognized a gain of $ 13.1 million in the Consolidated Statements of Operations as a result of these sales. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our (benefit from) provision for income taxes consisted of the following: Fiscal Year Fiscal Year (In thousands) Federal income taxes: Current $ 35 $ (99 ) Deferred (3,202 ) (13,092 ) State income taxes: Current (403 ) 3,786 Deferred (382 ) (2,749 ) Benefit from income taxes $ (3,952 ) $ (12,154 ) The federal statutory income tax rate was 21% . Our benefit from income taxes is reconciled to the federal statutory amount as follows: Fiscal Year Fiscal Year (In thousands) Benefit from income taxes computed at the federal statutory tax rate $ (4,538 ) $ (12,643 ) Benefit from state income taxes, net of federal benefit (1,752 ) (2,498 ) Valuation allowance change 4,256 1,974 Transaction costs — 1,327 Nondeductible executive compensation 67 936 Share-based compensation - excess tax benefit — (1,494 ) Other nondeductible items 354 344 Prior period true-up (382 ) — Uncertain tax positions (1,514 ) (951 ) Tax rate change used to measure deferred taxes (433 ) 681 Other (10 ) 170 Benefit from income taxes $ (3,952 ) $ (12,154 ) The change in valuation allowance noted above is exclusive of items that do not impact income from continuing operations, but are reflected in the change in deferred income tax assets and liabilities in the Consolidated Balance Sheets as disclosed in the components of net deferred income tax assets table below. In accordance with the intraperiod tax allocation provisions of U.S. GAAP, we are required to consider all items (including items recorded in other comprehensive income) in determining the amount of tax expense or benefit that should be allocated between continuing operations and other comprehensive income. In fiscal year 2019, there is a tax benefit allocated to the loss from continuing operations and tax expense allocated to the income from other comprehensive income. For fiscal 2018, there was no intraperiod tax allocation since there was a loss in continuing operations along with a loss in other comprehensive income. While the income tax provision from continuing operations is reported in our Consolidated Statements of Operations and Comprehensive Loss, the income tax expense on other comprehensive income is recorded directly to accumulated other comprehensive loss, which is a component of stockholders’ deficit. Our financial statements contain certain deferred tax assets which primarily resulted from tax benefits associated with the loss before income taxes in prior years, as well as net deferred income tax assets resulting from other temporary differences related to certain reserves, pension obligations, and differences between book and tax depreciation and amortization. We record a valuation allowance against our net deferred tax assets when we determine that, based on the weight of available evidence, it is more likely than not that our net deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences can be carried under tax law. In our evaluation of the weight of available evidence at the end of fiscal 2019, we considered the recent reported loss generated in the current year and prior year (adjusted for unusual one-time items) and income generated in 2017, including the prior year income from Cedar Creek, which resulted in a three-year cumulative income situation as positive evidence which carried substantial weight. While this was substantial, it was not the only evidence we evaluated. We also considered evidence related to the four sources of taxable income, to determine whether such positive evidence outweighed the negative evidence. The evidence considered included: • future reversals of existing taxable temporary differences; • future taxable income exclusive of reversing temporary differences and carryforwards; • taxable income in prior carryback years, if carryback is permitted under the tax law; and • tax planning strategies. At the end of fiscal 2019 and 2018, in our evaluation of the weight of available evidence, we concluded that the weight of the positive evidence outweighed the negative evidence. In addition to the positive evidence discussed above, we considered as positive evidence forecasted future taxable income, the detail scheduling of the timing of the reversal of our deferred tax assets and liabilities, and the evidence from business and tax planning strategies described below. For fiscal 2019, we have, however, recorded valuation allowances for the amount of disallowed interest calculated pursuant to the changes made by the Tax Cuts and Jobs Act of 2017 (“The Tax Act”) in the amount of $4.8 million . The remaining valuation allowance of $11.4 million was primarily related to separate company state net operating loss carryforwards. For fiscal 2018, the valuation allowance of $12.3 million was primarily related to separate company state net operating loss carryforwards. Although we believe our estimates are reasonable, the ultimate determination of the appropriate amount of valuation allowance involves significant judgments. We believe that the change in control under Internal Revenue Code Section 382, resulting from the completion of the secondary offering on October 23, 2017, will not cause any of our federal net operating losses to expire unused as management has been effectively implementing a real estate strategy involving the sale and leaseback of real estate that is further supported by the transactions involving four warehouses in January 2018 and two warehouses during 2019. Subsequent to December 28, 2019, the Company executed three more transactions, involving a total of 14 more locations (See Notes 13 and 16 for more detail). Additionally, the acquisition of Cedar Creek did not generate any limitations under Section 382 on Cedar Creek’s tax assets. The components of our net deferred income tax assets are as follows: December 28, December 29, (In thousands) Deferred income tax assets: Inventory reserves $ 2,525 $ 2,826 Compensation-related accruals 3,523 4,717 Accruals and reserves 149 339 Accounts receivable 628 586 Interest expense limitation 4,767 3,169 Property and equipment 32,080 21,547 Operating lease liability 13,820 — Pension 7,594 8,031 Benefit from NOL carryovers (1) 25,731 32,325 Other 540 418 Total gross deferred income tax assets 91,357 73,958 Less: valuation allowances (16,194 ) (12,348 ) Total net deferred income tax assets 75,163 61,610 Deferred income tax liabilities: Intangible assets (7,107 ) (8,665 ) Operating lease asset (13,820 ) — Other (243 ) (300 ) Total deferred income tax liabilities (21,170 ) (8,965 ) Deferred income tax asset, net $ 53,993 $ 52,645 (1) Our federal NOL carryovers are $61.8 million , and will expire in 11 to 16 years . Our state NOL carryovers are $241.3 million , and will expire in 1 to 20 years . Activity in our deferred tax asset valuation allowance for fiscal 2019 and 2018 was as follows: Fiscal Year Fiscal Year (In thousands) Balance as of beginning of the year $ 12,348 $ 10,415 Valuation allowance provided for taxes related to: Loss before income taxes 3,846 1,933 Balance as of end of the year $ 16,194 $ 12,348 We have recorded income tax and related interest liabilities where we believe certain of our tax positions are not more likely than not to be sustained if challenged. These balances are included in other noncurrent liabilities in our Consolidated Balance Sheets. The following table summarizes the activity related to our gross unrecognized tax benefits: 2019 2018 (In thousands) Balance at beginning of fiscal year $ 5,843 $ 184 Additions for tax positions in prior years — 6,663 Reductions due to lapse of applicable statute of limitations (1,598 ) (1,004 ) Balance at end of fiscal year $ 4,245 $ 5,843 Included in the unrecognized tax benefits as of December 28, 2019 , and December 29, 2018 , were $4.0 million and $5.5 million , respectively, of tax benefits that, if recognized, would reduce our annual effective tax rate for fiscal 2018. For fiscal 2019, we accrued interest related to these unrecognized tax benefits of $0.2 million , all of which is reported in “Interest expense” in our Consolidated Statements of Operations and Comprehensive Loss. For fiscal 2018, we also accrued interest related to these unrecognized tax benefits of $0.9 million , of which $0.3 million of this amount is reported in “Interest expense” in our Consolidated Statement of Operations and Comprehensive Loss. The remaining $0.6 million of interest, as well as the gross addition for tax positions in prior years of $6.7 million disclosed above in the tabular reconciliation, were recorded through goodwill as part of the purchase accounting for the acquisition of Cedar Creek. No penalties were accrued for either fiscal 2019 or 2018. We believe that it is reasonably possible that approximately $0.9 million of our remaining unrecognized tax benefit may be recognized by the end of fiscal 2020 as a result of a lapse of statute of limitations. We file U.S., state, and foreign income tax returns in jurisdictions with varying statutes of limitations. The 2016 through 2019 tax years generally remain subject to examination by federal and most state and foreign tax authorities. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt As of December 28, 2019 , and December 29, 2018 , long-term debt consisted of the following: December 28, December 29, Maturity Date 2019 2018 (In thousands) Revolving Credit Facility (net of discounts and debt issuance costs of $4.5 million and $6.0 million at December 28, 2019 and December 29, 2018, respectively) October 10, 2022 $ 322,041 $ 327,319 Term Loan Facility (net of discounts and debt issuance costs of $8.1 million and $6.7 million at December 28, 2019 and December 29, 2018, respectively) October 13, 2023 138,574 172,356 Total debt 460,615 499,675 Less: current portion of long-term debt (2,176 ) (1,736 ) Long-term debt, net $ 458,439 $ 497,939 Revolving Credit Facility In April 2018, we entered into an Amended and Restated Credit Agreement, with certain of our subsidiaries as borrowers (together with us, the “Borrowers”) or guarantors thereunder, Wells Fargo Bank, National Association, in its capacity as administrative agent (“Wells Fargo”), and certain other financial institutions party thereto. The Amended and Restated Credit Agreement was further amended in January 2020, as described in Note 16 (as amended, the “Revolving Credit Agreement”). The Revolving Credit Agreement provides for a senior secured asset-based revolving loan and letter of credit facility (the “Revolving Credit Facility”) of up to $600 million and an uncommitted accordion feature that permits the Borrowers, with consent of the lenders, to increase the facility by an aggregate additional principal amount of up to $150 million , which will allow borrowings of up to $750 million under the Revolving Credit Facility. Letters of credit in an aggregate amount of up to $30 million are also available under the Revolving Credit Agreement, which would reduce the amount of the revolving loans available under the Revolving Credit Facility. The maturity date of the Revolving Credit Agreement is October 10, 2022. The Borrowers’ obligations under the Revolving Credit Agreement are secured by a security interest in substantially all of our and our subsidiaries’ assets (other than real property), including inventories, accounts receivable, and proceeds from those items. Borrowings under the Revolving Credit Agreement are subject to availability under the Borrowing Base (as that term is defined in the Revolving Credit Agreement). The Borrowers are required to repay revolving loans thereunder to the extent that such revolving loans exceed the Borrowing Base then in effect. The Revolving Credit Facility may be prepaid in whole or in part from time to time without penalty or premium, but including all breakage costs incurred by any lender thereunder. The Revolving Credit Agreement provides for interest on the loans at a rate per annum equal to (i) LIBOR plus a margin ranging from 1.75 percent to 2.25 percent , with the amount of such margin determined based upon the average of the Borrowers’ excess availability for the immediately preceding fiscal quarter as calculated by the administrative agent, for loans based on LIBOR, or (ii) the administrative agent’s base rate plus a margin ranging from 0.75 percent to 1.25 percent , with the amount of such margin determined based upon the average of the Borrowers’ excess availability for the immediately preceding fiscal quarter as calculated by the administrative agent, for loans based on the base rate. In the event excess availability falls below the greater of (i) $50 million and (ii) 10 percent of the lesser of (a) the Borrowing Base and (b) the maximum permitted credit at such time, the Revolving Credit Agreement requires maintenance of a fixed charge coverage ratio of 1.0 to 1.0 until such time as the Borrowers’ excess availability has been at least the greater of (i) $50 million and (ii) 10 percent of the lesser of (a) the Borrowing Base and (b) the maximum permitted credit at such time for a period of 30 consecutive days. The Revolving Credit Agreement also contains representations and warranties and affirmative and negative covenants customary for financings of this type as well as customary events of default. As of December 28, 2019, we had outstanding borrowings of $326.5 million , excess availability of $80.0 million , and a weighted average interest rate of 3.9% under our Revolving Credit Facility. As of December 29, 2018 , we had outstanding borrowings of $333.3 million , excess availability of $91.7 million , and a weighted average interest rate of 4.6% . We were in compliance with all covenants under the Revolving Credit Agreement as of December 28, 2019 . Term Loan Facility In April 2018, in connection with the acquisition of Cedar Creek, we entered into a Credit and Guaranty Agreement by and among the Company, as borrower, certain of our subsidiaries, as guarantors, HPS Investment Partners, LLC, as administrative agent and collateral agent (“HPS”) and certain other financial institutions as parties thereto. In October 2019, the Credit and Guaranty Agreement was amended to, among other things, permit real estate sale leaseback transactions and modify the “Total Net Leverage Ratio” beginning in the third quarter of 2019. The Credit and Guaranty Agreement was further amended in January 2020, and February 2020, as described in Note 16 (as amended, the “Term Loan Agreement”). The Term Loan Agreement provides for a senior secured term loan facility in an aggregate principal amount of $180 million (the “Term Loan Facility”). The maturity date of the Term Loan Agreement is October 13, 2023. The proceeds from the Term Loan Facility were used to fund a portion of the cash consideration payable in connection with the acquisition of Cedar Creek and to fund transaction costs in connection with the acquisition and the Term Loan Facility. In connection with the Term Loan Agreement, the Company and certain of our subsidiaries also entered into a Pledge and Security Agreement with HPS (the “Term Loan Security Agreement”). Pursuant to the Term Loan Security Agreement and other “Collateral Documents” (as such term is defined in the Term Loan Agreement), the obligations under the Term Loan Agreement are secured by a security interest in substantially all of our and our subsidiaries’ assets, including inventories, accounts receivable, real property, and proceeds from those items. The Term Loan Agreement requires monthly interest payments, and quarterly principal payments of $450,000 , in arrears. The Term Loan Agreement also requires certain mandatory prepayments of outstanding loans, subject to certain exceptions, including prepayments commencing with the fiscal year ending December 28, 2019, based on a percentage of excess cash flow (as defined in the Term Loan Agreement for such fiscal year). The remaining balance is due on the loan maturity date of October 13, 2023. The Term Loan Facility may be prepaid in whole or in part from time to time after the first anniversary thereof, subject to payment of the “Prepayment Premium” (as such term is defined in the Term Loan Agreement) if such voluntary prepayment does not otherwise constitute an exception to the Prepayment Premium under the Term Loan Agreement and is made prior to the fourth anniversary of the closing date of the Term Loan Agreement, and all breakage costs incurred by any lender thereunder. Borrowings under the Term Loan Agreement may be made as Base Rate Loans or Eurodollar Rate Loans. The Base Rate Loans bear interest at the rate per annual equal to: (i) the greatest of the (a) U.S. prime lending rate published in The Wall Street Journal, (b) the Federal Funds Effective Rate plus 0.50 percent , and (c) the sum of the Adjusted Eurodollar Rate of one month plus 1.00 percent , provided that the Base Rate shall at no time be less than 2.00 percent per annum; and (ii) plus the Applicable Margin, as described below. Eurodollar Rate Loans bear interest at the rate per annum equal to: (i) the ICE Benchmark Administration LIBOR Rate, provided that the Adjusted Eurodollar Rate shall at no time be less than 1.00 percent per annum; plus (ii) the Applicable Margin. The Applicable Margin is 6.00 percent with respect to Base Rate Loans and 7.00 percent with respect to Eurodollar Rate Loans. The Term Loan Agreement also contains representations, warranties, and affirmative and negative covenants customary for financing transactions of this type, and customary events of default. The Term Loan Facility requires maintenance of a total net leverage ratio of 6.25 to 1.00 for the quarter ending December 28, 2019 , and such required covenant level generally reduces over the term of the Term Loan Facility as set forth in the Term Loan Agreement. As of December 28, 2019 , we had outstanding borrowings of $146.7 million under our Term Loan Facility and a stated interest rate of 8.7 percent per annum. We were in compliance with all covenants under the Term Loan Facility as of December 28, 2019 . Our remaining scheduled principal payments of the Term Loan through 2023 as of December 28, 2019, is as follows: (In thousands) 2020 $ 2,250 2021 1,800 2022 1,800 Thereafter 140,824 Subsequent to the end of fiscal 2019, we used proceeds from our real estate financing transactions to reduce the remaining scheduled principal payments by $68.7 million . As a result, required principal payments after 2022 were reduced to approximately $72.0 million . 2006 Commercial Mortgage-Backed Securities (“CMBS”) Mortgage Loan Our 2006 CMBS mortgage loan, which was paid in full in January 2018, was secured by substantially all of the Company’s owned distribution facilities and a first priority pledge of the equity in the Company’s subsidiaries which held the real property that secured the mortgage loan. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 28, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We determine a fair value measurement based on the assumptions a market participant would use in pricing an asset or liability, in accordance with Accounting Standards Codification (“ASC”) 820 - Fair Value Measurement (“ASC 820”). The fair value measurement guidance established a three level hierarchy making a distinction between market participant assumptions based on (i) unadjusted quoted prices for identical assets or liabilities in an active market (Level 1), (ii) quoted prices in markets that are not active or inputs that are observable either directly or indirectly for substantially the full term of the asset or liability (Level 2), and (iii) prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement (Level 3). Fair value measurements for defined benefit pension plan The fair value hierarchy discussed above not only is applicable to assets and liabilities that are included in our consolidated balance sheets, but also is applied to certain other assets that indirectly impact our consolidated financial statements. For example, we sponsor and contribute to a single-employer defined benefit pension plan (see Note 9). Assets contributed by us become the property of the pension plan. Even though the Company no longer has control over these assets, we are indirectly impacted by subsequent fair value adjustments to these assets. The actual return on these assets impacts our future net periodic benefit cost, as well as amounts recognized in our consolidated balance sheets. The Company uses the fair value hierarchy to measure the fair value of assets held by our pension plan. We believe the pension plan asset fair value valuation to comprise Level 2 in the fair value hierarchy. Level 2 assets held in the pension plan under GAAP consist of collective investment trust assets. Fair value measurements for financial instruments |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 28, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefits | Employee Benefits Single-Employer Defined Benefit Pension Plan We sponsor a noncontributory defined benefit pension plan administered solely by us (the “pension plan”). Most of the participants in the plan are inactive, with all remaining active participants no longer accruing benefits, and the plan is closed to new entrants. Our funding policy for the pension plan is based on actuarial calculations and the applicable requirements of federal law. Benefits under the pension plan primarily are related to years of service. The following tables set forth the change in projected benefit obligation and the change in plan assets for the pension plan: December 28, December 29, (In thousands) Change in projected benefit obligation: Projected benefit obligation at beginning of period $ 107,909 $ 118,812 Service cost 190 534 Interest cost 3,730 3,853 Actuarial loss (gain) 11,156 (9,732 ) Curtailment gain (349 ) — Benefits paid (15,610 ) (5,558 ) Projected benefit obligation at end of period 107,026 107,909 Change in plan assets: Fair value of assets at beginning of period 81,241 88,452 Actual return (loss) on plan assets 15,464 (6,321 ) Employer contributions 2,511 4,668 Benefits paid (15,610 ) (5,558 ) Fair value of assets at end of period 83,606 81,241 Net unfunded status of plan $ (23,420 ) $ (26,668 ) We recognize the unfunded status (i.e., the difference between the fair value of plan assets and the projected benefit obligations) of our pension plan in our Consolidated Balance Sheets, with a corresponding adjustment to AOCI, net of tax. On December 28, 2019 , we measured the fair value of our plan assets and benefit obligations. As of December 28, 2019 , and December 29, 2018 , the net unfunded status of our benefit plan was $23.4 million and $26.7 million , respectively. Lump sum payout. During 2019, we amended the BlueLinx Corporation Hourly Retirement Plan in order to offer a lump sum payout option to certain terminated vested participants in the plan whose present value of benefit payments exceeded $5,000 . This option was available to these participants from September 1, 2019, through October 25, 2019, with a payment date of November 1, 2019. Total lump sum payments under this option were $9.7 million , and were funded with existing plan assets. The lump sum payments decreased our projected benefit obligation by approximately $12.2 million . Because the amount that was settled was greater than the sum of the service cost and interest cost, we incurred settlement expense of $2.8 million . Starting in 2018, we have elected to utilize a full yield curve approach in the estimation service and interest cost components for pension (income)/expense recognized during the fiscal year by applying the specific spot rates along the yield curve used in determination of the benefit obligation to the relevant projected cash flows. We have made this change to provide a more precise measurement of service and interest costs by improving the correlation between projected benefit cash flows to the corresponding spot yield curve rates. This change does not affect the measurement of our total benefit obligations. Actuarial gains and losses occur when actual experience differs from the estimates used to determine the components of net periodic pension cost, and when certain assumptions used to determine the fair value of the plan assets or projected benefit obligation are updated, including but not limited to, changes in the discount rate, plan amendments, differences between actual and expected returns on plan assets, mortality assumptions, and plan re-measurement. We amortize a portion of unrecognized actuarial gains and losses for the pension plan into our Consolidated Statements of Operations and Comprehensive Loss. The amount recognized in the current year’s operations is based on amortizing the unrecognized gains or losses for the pension plan that exceed the larger of 10% of the projected benefit obligation or the fair value of plan assets, also known as the corridor. In the current fiscal year, the amount representing the unrecognized gain or loss that exceeds the corridor is amortized over the estimated average remaining life expectancy of participants, as almost all the participants in the plan are inactive. The net adjustment to other comprehensive income (loss) for fiscal 2019 and fiscal 2018 , was a $2.6 million gain and a $0.6 million loss, respectively, primarily from the net actuarial gain (loss) for those fiscal periods. The decrease in the unfunded obligation for the fiscal year was approximately $3.3 million and was primarily comprised of $11.2 million of actuarial losses, $15.5 million of investment gains, $2.5 million of pension contributions, and a charge of $3.9 million due to current year service and interest cost. The net periodic pension credit was $0.1 million in fiscal 2019, from a cost of $0.2 million in fiscal 2018, driven primarily by a reduction in investment returns associated with the matching duration of return seeking assets. The unfunded status recorded as Pension Benefit Obligation on our Consolidated Balance Sheets for the pension plan is set forth in the following table, along with the unrecognized actuarial loss, which is presented as part of Accumulated Other Comprehensive Loss: December 28, December 29, (In thousands) Unfunded status $ (23,420 ) $ (26,668 ) Unrecognized actuarial loss 31,221 34,699 Net amount recognized $ 7,801 $ 8,031 Amounts recognized on the balance sheet consist of: Accrued pension liability $ (23,420 ) $ (26,668 ) Accumulated other comprehensive loss (pre-tax) 31,221 34,699 Net amount recognized $ 7,801 $ 8,031 The portion of estimated net loss for the pension plan that is expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year is approximately $1.0 million . The accumulated benefit obligation for the pension plan was $107.0 million and $107.4 million at December 28, 2019 , and December 29, 2018 , respectively. Net periodic pension cost (credit) for the pension plan included the following: Fiscal Year Ended Fiscal Year Ended (In thousands) Service cost $ 190 $ 534 Interest cost on projected benefit obligation 3,730 3,853 Expected return on plan assets (5,162 ) (5,309 ) Amortization of unrecognized loss 1,158 1,084 Net periodic pension cost (credit) $ (84 ) $ 162 The following assumptions were used to determine the projected benefit obligation at the measurement date and the net periodic pension cost: December 28, 2019 December 29, 2018 Projected benefit obligation: Discount rate 3.21 % 4.37 % Average rate of increase in future compensation levels Graded 5.5-2.5% Graded 5.5-2.5% Net periodic pension cost: Discount rate 3.20 % 3.69 % Average rate of increase in future compensation levels Graded 5.5-2.5% Graded 5.5-2.5% Expected long-term rate of return on plan assets 6.00 % 6.00 % Our estimates of the amount and timing of our future funding obligations for our defined benefit pension plan are based upon various assumptions specified above. These assumptions include, but are not limited to, the discount rate, projected return on plan assets, and mortality rates. The rate of increase in future compensation levels has a minimal effect on both the projected benefit obligation and net periodic pension cost, as almost all the participants in the plan are inactive, the majority of the remaining active participants are no longer accruing benefits, and the plan is closed to new entrants. Projected return on plan assets. Pension plan assets are managed under a balanced portfolio allocation policy comprised of two major components: a return-seeking portion and a liability-matching portion. The expected role of return-seeking investments is to achieve a reasonable long-term growth of pension assets with a prudent level of risk, while the role of liability-matching investments is to provide a partial hedge against liability performance associated with changes in interest rates. The objective within return-seeking investments is to achieve asset diversity in order to balance return and volatility. We employ a designated fiduciary to manage the day to day investment responsibilities for pension plan assets and relationships with certain agents, advisors, and other fiduciaries. The discount rate. We utilize a full yield curve approach in the estimation of these components by applying the specific spot rates along the yield curve used in determination of the benefit obligation to the relevant projected cash flows. We have made this change to provide a more precise measurement of service and interest costs by improving the correlation between projected benefit cash flows to the corresponding spot yield curve rates. Mortality rates. The valuations and assumptions reflect adoption of the Society of Actuaries updated RP-2014 mortality tables, with a “blue collar employee” adjustment for non-annuitants and a BlueLinx custom adjustment for annuitants. Additionally, we use the most current generational projection scales, which were MP-2019 as of December 28, 2019, and MP-2018 as of December 29, 2018. Plan Assets and Long-Term Rate of Return Fiscal 2019 We base the asset return assumption on current and expected asset allocations, as well as historical and expected returns on the plan asset categories. The allocation of the plan’s assets impacts our expected return on plan assets. The expected return on plan assets is based on a targeted allocation consisting of return-seeking securities (including public equity, real assets, and diversified credit investment strategies), liability-matching securities (fixed income), and cash and cash equivalents. Our net benefit cost increases as the expected return on plan assets decreases. We believe that our actual long-term asset allocations on average will approximate our targeted allocation. Our targeted allocation is driven by our investment strategy to earn a reasonable rate of return while maintaining risk at acceptable levels through the diversification of investments across and within various asset categories. For fiscal 2019, we used a 6.00% expected rate of return on plan assets. The investment policy for the pension plan, in general, is to achieve a reasonable long-term rate of return on plan assets with an acceptable level of risk in order to maintain adequate funding levels. The pension plan’s Investment Committee establishes risk mitigation policies and regularly monitors investment performance and investment allocation policies, with a third-party investment advisor executing on these strategies. We employ a designated fiduciary to manage the day to day investment responsibilities for pension plan assets and relationships with certain agents, advisors, and other fiduciaries. The current targets, adjusted to exclude non-GAAP BlueLinx real-estate holdings, and actual investment allocation, by asset category as of December 28, 2019, consisted of the following: Current Target Allocation Actual Allocation, December 29, 2019 Return-seeking securities 70 % 69 % Liability-matching securities 28 % 30 % Cash and cash equivalents 2 % 1 % Total 100 % 100 % The following table sets forth by level, within the fair value hierarchy (as defined in Note 8), pension plan assets at their fair values as of December 28, 2019: Quoted prices in active markets of identical assets (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total (In thousands) Return-seeking securities Collective investment trust (1) $ — $ 57,966 $ — $ 57,966 Liability-matching securities Collective investment trusts (2) — 24,801 — 24,801 Cash and cash equivalents 888 — — 888 Total $ 888 $ 82,767 $ — $ 83,655 (1) This category is comprised of a collective investment trust of equity funds that track the MCSI World Index, and a collective investment trust that holds publicly traded listed infrastructure securities. (2) This category is consists of a collective investment trust investing in Treasury STRIPS. The fair value of the Level 1 assets was based on quoted prices in active markets for the identical assets. The fair value of the Level 2 assets was determined by management based on an assessment of valuations provided by asset management entities and was calculated by aggregating market prices for all underlying securities. Investment objectives for our pension plan assets are: • Matching Plan liability performance • Diversifying risk • Achieving a target investment return We believe that there are no significant concentrations of risk within our plan assets as of December 28, 2019. We comply with the rules and regulations promulgated under the Employee Retirement Income Security Act of 1974 (“ERISA”) and we prohibit investments and investment strategies not allowed by ERISA. Fiscal 2018 The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair values as of December 29, 2018: Quoted prices in active markets of identical assets (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total (In thousands) Return-seeking securities Collective investment trust (1) $ — $ 55,766 $ — $ 55,766 Liability-matching securities Collective investment trusts (2) — 24,649 — 24,649 Cash and cash equivalents 853 — — 853 Total $ 853 $ 80,415 $ — $ 81,268 (1) This category is comprised of a collective investment trust of equity funds that track the MCSI World Index, and a collective investment trust that holds publicly traded listed infrastructure securities. (2) This category is consists of a collective investment trust investing in Treasury STRIPS. Pension Plan Cash Flows Our estimated normal future benefit payments to pension plan participants are as follows: Fiscal Year Ending (In thousands) 2020 $ 6,352 2021 6,465 2022 6,518 2023 6,557 2024 6,539 Thereafter 32,200 We fund the pension plan liability in accordance with the limits imposed by ERISA, federal income tax laws, and the funding requirements of the Pension Protection Act of 2006. We are required to make four quarterly cash contributions to the pension plan totaling approximately $2.0 million for fiscal funding year 2020. Multiemployer Pension Plans We are involved in various multiemployer pension plans (“MEPPs”) that provide retirement benefits to certain union employees in accordance with certain collective bargaining agreements (“CBAs”). As one of many participating employers in these MEPPs, we are generally responsible with the other participating employers for any plan underfunding. Our contributions to a particular MEPP are established by the applicable CBAs; however, our required contributions may increase based on the funded status of an MEPP and legal requirements such as those of the Pension Protection Act of 2006 (“Pension Act”), which requires substantially underfunded MEPPs to implement a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) to improve their funded status. Factors that could impact funded status of an MEPP include, without limitation, investment performance, changes in the participant demographics, decline in the number of contributing employers, changes in actuarial assumptions, and the utilization of extended amortization provisions. A FIP or RP requires a particular MEPP to adopt measures to correct its underfunded status. These measures may include, but are not limited to: an increase in our contribution rate to the applicable CBA, a reallocation of the contributions already being made by participating employers for various benefits to individuals participating in the MEPP, and/or a reduction in the benefits to be paid to future and/or current retirees. We could also be obligated to make future payments to MEPPs if we either cease to have an obligation to contribute to the MEPP or significantly reduce our contributions to the MEPP because we reduce our number of employees who are covered by the relevant MEPP for various reasons, including, but not limited to, layoffs or closures, assuming the MEPP has unfunded vested benefits. The amount of such payments (known as a complete or partial withdrawal liability) generally would equal our proportionate share of the plan’s unfunded vested benefits. The following table lists our participation in our multiemployer plans which we deem significant. “Contributions” represent the amounts contributed to the plan during the fiscal years presented: Contributions (in millions) Pension Fund: EIN/Pension Plan Number Pension Act Zone Status FIP/RP Status Surcharge 2019 2018 Central States, Southeast and Southwest Areas Pension Fund (1) 366044243 Critical and Declining (January 1, 2019) RP No 0.3 0.4 Other 0.3 0.1 Total $ 0.6 $ 0.5 (1) Our contributions to this plan are approximately 0.10% of total contributions, which is less than the required disclosure threshold of 5% of total plan contributions. However, this plan is deemed significant for disclosure as it is severely underfunded. Additionally, we increased our estimated partial withdrawal liability related to the closure of certain facilities to $8.1 million in fiscal 2019, from $7.1 million in fiscal 2018. We may, in the future, record an additional liability if required by an event of our withdrawal from the plan or a mass withdrawal. Our most recent contingent withdrawal liability was estimated at approximately $51.1 million , for a complete withdrawal occurring in fiscal 2020. In the case of a complete withdrawal or a mass withdrawal, our payments to the Central States Plan would include yearly payments of approximately $1.0 million , which do not include payments for the partial withdrawal of approximately $0.6 million annually. In a complete withdrawal, the current payments would not amortize the liability fully; however, payments for a complete withdrawal are limited to a 20 -year period. In the case of a mass withdrawal, the liability would not amortize fully under current government regulations, and payments would continue indefinitely. Defined Contribution Plans Our employees also participate in two defined contribution plans: the BlueLinx Corporation Hourly Savings Plan covering hourly employees, and the BlueLinx Corporation Salaried Savings Plan covering salaried employees. Discretionary contributions to the plans are based on employee contributions and compensation, and, in certain cases, participants in the hourly savings plan also receive employer contributions based on union negotiated match amounts. Employer contributions to the hourly savings plan for fiscal 2019 and fiscal 2018 were $0.7 million and $0.6 million , respectively. Employer contributions totaling $1.7 million for the salaried savings plan for fiscal 2019 have been deferred until the first quarter of 2020. Employer contributions to the salaried savings plan for fiscal 2018 of $1.8 million were deferred and paid in the first quarter of fiscal 2019. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 28, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation We have three stock-based compensation plans covering officers, directors, certain employees, and consultants: the 2004 Equity Incentive Plan (the “2004 Plan”), the 2006 Long-Term Equity Incentive Plan (the “2006 Plan”), and the 2016 Amended and Restated Long-Term Incentive Plan (the “2016 Plan”). The plans are designed to motivate and retain individuals who are responsible for the attainment of our primary long-term performance goals. The plans provide a means whereby the participants develop a further sense of proprietorship and personal involvement in our development and financial success, thereby advancing the interests of the Company and its stockholders. Although we do not have a formal policy on the matter, we issue new shares of our common stock to participants upon the exercise of options or upon the vesting of restricted stock, restricted stock units, or performance shares, out of the total amount of common shares applicable for issuance or vesting under the aforementioned plans. Shares are available for new issuance only under the 2016 Plan. The 2004 and 2006 Plans have no shares remaining for issuance. Remaining 2004 Plan shares are outstanding only for the exercise of currently outstanding options and 2006 Plan shares are outstanding only for the vesting of outstanding equity awards and the exercise of currently outstanding options. The 2016 Plan permits the grant of nonqualified stock options, incentive stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance shares, performance units, cash-based awards, and other share-based awards to participants of the 2016 Plan selected by our Board of Directors or a committee of the Board that administers the 2016 Plan. We reserved 810,200 shares of our common stock for issuance under the 2016 Plan. The terms and conditions of awards under the 2016 Plan are determined by the Compensation Committee. Some of the awards issued under both the 2006 and 2016 Plans are subject to accelerated vesting in the event of a change in control as such an event is defined in the respective Plan documents. For all awards designated as equity awards, we recognize compensation expense equal to the grant-date fair value for all share-based payment awards that are expected to vest, as described further below, in “Compensation Expense.” This expense is recorded on a straight-line basis over the requisite service period of the entire award, unless the awards are subject to market or performance conditions, in which case we recognize compensation expense over the requisite service period of each separate vesting tranche, to the extent the occurrence of such conditions are probable. All compensation expense related to our share-based payment awards is recorded in “Selling, general, and administrative” expense in the Consolidated Statements of Operations and Comprehensive Loss. Cash-Settled SARs During fiscal 2016, we granted certain executives and employees cash-settled SARs. The cash-settled SARs vested on July 16, 2018. On the vesting date, half of the vested value of the cash-settled SARs became payable within thirty days of the vesting date, and the remainder payable no later than August 15, 2019. The exercise price for the cash-settled SARs was amended so that it was based on a 20 -day trading average of the Company’s common stock through the vesting date, in excess of the $7.00 grant date valuation. There was no remaining liability at the end of 2019. During fiscal 2017, certain individuals were no longer employed with the Company, and their cash-settled SAR agreements allowed for a partial accelerated vesting (of 27,385 cash-settled SARs) and a partial forfeiture (of 20,615 cash-settled SARs), pro-rated based on employment dates. At that time, half of the accelerated vested value of the cash-settled SARs, as valued at the closing stock price on the deemed exercise date, was paid to those participants, with the remaining half payable on July 16, 2019. These payments, and the accrued liability for the remaining half payable in fiscal 2019, were immaterial. At December 28, 2019 , there were no cash-settled SARs issued and outstanding, and we recognized expense of approximately $0.0 million and $13.2 million in fiscal 2019 and 2018 , respectively, related to these awards. Restricted Stock Units During fiscal 2019 and in prior years, the Board of Directors was granted restricted stock units with a one -year vesting period, although a pro-rated portion may vest prior to the one -year period, with the remainder forfeited, if a Director chooses not to stand for re-election before the one -year vesting period has elapsed. All vested director grants settle at the earlier of ten years from the vesting date or retirement from the Board of Directors. These awards are time-based and are not based upon attainment of performance goals. During fiscal 2018 and 2019 , the Board of Directors granted restricted stock units to certain of our employees and executive officers. Certain of the restricted stock units granted in fiscal 2018 and 2019 vest in equal annual increments over the three years after the date of grant. The remaining restricted stock units granted in fiscal 2018 vest on the third anniversary of the date of grant if certain performance conditions are met prior to the vesting date, and the remaining restricted stock units granted in fiscal 2019 vest at the end of the Company’s second fiscal quarter in 2022 if certain performance conditions are met as of the vesting date. As of December 28, 2019 , there was approximately $7.5 million of total unrecognized compensation expense related to restricted stock units. The unrecognized compensation expense is expected to be recognized over a weighted average term of 2.2 years . As of December 28, 2019 , the weighted average remaining contractual term for our restricted stock units was 2.2 years , and the maximum contractual term was 3.0 years . The following table summarizes activity for our restricted stock units during fiscal 2019 : Restricted Stock Units Number of Awards Weighted Average Fair Value Outstanding as of December 29, 2018 194,222 $ 33.29 Granted 389,940 19.96 Vested (1) (82,570 ) 22.92 Forfeited (11,443 ) 32.26 Outstanding as of December 28, 2019 490,149 $ 24.45 (1) The total fair value of restricted stock units vested in fiscal 2019 and 2018 was $1.9 million and $1.7 million , respectively. Compensation Expense Total share-based compensation expense from our share-based awards was as follows: December 28, 2019 December 29, 2018 (In thousands) Restricted Stock and Restricted Stock Units $ 2,592 $ 1,350 Performance Shares — 788 Cash-settled Stock Appreciation Rights — 13,173 Total $ 2,592 $ 15,311 We do not estimate forfeitures, but adjust for them as they occur. We recognized related income tax benefits in fiscal years 2019 and 2018 of $0.7 million and $3.9 million , respectively, which were fully realized in fiscal 2019 and 2018 . We present the benefits of tax deductions in excess of recognized compensation expense as a net operating cash outflow in our Consolidated Statements of Cash Flows when present. There was no excess tax benefit in fiscal 2019 , and an excess tax benefit of $1.5 million in fiscal 2018. |
Loss per Common Share
Loss per Common Share | 12 Months Ended |
Dec. 28, 2019 | |
Earnings Per Share [Abstract] | |
Loss per Common Share | Loss per Common Share We calculate basic earnings per share by dividing net income by the weighted average number of common shares outstanding, excluding unvested restricted shares. We calculate diluted earnings per share using the treasury stock method, by dividing net income by the weighted average number of common shares outstanding plus the dilutive effect of outstanding share-based awards, including restricted stock awards and units, performance shares, and stock options. The following table shows the computation of basic and diluted loss per share: Fiscal Year Ended December 28, 2019 (1) December 29, 2018 (1) (In thousands, except per share data) Net loss $ (17,656 ) $ (48,053 ) Basic weighted average shares outstanding 9,355 9,230 Dilutive effect of share-based awards — — Diluted weighted average shares outstanding 9,355 9,230 Basic loss per share $ (1.89 ) $ (5.21 ) Diluted loss per share $ (1.89 ) $ (5.21 ) (1) Basic and diluted loss per share are equivalent for fiscal 2019 and 2018 , due to net losses for the periods, and all outstanding share-based awards would be antidilutive. For fiscal years 2019 and 2018 , we excluded 490,149 and 194,222 unvested (or unexercised, in the case of options) share-based awards, respectively, from the diluted earnings per share calculation because they were either anti-dilutive or “out of the money.” Outstanding share based awards not included in diluted loss per share consisted of the following securities: Fiscal Year Ended December 28, 2019 December 29, 2018 Performance shares — 58,818 Restricted stock units 490,149 135,404 Total excluded from diluted earnings per share 490,149 194,222 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 28, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions D. Wayne Trousdale, the Company’s former Vice Chairman, Operating Companies, who served until April 2019, owns approximately 33.33% of a limited liability company that owns and leases six facilities to us. During fiscal 2018 and 2019, approximately $1.5 million and $2.1 million , respectively, in aggregate rent and related amounts was paid to the limited liability company for these properties. Mr. Trousdale’s interest in these amounts for fiscal 2018 and 2019 was approximately $0.5 million and $0.7 million |
Lease Commitments
Lease Commitments | 12 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
Lease Commitments | Lease Commitments Effective December 30, 2018, we adopted ASU No. 2016-02, “Leases (Topic 842)” using the modified retrospective method, which applies the provisions of the new guidance at the effective date without adjusting the comparative periods presented. We have elected the package of practical expedients permitted under the transition guidance within the new standard. This election allowed us to carry forward our historical lease classification. The adoption of this standard resulted in the recording of operating lease right-of-use (“ROU”) assets and corresponding operating lease liabilities of $57.5 million on the consolidated balance sheet as of December 30, 2018 (adoption date), the first day of fiscal 2019, which amortizes over the lease term. We determine if an arrangement is a lease at inception and assess lease classification as either operating or finance at lease inception or upon modification. Our operating and finance (formerly capital) lease portfolio includes leases for real estate, certain logistics equipment, and vehicles. The majority of our leases have remaining lease terms of one year to 15 years , some of which include one or more options to extend the leases for five years . Operating lease ROU assets and corresponding liabilities are presented separately on the consolidated balance sheets. Finance lease assets are included in property and equipment, and the finance lease obligations are presented separately in the consolidated balance sheet. We have also made the accounting policy election to not separate lease components from non lease components related to leases of several trucks during the second and third quarters of 2019. When a lease does not provide an implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. A portion of our real estate lease cost is generally subject to annual changes in the Consumer Price Index (“CPI”). The known changes to lease payments are included in the lease liability at lease commencement. Unknown changes related to CPI are treated as variable lease payments and recognized in the period in which the obligation for those payments was incurred. In addition, a subset of our vehicle lease cost is considered variable. The components of lease expense were as follows: Fiscal Year Ended December 28, 2019 (In thousands) Operating lease cost: $ 12,115 Finance lease cost: Amortization of right-of-use assets $ 9,712 Interest on lease liabilities 15,303 Total finance lease costs $ 25,015 Supplemental cash flow information related to leases for fiscal 2019 was as follows: Fiscal Year Ended December 28, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 11,885 Operating cash flows from finance leases 15,303 Financing cash flows from finance leases 9,853 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 775 Finance leases 15,041 Supplemental balance sheet information for right-of-use assets related to leases for fiscal 2019 was as follows: December 28, 2019 (In thousands) Finance leases Property and equipment $ 156,770 Accumulated depreciation (23,364 ) Property and equipment, net $ 133,406 Weighted Average Remaining Lease Term (in years) Operating leases 11.71 Finance leases 17.9 Weighted Average Discount Rate Operating leases 9.34 % Finance leases 10.33 % The major categories of our finance lease liabilities as of December 28, 2019 are as follows: December 28, 2019 (In thousands) Equipment and vehicles $ 32,471 Real estate 120,525 Total finance leases $ 152,996 As of December 28, 2019 , maturities of lease liabilities were as follows: Operating leases Finance leases (In thousands) 2020 $ 11,348 $ 20,291 2021 10,111 19,258 2022 8,048 18,350 2023 7,330 17,887 2024 6,413 17,324 Thereafter 50,901 284,277 Total lease payments $ 94,151 $ 377,387 Less: imputed interest (39,743 ) (224,391 ) Total $ 54,408 $ 152,996 Real Estate Transactions During fiscal 2018, we completed sale-leaseback transactions on distribution centers located in Bellingham, Massachusetts; Raleigh, North Carolina; Frederick, Maryland; and Lawrenceville, Georgia. As a result of these transactions, we recognized a capital lease asset and obligation totaling $95.1 million . We recorded deferred gains of $83.9 million on the sale-leaseback properties in fiscal 2018. During fiscal 2019 , we completed real estate financing transactions on distribution centers located in Yulee, Florida; and University Park, Illinois. The aggregate gross proceeds for these real estate transactions were $45 million . We determined that the transactions did not qualify as sales in accordance with ASC Topic 842 and, for accounting purposes, the transactions were not accounted for as sale-leaseback transactions. When this occurs, the real estate transaction is accounted for as a financing transaction, whereby the cash received is recorded as a financing obligation in our consolidated balance sheets in other current liabilities and in noncurrent liabilities as real estate financing obligations. The assets related to these transactions remain on our books and we continue to depreciate them. At December 28, 2019 , our future minimum payments related to the financing obligations under these real estate financing transactions were as follows: (In thousands) 2020 $ 3,711 2021 3,794 2022 3,880 2023 3,967 Thereafter 47,218 In the first quarter of 2020, we completed real estate financing transactions on fourteen of our distribution facilities for aggregate gross proceeds of $78.3 million . The transactions are described in further detail in Note 16. |
Lease Commitments | Lease Commitments Effective December 30, 2018, we adopted ASU No. 2016-02, “Leases (Topic 842)” using the modified retrospective method, which applies the provisions of the new guidance at the effective date without adjusting the comparative periods presented. We have elected the package of practical expedients permitted under the transition guidance within the new standard. This election allowed us to carry forward our historical lease classification. The adoption of this standard resulted in the recording of operating lease right-of-use (“ROU”) assets and corresponding operating lease liabilities of $57.5 million on the consolidated balance sheet as of December 30, 2018 (adoption date), the first day of fiscal 2019, which amortizes over the lease term. We determine if an arrangement is a lease at inception and assess lease classification as either operating or finance at lease inception or upon modification. Our operating and finance (formerly capital) lease portfolio includes leases for real estate, certain logistics equipment, and vehicles. The majority of our leases have remaining lease terms of one year to 15 years , some of which include one or more options to extend the leases for five years . Operating lease ROU assets and corresponding liabilities are presented separately on the consolidated balance sheets. Finance lease assets are included in property and equipment, and the finance lease obligations are presented separately in the consolidated balance sheet. We have also made the accounting policy election to not separate lease components from non lease components related to leases of several trucks during the second and third quarters of 2019. When a lease does not provide an implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. A portion of our real estate lease cost is generally subject to annual changes in the Consumer Price Index (“CPI”). The known changes to lease payments are included in the lease liability at lease commencement. Unknown changes related to CPI are treated as variable lease payments and recognized in the period in which the obligation for those payments was incurred. In addition, a subset of our vehicle lease cost is considered variable. The components of lease expense were as follows: Fiscal Year Ended December 28, 2019 (In thousands) Operating lease cost: $ 12,115 Finance lease cost: Amortization of right-of-use assets $ 9,712 Interest on lease liabilities 15,303 Total finance lease costs $ 25,015 Supplemental cash flow information related to leases for fiscal 2019 was as follows: Fiscal Year Ended December 28, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 11,885 Operating cash flows from finance leases 15,303 Financing cash flows from finance leases 9,853 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 775 Finance leases 15,041 Supplemental balance sheet information for right-of-use assets related to leases for fiscal 2019 was as follows: December 28, 2019 (In thousands) Finance leases Property and equipment $ 156,770 Accumulated depreciation (23,364 ) Property and equipment, net $ 133,406 Weighted Average Remaining Lease Term (in years) Operating leases 11.71 Finance leases 17.9 Weighted Average Discount Rate Operating leases 9.34 % Finance leases 10.33 % The major categories of our finance lease liabilities as of December 28, 2019 are as follows: December 28, 2019 (In thousands) Equipment and vehicles $ 32,471 Real estate 120,525 Total finance leases $ 152,996 As of December 28, 2019 , maturities of lease liabilities were as follows: Operating leases Finance leases (In thousands) 2020 $ 11,348 $ 20,291 2021 10,111 19,258 2022 8,048 18,350 2023 7,330 17,887 2024 6,413 17,324 Thereafter 50,901 284,277 Total lease payments $ 94,151 $ 377,387 Less: imputed interest (39,743 ) (224,391 ) Total $ 54,408 $ 152,996 Real Estate Transactions During fiscal 2018, we completed sale-leaseback transactions on distribution centers located in Bellingham, Massachusetts; Raleigh, North Carolina; Frederick, Maryland; and Lawrenceville, Georgia. As a result of these transactions, we recognized a capital lease asset and obligation totaling $95.1 million . We recorded deferred gains of $83.9 million on the sale-leaseback properties in fiscal 2018. During fiscal 2019 , we completed real estate financing transactions on distribution centers located in Yulee, Florida; and University Park, Illinois. The aggregate gross proceeds for these real estate transactions were $45 million . We determined that the transactions did not qualify as sales in accordance with ASC Topic 842 and, for accounting purposes, the transactions were not accounted for as sale-leaseback transactions. When this occurs, the real estate transaction is accounted for as a financing transaction, whereby the cash received is recorded as a financing obligation in our consolidated balance sheets in other current liabilities and in noncurrent liabilities as real estate financing obligations. The assets related to these transactions remain on our books and we continue to depreciate them. At December 28, 2019 , our future minimum payments related to the financing obligations under these real estate financing transactions were as follows: (In thousands) 2020 $ 3,711 2021 3,794 2022 3,880 2023 3,967 Thereafter 47,218 In the first quarter of 2020, we completed real estate financing transactions on fourteen of our distribution facilities for aggregate gross proceeds of $78.3 million . The transactions are described in further detail in Note 16. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 28, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental and Legal Matters From time to time, we are involved in various proceedings incidental to our businesses, and we are subject to a variety of environmental and pollution control laws and regulations in all jurisdictions in which we operate. Although the ultimate outcome of these proceedings cannot be determined with certainty, based on presently available information, management believes that adequate reserves have been established for probable losses with respect thereto. Management further believes that the ultimate outcome of these matters could be material to operating results in any given quarter, but will not have a materially adverse effect on our long-term financial condition, our results of operations, or our cash flows. Collective Bargaining Agreements (“CBAs”) As of December 28, 2019 , we employed approximately 2,200 persons on a full-time basis. Approximately 20% of our employees were covered by CBAs negotiated between the company and various local unions. Three of those CBAs covering approximately 30 employees are up for renewal in fiscal 2020, or are currently expired and under negotiations. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 28, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Comprehensive income (loss) is a measure of income which includes both net loss and other comprehensive income (loss). Our other comprehensive income (loss) results from items deferred from recognition into our Consolidated Statements of Operations and Comprehensive Loss. Accumulated other comprehensive loss is separately presented on our Consolidated Balance Sheets as part of common stockholders’ deficit. Other comprehensive income (loss) was $2.6 million and $(0.6) million for fiscal 2019 and fiscal 2018 , respectively. The changes in accumulated balances for each component of other comprehensive loss for fiscal 2018 and 2019 were as follows: Foreign currency translation, net of tax Amortization of unrecognized pension gain (loss), net of tax Other, net of tax Total (In thousands) December 30, 2017, ending balance, net of tax $ 674 $ (37,393 ) $ 212 $ (36,507 ) Other comprehensive income (loss), net of tax (1) (14 ) (608 ) — (622 ) December 29, 2018, ending balance, net of tax $ 660 $ (38,001 ) $ 212 $ (37,129 ) Other comprehensive income (loss), net of tax (2) 6 2,560 — 2,566 December 28, 2019, ending balance, net of tax $ 666 $ (35,441 ) $ 212 $ (34,563 ) (1) For fiscal 2018 , there was $0.8 million of unrecognized actuarial loss based on updated actuarial assumptions, net of taxes of $0.2 million . There was no intraperiod income tax allocation since there was a loss in continuing operations along with a loss in other comprehensive income. (2) For fiscal 2019 , there was $3.5 million of unrecognized actuarial gain based on updated actuarial assumptions, net of taxes of $0.9 million . There was a tax benefit of $0.7 million allocated to the loss from continuing operations and tax expense allocated to the income from other comprehensive income. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 28, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Real Estate Transactions On December 31, 2019, we completed real estate financing transactions with respect to four warehouse facilities for aggregate net proceeds of approximately $27.2 million ; on January 31, 2020, we completed real estate financing transactions with respect to nine warehouse facilities for aggregate net proceeds of $34.1 million ; and on February 28, 2020, we completed a real estate financing transaction with respect to a warehouse facility for net proceeds of approximately $7.5 million . The real estate financing transactions were completed through sale-leaseback arrangements. All net proceeds from these transactions were used to repay indebtedness under the Term Loan Facility, and following these repayments, the principal balance of the Term Loan Facility was approximately $77.4 million . Upon completion of these transactions, we entered into long-term leases on the properties for initial terms from fifteen to eighteen years with multiple five -year renewal options. Amendments to the Term Loan Facility On December 31, 2019, we amended our Term Loan Facility to extend the period for satisfying the designated outstanding principal balance level required to maintain the modified “Total Net Leverage Ratio” covenant levels for the 2019 fourth and subsequent quarters under the Term Loan Facility. The principal balance level was satisfied on January 31, 2020, through repayments from the sale-leaseback transactions described in this Note under the heading “Real Estate Transactions” above. On February 28, 2020, we further amended our Term Loan Facility to provide that we will not be subject to the facility’s quarterly “Total Net Leverage Ratio” covenant from and after the time, and then for so long as, the principal balance level under the facility is less than $45 million . Amendment to the Revolving Credit Facility On January 31, 2020, we amended our Revolving Credit Facility to provide that (i) the “Seasonal Period” run from November 15, 2019, through July 15, 2020, for the calendar year 2019, and from December 15 of each calendar year through April 15 of each immediately succeeding calendar year for the calendar year 2020 and thereafter, and (ii) the measurement period in the definition of “Cash Dominion Event” will be five consecutive business days instead of three consecutive business days. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 28, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation BlueLinx is a wholesale distributor of building and industrial products in the U.S. Our Consolidated Financial Statements include the accounts of BlueLinx Holdings Inc. and its wholly owned subsidiaries. These financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). All significant intercompany accounts and transactions have been eliminated. Fiscal years 2019 and 2018 were each comprised of 52 weeks. Our fiscal year ends on the Saturday closest to December 31 of that fiscal year, and may comprise 53 weeks in certain years. |
Use of Estimates | Use of Estimates We are required to make estimates and assumptions when preparing our Consolidated Financial Statements in accordance with U.S. GAAP. These estimates and assumptions affect the amounts reported in our Consolidated Financial Statements and the accompanying notes. Actual results could differ materially from those estimates. |
Subsequent Events | Subsequent Events We evaluated subsequent events through the date that our Consolidated Financial Statements were issued. Except as described in Note 16, no matters were identified that required adjustment of the Consolidated Financial Statements or additional disclosure. |
Recent Accounting Standards Recently Issued and Adopted | Recent Accounting Standards - Recently Issued Credit Impairment Losses . In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326).” This ASU sets forth a current expected credit loss (“CECL”) model which requires the measurement of all expected credit losses for financial instruments or other assets (e.g., trade receivables), held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model, is applicable to the measurement of credit losses on financial assets measured at amortized cost, and applies to some off-balance sheet credit exposures. The standard also requires enhanced disclosures to help financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity's portfolio. ASU 2019-10 extended the effective date to interim and annual periods beginning after December 15, 2022, for certain public business entities, including smaller reporting companies. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Fair Value Measurement. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value (“FV”) Measurement (Topic 820).” In addition to making certain modifications, the standard removes the requirements to disclose: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the FV hierarchy; (ii) the policy for timing transfers between levels; and (iii) the valuation process for Level 3 FV measurements. The standard will require public entities to disclose: (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 FV measurements held at the end of the reporting period; and (b) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 FV measurements. The additional disclosure requirements should be applied prospectively for the most recent interim or annual period presented in the fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented. The amendments in this standard are effective for fiscal years beginning after December 15, 2019. Early adoption is permitted, and an entity may early adopt the removed or modified disclosures and delay the adoption of new disclosures until the effective date. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Defined Benefit Pension Plan . In August 2018, the FASB issued ASU No. 2018-14, “Compensation-Retirement-Benefits-Defined Benefit Plans-General (Subtopic 715-20).” The amendments in this update modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing six previously required disclosures and adding two. The amendments also clarify certain disclosure requirements. The amendments in this standard are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. We have not completed our assessment of the standard, but we do not expect adoption of the standard to have a material impact on the Company's consolidated financial position, results of operations, or cash flows. Income Taxes . In December 2019, the FASB issued ASU No.2019-12, “Income taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. The amendments in this standard are effective for interim periods and fiscal years beginning after December 15, 2020. Early adoption is permitted. We are currently assessing the impact of the new guidance, but do not expect it to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Recent Accounting Standards - Recently Adopted Leases. In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” Topic 842 establishes a new lease accounting model for leases. The most significant changes include the clarification of the definition of a lease, the requirement for lessees to recognize for all leases a right-of-use asset and a corresponding lease liability in the consolidated balance sheet, and additional quantitative and qualitative disclosures which are designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. Expenses are recognized in the consolidated statement of income in a manner similar to current accounting guidance. Lessor accounting under the new standard is substantially unchanged. We adopted this standard, and all related amendments thereto, effective December 30, 2018, the first day of our 2019 fiscal year, using a prospective transition approach, which applies the provisions of the new guidance at the effective date without adjusting the comparative periods presented. We have elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. We have made an accounting policy election to keep leases with an initial term of 12 months or less off of the consolidated balance sheet. The adoption of Topic 842 had a material impact on our consolidated balance sheets, but did not have a material impact on our consolidated statements of operations and comprehensive loss. There also was no impact to our debt covenant calculations. The most significant impact was the recognition of right-of-use assets and corresponding lease liabilities of $57.5 million on the consolidated balance sheet. Additionally, $1.7 million of deferred gains associated with sale-leaseback transactions was recorded as a cumulative-effect adjustment to accumulated deficit. See Note 13 “Lease Commitments” for additional disclosures regarding our lease commitments. Comprehensive Income . In February 2018, the FASB issued ASU No. 2018-02, “Income Statement-Reporting Comprehensive Income (Topic 220).” This standard provides an option to reclassify stranded tax effects within accumulated other comprehensive income (loss) (“AOCI”) to retained earnings due to the U.S. federal corporate income tax rate change in the Tax Cuts and Jobs Act of 2017. We adopted this standard effective December 30, 2018, the first day of our 2019 fiscal year. We did not exercise the option to make this reclassification. Goodwill. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350).” This standard is intended to simplify the test for goodwill impairments by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new ASU, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. We elected to early adopt this standard effective the first day of the fourth quarter of 2019, which corresponds with the date of our annual goodwill impairment testing date. The adoption of the standard did not have a material impact on Company's consolidated financial position, results of operations, or cash flows. Cloud Computing Arrangements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal Use-Software (Subtopic 350-40).” This standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). We early adopted this standard effective December 30, 2018, the first day of our 2019 fiscal year and did so prospectively. Costs that have been recorded have been classified as other current and other non-current assets. The adoption of the standard did not have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. |
Revenue Recognition | Revenue Recognition We recognize revenue when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration we expected to be entitled to in exchange for those goods or services. The timing of revenue recognition largely is dependent on shipping terms. Revenue is recorded at the time of shipment for terms designated free on board (“FOB”) shipping point. For sales transactions designated FOB destination, revenue is recorded when the product is delivered to the customer’s delivery site. All revenues recognized are net of trade allowances, cash discounts, and sales returns. Cash discounts and sales returns are estimated using historical experience. Trade allowances are based on the estimated obligations and historical experience. Adjustments to earnings resulting from revisions to estimates on discounts and returns have been insignificant for each of the reported periods. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. We recognize revenue when the following criteria are met: (1) Contract with the customer has been identified; (2) Performance obligations in the contract have been identified; (3) Transaction price has been determined; (4) The transaction price has been allocated to the performance obligations; and (5) When (or as) performance obligations are satisfied. Contracts with our customers are generally in the form of standard terms and conditions of sale. From time to time, we may enter into specific contracts with some of our larger customers, which may affect delivery terms. Performance obligations in our contracts generally consist solely of delivery of goods. For all sales channel types, consisting of warehouse, direct, and reload sales, we typically satisfy our performance obligations upon shipment. Our customer payment terms are typical for our industry, and may vary by the type and location of our customer and the products or services offered. The term between invoicing and when payment is due is not deemed to be significant by us. For certain sales channels and/or products, our standard terms of payment may be as early as ten days. All revenues recognized are net of trade allowances (i.e., rebates), cash discounts and sales returns. Cash discounts and sales returns are estimated using historical experience. Trade allowances are based on the estimated obligations and historical experience. Adjustments to earnings resulting from revisions to estimates on discounts and returns have been insignificant for each of the reported periods. Certain customers may receive cash-based incentives or credits, which are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We believe that there will not be significant changes to our estimates of variable consideration. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. |
Leases | Leases We are the lessee in a lease contract when we obtain the right to control an asset associated with a particular lease. For operating leases, we record a right-of-use ("ROU") asset that represents our right to use an underlying asset for the lease term, and a corresponding lease liability that represents our obligation to make lease payments arising from the lease, both of which are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. Financing ROU assets associated with finance leases are included in property and equipment. Leases with a lease term of 12 months or less at inception are not recorded on our consolidated balance sheet and are expensed on a straight-line basis over the lease term in our consolidated statement of income. We determine the lease term by assuming the exercise of renewal options that are reasonably certain. As most of our leases do not provide an implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. When our contracts contain lease and non-lease components, we account for both components as a single lease component. See Note 13 for further discussion. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at net realizable value, do not bear interest, and consist of amounts owed for orders shipped to customers. Management establishes an overall credit policy for sales to customers. The allowance for doubtful accounts is determined based on a number of factors including specific customer account reviews, historical loss experience, current economic trends, and the creditworthiness of significant customers based on ongoing credit evaluations. |
Inventory Valuation | Inventory Valuation The cost of all inventories is determined by the moving average cost method. We have included all material charges directly or indirectly incurred in bringing inventory to its existing condition and location. We evaluate our inventory value at the end of each quarter to ensure that inventory, when viewed by category, is carried at the lower of cost and net realizable value, which also considers items that may be damaged, excess, and obsolete inventory. |
Consideration Received from Vendors and Paid to Customers | Consideration Received from Vendors and Paid to Customers Each year, we enter into agreements with many of our vendors providing for inventory purchase rebates, generally based on achievement of specified volume purchasing levels. We also receive rebates related to price protection and various marketing allowances that are common industry practice. We accrue for the receipt of vendor rebates based on purchases, and also reduce inventory to reflect the net acquisition cost (purchase price less expected purchase rebates). |
Shipping and Handling | Shipping and Handling |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Lease obligations for which we assume or retain substantially all the property rights and risks of ownership are capitalized. Amortization of assets recorded under capital leases is included in “Depreciation and amortization” expense. Replacements of major units of property are capitalized and the replaced properties are retired. Replacements of minor components of property and repair and maintenance costs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Estimated useful lives for land improvements, buildings, and machinery and equipment range from 7 to 15 years , 15 to 33 years , and 3 to 7 years , respectively. Upon retirement or disposition of assets, cost and accumulated depreciation are removed from the related accounts and any gain or loss is included in income. |
Income Taxes | Income Taxes |
Insurance and Self-insurance | Insurance and Self-Insurance For fiscal 2019 and 2018, the Company was insured for its non-union and certain unionized employee health benefits. Health benefits for some unionized employees for fiscal 2019 and 2018 were paid directly to a union trust, depending upon the union-negotiated benefit arrangement. For fiscal 2019 and 2018, the Company was self-insured, up to certain limits, for workers’ compensation losses, general liability, and automotive liability losses, all subject to varying “per occurrence” retentions or deductible limits. The Company provides for estimated costs to settle both known claims and claims incurred but not yet reported by making periodic prepayments, considering our retention and stop loss limits. Liabilities of the Company associated with these claims are estimated, in part, by considering the frequency and severity of historical claims, both specific to us, as well as industry-wide loss experience and other actuarial assumptions. We determine our insurance obligations with the assistance of actuarial firms. Since there are many estimates and assumptions involved in recording insurance liabilities, and in the case of workers’ compensation, a significant period of time elapses before the ultimate resolution of claims, differences between actual future events, and prior estimates and assumptions could result in adjustments to these liabilities. The Company has deposits on hand with certain third-party insurance administrators and insurance carriers to cover its obligation for future payment of claims. These deposits are recorded in other current and non-current assets in our consolidated balance sheets. |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Business Combinations [Abstract] | |
Pro Forma Information | The following unaudited consolidated pro forma information presents consolidated information as if the acquisition had occurred on January 1, 2017: Pro Forma Fiscal 2018 (In thousands, except per share data) Net sales $ 3,262,433 Net loss (18,129 ) Loss per common share: Basic $ (1.96 ) Diluted (1.96 ) |
Schedule of Business Acquisitions | The purchase price of Cedar Creek consisted of the following items: (In thousands) Consideration paid to shareholders and amounts paid to creditors: Payments to Cedar Creek shareholders (1) $ 166,447 Subordinated unsecured note (due to shareholder) (2) 13,743 Seller’s transaction costs paid by Company 7,349 Add: pay off of Cedar Creek debt (3) 174,213 Total preliminary cash purchase price $ 361,752 (1) Payments to Cedar Creek’s shareholders include the purchase of common stock and certain escrow adjustments. (2) The Cedar Creek note payable to a shareholder of $13.7 million was paid in full upon the acquisition of Cedar Creek and included $10 million in subordinated debt and $3.7 million in accrued interest. (3) To finance the acquisition of Cedar Creek, the Company amended and restated its Revolving Credit Facility to increase the availability thereunder to $600.0 million and also entered into a new $180.0 million senior secured Term Loan Facility (See Note 9). Allocation as of December 29, 2018 (In thousands) Cash and net working capital assets $ 88,318 Inventory 159,227 Property and equipment 71,203 Other, net (1,395 ) Intangible assets and goodwill: Customer relationships 25,500 Non-compete agreements 8,254 Trade names 6,826 Favorable leasehold interests 800 Goodwill 47,772 Capital leases and other liabilities (44,753 ) Cash purchase price $ 361,752 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source and Sales Channel | The following table presents our revenues disaggregated by revenue source. Prior year amounts have been reclassified to conform to the current year product mix of structural and specialty products. Sales and usage-based taxes are excluded from revenues. Fiscal Year Ended December 28, 2019 December 29, 2018 (In thousands) Structural products $ 862,270 $ 1,044,348 Specialty products 1,774,998 1,818,502 Total net sales $ 2,637,268 $ 2,862,850 Fiscal Year Ended December 28, 2019 December 29, 2018 (In thousands) Warehouse and reload $ 2,206,260 $ 2,373,928 Direct 470,786 526,900 Cash discounts and rebates (39,778 ) (37,978 ) Total net sales $ 2,637,268 $ 2,862,850 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Definite-Lived Intangible Assets | At December 28, 2019 , the gross carrying amounts, accumulated amortization, and net carrying amounts of our definite-lived intangible assets were as follows: Gross Carrying Amounts Accumulated Amortization (1) Net Carrying Amounts (In thousands) Customer relationships $ 25,500 $ (6,770 ) $ 18,730 Noncompete agreements 8,254 (3,532 ) 4,722 Trade names 6,826 (3,894 ) 2,932 Total $ 40,580 $ (14,196 ) $ 26,384 (1) Intangible assets except customer relationships are amortized on straight line basis. Customer relationships are amortized on a double declining balance method. |
Schedule of Definite-Lived Intangible Asset Amortization | Estimated annual amortization expense for definite-lived intangible assets over the next five fiscal years is as follows: Estimated Amortization (In thousands) 2020 $ 7,461 2021 4,973 2022 3,111 2023 1,807 2024 1,505 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | Our (benefit from) provision for income taxes consisted of the following: Fiscal Year Fiscal Year (In thousands) Federal income taxes: Current $ 35 $ (99 ) Deferred (3,202 ) (13,092 ) State income taxes: Current (403 ) 3,786 Deferred (382 ) (2,749 ) Benefit from income taxes $ (3,952 ) $ (12,154 ) |
Schedule of Provision for Income Taxes is Reconciled to the Federal Statutory | Our benefit from income taxes is reconciled to the federal statutory amount as follows: Fiscal Year Fiscal Year (In thousands) Benefit from income taxes computed at the federal statutory tax rate $ (4,538 ) $ (12,643 ) Benefit from state income taxes, net of federal benefit (1,752 ) (2,498 ) Valuation allowance change 4,256 1,974 Transaction costs — 1,327 Nondeductible executive compensation 67 936 Share-based compensation - excess tax benefit — (1,494 ) Other nondeductible items 354 344 Prior period true-up (382 ) — Uncertain tax positions (1,514 ) (951 ) Tax rate change used to measure deferred taxes (433 ) 681 Other (10 ) 170 Benefit from income taxes $ (3,952 ) $ (12,154 ) |
Schedule of Net Deferred Income Tax Assets (Liabilities) | The components of our net deferred income tax assets are as follows: December 28, December 29, (In thousands) Deferred income tax assets: Inventory reserves $ 2,525 $ 2,826 Compensation-related accruals 3,523 4,717 Accruals and reserves 149 339 Accounts receivable 628 586 Interest expense limitation 4,767 3,169 Property and equipment 32,080 21,547 Operating lease liability 13,820 — Pension 7,594 8,031 Benefit from NOL carryovers (1) 25,731 32,325 Other 540 418 Total gross deferred income tax assets 91,357 73,958 Less: valuation allowances (16,194 ) (12,348 ) Total net deferred income tax assets 75,163 61,610 Deferred income tax liabilities: Intangible assets (7,107 ) (8,665 ) Operating lease asset (13,820 ) — Other (243 ) (300 ) Total deferred income tax liabilities (21,170 ) (8,965 ) Deferred income tax asset, net $ 53,993 $ 52,645 (1) Our federal NOL carryovers are $61.8 million , and will expire in 11 to 16 years . Our state NOL carryovers are $241.3 million , and will expire in 1 to 20 years . |
Schedule of Activity in Deferred Tax Asset Valuation Allowance | Activity in our deferred tax asset valuation allowance for fiscal 2019 and 2018 was as follows: Fiscal Year Fiscal Year (In thousands) Balance as of beginning of the year $ 12,348 $ 10,415 Valuation allowance provided for taxes related to: Loss before income taxes 3,846 1,933 Balance as of end of the year $ 16,194 $ 12,348 |
Schedule of Activity Related to Unrecognized Tax Benefits | The following table summarizes the activity related to our gross unrecognized tax benefits: 2019 2018 (In thousands) Balance at beginning of fiscal year $ 5,843 $ 184 Additions for tax positions in prior years — 6,663 Reductions due to lapse of applicable statute of limitations (1,598 ) (1,004 ) Balance at end of fiscal year $ 4,245 $ 5,843 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | As of December 28, 2019 , and December 29, 2018 , long-term debt consisted of the following: December 28, December 29, Maturity Date 2019 2018 (In thousands) Revolving Credit Facility (net of discounts and debt issuance costs of $4.5 million and $6.0 million at December 28, 2019 and December 29, 2018, respectively) October 10, 2022 $ 322,041 $ 327,319 Term Loan Facility (net of discounts and debt issuance costs of $8.1 million and $6.7 million at December 28, 2019 and December 29, 2018, respectively) October 13, 2023 138,574 172,356 Total debt 460,615 499,675 Less: current portion of long-term debt (2,176 ) (1,736 ) Long-term debt, net $ 458,439 $ 497,939 |
Schedule of Maturities of Long-term Debt | Our remaining scheduled principal payments of the Term Loan through 2023 as of December 28, 2019, is as follows: (In thousands) 2020 $ 2,250 2021 1,800 2022 1,800 Thereafter 140,824 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Changes in Projected Benefit Obligations and Change in Plan Assets | The following tables set forth the change in projected benefit obligation and the change in plan assets for the pension plan: December 28, December 29, (In thousands) Change in projected benefit obligation: Projected benefit obligation at beginning of period $ 107,909 $ 118,812 Service cost 190 534 Interest cost 3,730 3,853 Actuarial loss (gain) 11,156 (9,732 ) Curtailment gain (349 ) — Benefits paid (15,610 ) (5,558 ) Projected benefit obligation at end of period 107,026 107,909 Change in plan assets: Fair value of assets at beginning of period 81,241 88,452 Actual return (loss) on plan assets 15,464 (6,321 ) Employer contributions 2,511 4,668 Benefits paid (15,610 ) (5,558 ) Fair value of assets at end of period 83,606 81,241 Net unfunded status of plan $ (23,420 ) $ (26,668 ) |
Schedule of Amounts Recognized on Consolidated Balance Sheets | The unfunded status recorded as Pension Benefit Obligation on our Consolidated Balance Sheets for the pension plan is set forth in the following table, along with the unrecognized actuarial loss, which is presented as part of Accumulated Other Comprehensive Loss: December 28, December 29, (In thousands) Unfunded status $ (23,420 ) $ (26,668 ) Unrecognized actuarial loss 31,221 34,699 Net amount recognized $ 7,801 $ 8,031 Amounts recognized on the balance sheet consist of: Accrued pension liability $ (23,420 ) $ (26,668 ) Accumulated other comprehensive loss (pre-tax) 31,221 34,699 Net amount recognized $ 7,801 $ 8,031 |
Schedule of Net Periodic Pension Cost for Pension Plans | Net periodic pension cost (credit) for the pension plan included the following: Fiscal Year Ended Fiscal Year Ended (In thousands) Service cost $ 190 $ 534 Interest cost on projected benefit obligation 3,730 3,853 Expected return on plan assets (5,162 ) (5,309 ) Amortization of unrecognized loss 1,158 1,084 Net periodic pension cost (credit) $ (84 ) $ 162 |
Schedule of Assumptions Used to Determine the Projected Benefit Obligation | The following assumptions were used to determine the projected benefit obligation at the measurement date and the net periodic pension cost: December 28, 2019 December 29, 2018 Projected benefit obligation: Discount rate 3.21 % 4.37 % Average rate of increase in future compensation levels Graded 5.5-2.5% Graded 5.5-2.5% Net periodic pension cost: Discount rate 3.20 % 3.69 % Average rate of increase in future compensation levels Graded 5.5-2.5% Graded 5.5-2.5% Expected long-term rate of return on plan assets 6.00 % 6.00 % |
Schedule of Fair Value of Plan Assets by Asset Category | The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair values as of December 29, 2018: Quoted prices in active markets of identical assets (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total (In thousands) Return-seeking securities Collective investment trust (1) $ — $ 55,766 $ — $ 55,766 Liability-matching securities Collective investment trusts (2) — 24,649 — 24,649 Cash and cash equivalents 853 — — 853 Total $ 853 $ 80,415 $ — $ 81,268 (1) This category is comprised of a collective investment trust of equity funds that track the MCSI World Index, and a collective investment trust that holds publicly traded listed infrastructure securities. (2) This category is consists of a collective investment trust investing in Treasury STRIPS. The current targets, adjusted to exclude non-GAAP BlueLinx real-estate holdings, and actual investment allocation, by asset category as of December 28, 2019, consisted of the following: Current Target Allocation Actual Allocation, December 29, 2019 Return-seeking securities 70 % 69 % Liability-matching securities 28 % 30 % Cash and cash equivalents 2 % 1 % Total 100 % 100 % |
Schedule of Percentage of Fair Value of Total Assets by Asset Category | The following table sets forth by level, within the fair value hierarchy, pension plan assets at their fair values as of December 29, 2018: Quoted prices in active markets of identical assets (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total (In thousands) Return-seeking securities Collective investment trust (1) $ — $ 55,766 $ — $ 55,766 Liability-matching securities Collective investment trusts (2) — 24,649 — 24,649 Cash and cash equivalents 853 — — 853 Total $ 853 $ 80,415 $ — $ 81,268 (1) This category is comprised of a collective investment trust of equity funds that track the MCSI World Index, and a collective investment trust that holds publicly traded listed infrastructure securities. (2) This category is consists of a collective investment trust investing in Treasury STRIPS. The following table sets forth by level, within the fair value hierarchy (as defined in Note 8), pension plan assets at their fair values as of December 28, 2019: Quoted prices in active markets of identical assets (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total (In thousands) Return-seeking securities Collective investment trust (1) $ — $ 57,966 $ — $ 57,966 Liability-matching securities Collective investment trusts (2) — 24,801 — 24,801 Cash and cash equivalents 888 — — 888 Total $ 888 $ 82,767 $ — $ 83,655 (1) This category is comprised of a collective investment trust of equity funds that track the MCSI World Index, and a collective investment trust that holds publicly traded listed infrastructure securities. (2) |
Schedule of Estimated Future Benefit Payments | Our estimated normal future benefit payments to pension plan participants are as follows: Fiscal Year Ending (In thousands) 2020 $ 6,352 2021 6,465 2022 6,518 2023 6,557 2024 6,539 Thereafter 32,200 |
Schedule of Multiemployer Plans | The following table lists our participation in our multiemployer plans which we deem significant. “Contributions” represent the amounts contributed to the plan during the fiscal years presented: Contributions (in millions) Pension Fund: EIN/Pension Plan Number Pension Act Zone Status FIP/RP Status Surcharge 2019 2018 Central States, Southeast and Southwest Areas Pension Fund (1) 366044243 Critical and Declining (January 1, 2019) RP No 0.3 0.4 Other 0.3 0.1 Total $ 0.6 $ 0.5 (1) Our contributions to this plan are approximately 0.10% of total contributions, which is less than the required disclosure threshold of 5% of total plan contributions. However, this plan is deemed significant for disclosure as it is severely underfunded. Additionally, we increased our estimated partial withdrawal liability related to the closure of certain facilities to $8.1 million in fiscal 2019, from $7.1 million in fiscal 2018. We may, in the future, record an additional liability if required by an event of our withdrawal from the plan or a mass withdrawal. Our most recent contingent withdrawal liability was estimated at approximately $51.1 million , for a complete withdrawal occurring in fiscal 2020. In the case of a complete withdrawal or a mass withdrawal, our payments to the Central States Plan would include yearly payments of approximately $1.0 million , which do not include payments for the partial withdrawal of approximately $0.6 million annually. In a complete withdrawal, the current payments would not amortize the liability fully; however, payments for a complete withdrawal are limited to a 20 -year period. In the case of a mass withdrawal, the liability would not amortize fully under current government regulations, and payments would continue indefinitely. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Activity for Restricted Stock and Restricted Stock Units | The following table summarizes activity for our restricted stock units during fiscal 2019 : Restricted Stock Units Number of Awards Weighted Average Fair Value Outstanding as of December 29, 2018 194,222 $ 33.29 Granted 389,940 19.96 Vested (1) (82,570 ) 22.92 Forfeited (11,443 ) 32.26 Outstanding as of December 28, 2019 490,149 $ 24.45 (1) The total fair value of restricted stock units vested in fiscal 2019 and 2018 was $1.9 million and $1.7 million , respectively. |
Schedule of Total Share-Based Compensation Expense From our Share-Based Awards | Total share-based compensation expense from our share-based awards was as follows: December 28, 2019 December 29, 2018 (In thousands) Restricted Stock and Restricted Stock Units $ 2,592 $ 1,350 Performance Shares — 788 Cash-settled Stock Appreciation Rights — 13,173 Total $ 2,592 $ 15,311 |
Loss per Common Share (Tables)
Loss per Common Share (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table shows the computation of basic and diluted loss per share: Fiscal Year Ended December 28, 2019 (1) December 29, 2018 (1) (In thousands, except per share data) Net loss $ (17,656 ) $ (48,053 ) Basic weighted average shares outstanding 9,355 9,230 Dilutive effect of share-based awards — — Diluted weighted average shares outstanding 9,355 9,230 Basic loss per share $ (1.89 ) $ (5.21 ) Diluted loss per share $ (1.89 ) $ (5.21 ) (1) Basic and diluted loss per share are equivalent for fiscal 2019 and 2018 , due to net losses for the periods, and all outstanding share-based awards would be antidilutive. |
Schedule of Share Based Awards Not Included in Diluted Earnings Per Share | Outstanding share based awards not included in diluted loss per share consisted of the following securities: Fiscal Year Ended December 28, 2019 December 29, 2018 Performance shares — 58,818 Restricted stock units 490,149 135,404 Total excluded from diluted earnings per share 490,149 194,222 |
Lease Commitments (Tables)
Lease Commitments (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
Lease Cost | The components of lease expense were as follows: Fiscal Year Ended December 28, 2019 (In thousands) Operating lease cost: $ 12,115 Finance lease cost: Amortization of right-of-use assets $ 9,712 Interest on lease liabilities 15,303 Total finance lease costs $ 25,015 Supplemental cash flow information related to leases for fiscal 2019 was as follows: Fiscal Year Ended December 28, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 11,885 Operating cash flows from finance leases 15,303 Financing cash flows from finance leases 9,853 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 775 Finance leases 15,041 |
Supplemental Balance Sheet Information | Supplemental balance sheet information for right-of-use assets related to leases for fiscal 2019 was as follows: December 28, 2019 (In thousands) Finance leases Property and equipment $ 156,770 Accumulated depreciation (23,364 ) Property and equipment, net $ 133,406 Weighted Average Remaining Lease Term (in years) Operating leases 11.71 Finance leases 17.9 Weighted Average Discount Rate Operating leases 9.34 % Finance leases 10.33 % |
Finance Lease Maturities | At December 28, 2019 , our future minimum payments related to the financing obligations under these real estate financing transactions were as follows: (In thousands) 2020 $ 3,711 2021 3,794 2022 3,880 2023 3,967 Thereafter 47,218 The major categories of our finance lease liabilities as of December 28, 2019 are as follows: December 28, 2019 (In thousands) Equipment and vehicles $ 32,471 Real estate 120,525 Total finance leases $ 152,996 As of December 28, 2019 , maturities of lease liabilities were as follows: Operating leases Finance leases (In thousands) 2020 $ 11,348 $ 20,291 2021 10,111 19,258 2022 8,048 18,350 2023 7,330 17,887 2024 6,413 17,324 Thereafter 50,901 284,277 Total lease payments $ 94,151 $ 377,387 Less: imputed interest (39,743 ) (224,391 ) Total $ 54,408 $ 152,996 |
Operating Lease Maturities | As of December 28, 2019 , maturities of lease liabilities were as follows: Operating leases Finance leases (In thousands) 2020 $ 11,348 $ 20,291 2021 10,111 19,258 2022 8,048 18,350 2023 7,330 17,887 2024 6,413 17,324 Thereafter 50,901 284,277 Total lease payments $ 94,151 $ 377,387 Less: imputed interest (39,743 ) (224,391 ) Total $ 54,408 $ 152,996 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Changes in Accumulated Balances for Each Component of Other Comprehensive Income (Loss) | The changes in accumulated balances for each component of other comprehensive loss for fiscal 2018 and 2019 were as follows: Foreign currency translation, net of tax Amortization of unrecognized pension gain (loss), net of tax Other, net of tax Total (In thousands) December 30, 2017, ending balance, net of tax $ 674 $ (37,393 ) $ 212 $ (36,507 ) Other comprehensive income (loss), net of tax (1) (14 ) (608 ) — (622 ) December 29, 2018, ending balance, net of tax $ 660 $ (38,001 ) $ 212 $ (37,129 ) Other comprehensive income (loss), net of tax (2) 6 2,560 — 2,566 December 28, 2019, ending balance, net of tax $ 666 $ (35,441 ) $ 212 $ (34,563 ) (1) For fiscal 2018 , there was $0.8 million of unrecognized actuarial loss based on updated actuarial assumptions, net of taxes of $0.2 million . There was no intraperiod income tax allocation since there was a loss in continuing operations along with a loss in other comprehensive income. (2) For fiscal 2019 , there was $3.5 million of unrecognized actuarial gain based on updated actuarial assumptions, net of taxes of $0.9 million . There was a tax benefit of $0.7 million allocated to the loss from continuing operations and tax expense allocated to the income from other comprehensive income. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2018 | |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating lease assets | $ 54,408 | ||
Operating lease liability | 54,408 | ||
Cumulative impact, deferred gains | $ 1,291 | ||
Cost of sales | 2,280,353 | $ 2,530,996 | |
Shipping and Handling | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Cost of sales | 133,600 | $ 121,800 | |
Accounting Standards Update 2016-02 | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating lease assets | 57,500 | 57,500 | |
Operating lease liability | 57,500 | $ 52,800 | |
Cumulative impact, deferred gains | $ 1,700 | ||
Minimum | Land improvements | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 7 years | ||
Minimum | Buildings | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 15 years | ||
Minimum | Machinery and equipment | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 3 years | ||
Maximum | Land improvements | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 15 years | ||
Maximum | Buildings | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 33 years | ||
Maximum | Machinery and equipment | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Useful lives | 7 years |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) $ in Thousands | Apr. 13, 2018USD ($) | Dec. 29, 2018USD ($) | Dec. 28, 2019Facilityemployeeshares | Dec. 29, 2018USD ($)shares | Dec. 30, 2017USD ($) |
Business Acquisition [Line Items] | |||||
Entity number of facilities | Facility | 70 | ||||
Entity number of employees | employee | 2,600 | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 490,149 | 194,222 | |||
Cedar Creek | |||||
Business Acquisition [Line Items] | |||||
Aggregate purchase price | $ 361,752 | ||||
Net sales | $ 1,000,000 | ||||
Net income (loss) | 2,500 | ||||
Inventory set-up adjustment | $ 11,800 | ||||
Business acquisition, transaction costs | $ 44,300 | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 38,137 | ||||
Escrow third parties | $ 7,100 | $ 6,000 | $ 6,000 |
Acquisition - Proforma Income S
Acquisition - Proforma Income Statement (Details) - Cedar Creek $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 29, 2018USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Net sales | $ | $ 3,262,433 |
Net loss | $ | $ (18,129) |
Loss per common share: | |
Basic (in dollars per share) | $ / shares | $ (1.96) |
Diluted (in dollars per share) | $ / shares | $ (1.96) |
Acquisition - Preliminary Cash
Acquisition - Preliminary Cash Purchase Price (Details) - USD ($) | Apr. 13, 2018 | Dec. 28, 2019 | Apr. 30, 2018 |
Cedar Creek | |||
Business Acquisition [Line Items] | |||
Payments to Cedar Creek shareholders | $ 166,447,000 | ||
Subordinated unsecured note (due to shareholder) | 13,743,000 | ||
Seller’s transaction costs paid by Company | 7,349,000 | ||
Add: pay off of Cedar Creek debt | 174,213,000 | ||
Total preliminary cash purchase price | 361,752,000 | ||
Note payable to shareholder | 13,700,000 | ||
Subordinated debt | 10,000,000 | ||
Interest payable | 3,700,000 | ||
Line of Credit | Revolving Credit Facility | |||
Business Acquisition [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 750,000,000 | ||
Long-term line of credit facility | $ 326,500,000 | ||
Line of Credit | Revolving Credit Facility | Cedar Creek | |||
Business Acquisition [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 600,000,000 | $ 600,000,000 | |
Term Loan | Secured Debt | |||
Business Acquisition [Line Items] | |||
Long-term line of credit facility | $ 180,000,000 |
Acquisition - Cash Purchase Pri
Acquisition - Cash Purchase Price (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Business Acquisition [Line Items] | ||
Goodwill | $ 47,772 | $ 47,772 |
Cedar Creek | ||
Business Acquisition [Line Items] | ||
Cash and net working capital assets (excluding inventory) | 88,318 | |
Inventory | 159,227 | |
Property and equipment | 71,203 | |
Other, net | (1,395) | |
Goodwill | $ 47,800 | 47,772 |
Capital leases and other liabilities | (44,753) | |
Cash purchase price | 361,752 | |
Customer relationships | Cedar Creek | ||
Business Acquisition [Line Items] | ||
Intangible assets | 25,500 | |
Non-compete agreements | Cedar Creek | ||
Business Acquisition [Line Items] | ||
Intangible assets | 8,254 | |
Trade names | Cedar Creek | ||
Business Acquisition [Line Items] | ||
Intangible assets | 6,826 | |
Favorable leasehold interests | Cedar Creek | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 800 |
Revenue Recognition (Details)
Revenue Recognition (Details) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019USD ($)day | Dec. 29, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Standard terms of payment, number of days | day | 10 | |
Net sales | $ 2,637,268 | $ 2,862,850 |
Warehouse and reload | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 2,206,260 | 2,373,928 |
Direct | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 470,786 | 526,900 |
Cash discounts and rebates | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | (39,778) | (37,978) |
Structural products | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 862,270 | 1,044,348 |
Specialty products | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 1,774,998 | $ 1,818,502 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) | 12 Months Ended | |
Dec. 28, 2019USD ($)unit | Dec. 29, 2018USD ($) | |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 47,772,000 | $ 47,772,000 |
Number of reporting units | unit | 1 | |
Impairment | $ 0 | |
Amortization of intangible assets | $ 8,100,000 | 6,200,000 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives | 10 years | |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives | 2 years | |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives | 1 year | |
Cedar Creek | ||
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 47,800,000 | $ 47,772,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Definite Lived Intangible Assets (Details) $ in Thousands | Dec. 28, 2019USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Gross Carrying Amounts | $ 40,580 |
Accumulated Amortization | (14,196) |
Net Carrying Amounts | 26,384 |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Gross Carrying Amounts | 25,500 |
Accumulated Amortization | (6,770) |
Net Carrying Amounts | 18,730 |
Non-compete agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Gross Carrying Amounts | 8,254 |
Accumulated Amortization | (3,532) |
Net Carrying Amounts | 4,722 |
Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Gross Carrying Amounts | 6,826 |
Accumulated Amortization | (3,894) |
Net Carrying Amounts | $ 2,932 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Amortization Expense (Details) $ in Thousands | Dec. 28, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 7,461 |
2021 | 4,973 |
2022 | 3,111 |
2023 | 1,807 |
2024 | $ 1,505 |
Assets Held for Sale and Net _2
Assets Held for Sale and Net Gain on Disposition (Details) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019USD ($)warehouseproperty | Dec. 29, 2018USD ($)property | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties held for sale | property | 3 | 7 |
Number of properties sold | property | 5 | |
Gains from sales of property | $ | $ 13,082 | $ 0 |
Lubbock, Texas | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties held for sale | warehouse | 3 | |
Discontinued operations, held for sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net book value of total assets held for sale | $ | $ 1,100 | $ 3,100 |
Income Taxes - Provision For In
Income Taxes - Provision For Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Federal income taxes: | ||
Current | $ 35 | $ (99) |
Deferred | (3,202) | (13,092) |
State income taxes: | ||
Current | (403) | 3,786 |
Deferred | (382) | (2,749) |
Benefit from income taxes | $ (3,952) | $ (12,154) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | 12 Months Ended | |||
Dec. 28, 2019USD ($)transactionsproperty | Dec. 29, 2018USD ($) | Jan. 31, 2018property | Dec. 30, 2017USD ($) | |
Subsequent Event [Line Items] | ||||
Partial release of valuation allowance | $ 4,800,000 | |||
Deferred tax assets, valuation allowance | $ 16,194,000 | $ 12,348,000 | $ 10,415,000 | |
Number of sale leaseback transactions | transactions | 3 | |||
Unrecognized tax benefits, if recognized, would reduce effective tax rate | $ 4,000,000 | 5,500,000 | ||
Unrecognized tax benefits, interest accrued | 900,000 | |||
Additions for tax positions in prior years | 0 | 6,663,000 | ||
Unrecognized tax benefits, penalties accrued | 0 | 0 | ||
Decrease in unrecognized tax benefits is reasonably possible | 900,000 | |||
Goodwill | ||||
Subsequent Event [Line Items] | ||||
Unrecognized tax benefits, interest accrued | 600,000 | |||
Interest Expense | ||||
Subsequent Event [Line Items] | ||||
Unrecognized tax benefits, interest accrued | $ 200,000 | 300,000 | ||
Sales-leaseback of four distribution centers | ||||
Subsequent Event [Line Items] | ||||
Number of properties subject to sale-leaseback arrangement | property | 2 | 4 | ||
State | ||||
Subsequent Event [Line Items] | ||||
Deferred tax assets, valuation allowance | $ 11,400,000 | $ 12,300,000 |
Income Taxes - Reconciliation t
Income Taxes - Reconciliation to Federal Statutory Amount (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | ||
Benefit from income taxes computed at the federal statutory tax rate | $ (4,538) | $ (12,643) |
Benefit from state income taxes, net of federal benefit | (1,752) | (2,498) |
Valuation allowance change | 4,256 | 1,974 |
Transaction costs | 0 | 1,327 |
Nondeductible executive compensation | 67 | 936 |
Share-based compensation - excess tax benefit | 0 | (1,494) |
Other nondeductible items | 354 | 344 |
Prior period true-up | (382) | 0 |
Uncertain tax positions | (1,514) | (951) |
Tax rate change used to measure deferred taxes | (433) | 681 |
Other | (10) | 170 |
Benefit from income taxes | $ (3,952) | $ (12,154) |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Deferred income tax assets: | |||
Inventory reserves | $ 2,525 | $ 2,826 | |
Compensation-related accruals | 3,523 | 4,717 | |
Accruals and reserves | 149 | 339 | |
Accounts receivable | 628 | 586 | |
Intangible assets | 4,767 | 3,169 | |
Property and equipment | 32,080 | 21,547 | |
Operating lease liability | 13,820 | ||
Pension | 7,594 | 8,031 | |
Benefit from NOL carryovers | 25,731 | 32,325 | |
Other | 540 | 418 | |
Total gross deferred income tax assets | 91,357 | 73,958 | |
Less: valuation allowances | (16,194) | (12,348) | $ (10,415) |
Total net deferred income tax assets | 75,163 | 61,610 | |
Deferred income tax liabilities: | |||
Intangible assets | (7,107) | (8,665) | |
Other | (243) | (300) | |
Operating lease asset | (13,820) | ||
Total deferred income tax liabilities | (21,170) | (8,965) | |
Deferred Income Tax Assets, Net | 53,993 | $ 52,645 | |
Federal NOL carryovers | 61,800 | ||
State NOL carryovers | $ 241,300 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Asset Valuation Allowance Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||
Balance as of beginning of the year | $ 12,348 | $ 10,415 |
Valuation allowance provided for taxes related to: | ||
Loss before income taxes | 3,846 | 1,933 |
Balance as of end of the year | $ 16,194 | $ 12,348 |
Income Taxes - Gross Unrecogniz
Income Taxes - Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of fiscal year | $ 5,843 | $ 184 |
Additions for tax positions in prior years | 0 | 6,663 |
Reductions due to lapse of applicable statute of limitations | (1,598) | (1,004) |
Balance at end of fiscal year | $ 4,245 | $ 5,843 |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Debt Instrument [Line Items] | ||
Total debt | $ 460,615 | $ 499,675 |
Less: current portion of long-term debt | (2,176) | (1,736) |
Long-term debt, net | 458,439 | 497,939 |
Secured Debt | Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt | 138,574 | 172,356 |
Discounts and debt issuance costs | 8,100 | 6,700 |
Revolving Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Total debt | 322,041 | 327,319 |
Discounts and debt issuance costs | $ 4,500 | $ 6,000 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 2 Months Ended | 12 Months Ended | |||
Mar. 11, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Apr. 30, 2018 | Apr. 13, 2018 | |
Subsequent Event | |||||
Line of Credit Facility [Line Items] | |||||
Quarterly principal payment | $ 68,700,000 | ||||
Principal payments | $ 72,000,000 | ||||
Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Revolving credit facility maximum available credit | $ 750,000,000 | ||||
Letters of credit outstanding | 30,000,000 | ||||
Minimum remaining borrowing capacity level before covered ratio is applicable | $ 50,000,000 | ||||
Minimum percentage of maximum borrowing capacity or alternative base before covered ratio is applicable | 10.00% | ||||
Fixed charge coverage ratio | 1 | ||||
Outstanding lines of credit | $ 326,500,000 | ||||
Revolving credit facility excess availability | $ 80,000,000 | ||||
Interest rate on revolving credit facility | 3.90% | ||||
Wells Fargo Bank | Revolving credit facility | U.S. | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding lines of credit | $ 333,300,000 | ||||
Revolving credit facility excess availability | $ 91,700,000 | ||||
Interest rate on revolving credit facility | 4.60% | ||||
Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding lines of credit | $ 180,000,000 | ||||
Debt instrument face amount | 180,000,000 | ||||
Quarterly principal payment | $ 450,000 | ||||
Outstanding debt | 146,700,000 | ||||
Principal payments | $ 140,824,000 | ||||
Stated interest rate | 8.70% | ||||
Administrative Agent's Base Rate | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Description of variable rate basis | Base Rate | ||||
Credit agreement interest rate | 6.00% | ||||
Federal Funds Effective Swap Rate | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 0.50% | ||||
Eurodollar | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 7.00% | ||||
Minimum | LIBOR | Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 1.75% | ||||
Minimum | Administrative Agent's Base Rate | Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 0.75% | ||||
Minimum | Administrative Agent's Base Rate | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 2.00% | ||||
Minimum | Eurodollar | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 1.00% | ||||
Maximum | Term Loan | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Net leverage ratio | 6.25 | ||||
Maximum | LIBOR | Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 2.25% | ||||
Maximum | Administrative Agent's Base Rate | Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit agreement interest rate | 1.25% | ||||
Cedar Creek | Revolving credit facility | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Revolving credit facility maximum available credit | 600,000,000 | $ 600,000,000 | |||
Additional borrowing capacity under uncommitted accordion feature | $ 150,000,000 |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long-Term Debt (Details) - Secured Debt - Term Loan $ in Thousands | Dec. 28, 2019USD ($) |
Debt Instrument [Line Items] | |
2020 | $ 2,250 |
2021 | 1,800 |
2022 | 1,800 |
Thereafter | $ 140,824 |
Employee Benefits - Schedule o
Employee Benefits - Schedule of Projected Benefit Obligation and Change in Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Change in projected benefit obligation: | ||
Projected benefit obligation at beginning of period | $ 107,909 | $ 118,812 |
Service cost | 190 | 534 |
Interest cost | 3,730 | 3,853 |
Actuarial loss (gain) | 11,156 | (9,732) |
Curtailment gain | (349) | 0 |
Benefits paid | (15,610) | (5,558) |
Projected benefit obligation at end of period | 107,026 | 107,909 |
Change in plan assets: | ||
Fair value of assets at beginning of period | 81,241 | 88,452 |
Actual return (loss) on plan assets | 15,464 | (6,321) |
Employer contributions | 2,511 | 4,668 |
Benefits paid | (15,610) | (5,558) |
Fair value of assets at end of period | 83,606 | 81,241 |
Net unfunded status of plan | $ (23,420) | $ (26,668) |
Employee Benefits - Single-Emp
Employee Benefits - Single-Employer Defined Benefit Pension Plan - Narrative (Details) | 12 Months Ended | |
Dec. 28, 2019USD ($)payment | Dec. 29, 2018USD ($) | |
Retirement Benefits [Abstract] | ||
Unfunded status | $ 23,420,000 | $ 26,668,000 |
Benefit payments exceeded | 5,000 | |
Total payments under this option | 9,700,000 | |
Incurred settlement expense | 2,800,000 | |
Additionally lump sum payout decreased benefit obligation | 12,200,000 | |
Gain (loss) adjustment to other comprehensive income (loss) net of tax | (2,600,000) | 600,000 |
Decrease in the unfunded obligation | 3,300,000 | |
Actuarial (gain) loss | 11,156,000 | (9,732,000) |
Actual (loss) return on plan assets | 15,464,000 | (6,321,000) |
Employer contributions | 2,511,000 | 4,668,000 |
Charge due to current year service and interest cost | 3,900,000 | |
Net periodic pension costs (credit) | (84,000) | 162,000 |
Estimated net loss expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year | 1,000,000 | |
Accumulated benefit obligation for the hourly pension plan | $ 107,000,000 | $ 107,400,000 |
Expected return on plan assets assumption | 6.00% | 6.00% |
Number of minimum quarterly cash contributions during fiscal 2016 and 2017 | payment | 4 | |
Minimum required contribution for plan year, per quarter cash contributions during fiscal - 2016 | $ 2,000,000 |
Employee Benefits - Schedule_2
Employee Benefits - Schedule of Unfunded Status and Amounts Recognized on Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Retirement Benefits [Abstract] | ||
Unfunded status | $ (23,420) | $ (26,668) |
Unrecognized actuarial loss | 31,221 | 34,699 |
Amounts recognized on the balance sheet consist of: | ||
Accrued pension liability | (23,420) | (26,668) |
Accumulated other comprehensive loss (pre-tax) | 31,221 | 34,699 |
Net amounts recognized | $ 7,801 | $ 8,031 |
Employee Benefits - Schedule_3
Employee Benefits - Schedule of Net Periodic Pension Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Net periodic pension cost | ||
Service cost | $ 190 | $ 534 |
Interest cost on projected benefit obligation | 3,730 | 3,853 |
Expected return on plan assets | (5,162) | (5,309) |
Amortization of unrecognized loss | 1,158 | 1,084 |
Net periodic pension cost (credit) | $ (84) | $ 162 |
Employee Benefits - Schedule_4
Employee Benefits - Schedule of Assumptions to Determine Projected Benefit Obligation (Details) | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Projected benefit obligation: | ||
Discount rate | 3.21% | 4.37% |
Net periodic pension cost | ||
Discount rate | 3.20% | 3.69% |
Expected long-term rate of return on plan assets | 6.00% | 6.00% |
Minimum | ||
Projected benefit obligation: | ||
Average rate of increase in future compensation levels | 2.50% | 2.50% |
Net periodic pension cost | ||
Average rate of increase in future compensation levels | 2.50% | 2.50% |
Maximum | ||
Projected benefit obligation: | ||
Average rate of increase in future compensation levels | 5.50% | 5.50% |
Net periodic pension cost | ||
Average rate of increase in future compensation levels | 5.50% | 5.50% |
Employee Benefits - Schedule_5
Employee Benefits - Schedule of Actual Investment Allocation, by Asset Category (Details) | Dec. 28, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |
Current Target Allocation | 100.00% |
Actual Allocation | 100.00% |
Return-seeking securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Current Target Allocation | 70.00% |
Actual Allocation | 69.00% |
Liability-matching securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Current Target Allocation | 28.00% |
Actual Allocation | 30.00% |
Cash and cash equivalents | |
Defined Benefit Plan Disclosure [Line Items] | |
Current Target Allocation | 2.00% |
Actual Allocation | 1.00% |
Employee Benefits - Schedule_6
Employee Benefits - Schedule of Fair Value of Total Assets By Category (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | $ 83,606 | $ 81,241 | $ 88,452 |
Pension plan | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 83,655 | 81,268 | |
Pension plan | Level 1 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 888 | 853 | |
Pension plan | Level 2 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 82,767 | 80,415 | |
Pension plan | Level 3 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Return-seeking securities - Collective investment trust | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 57,966 | 55,766 | |
Pension plan | Return-seeking securities - Collective investment trust | Level 1 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Return-seeking securities - Collective investment trust | Level 2 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 57,966 | 55,766 | |
Pension plan | Return-seeking securities - Collective investment trust | Level 3 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Liability-matching securities - Collective investment trusts | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 24,801 | 24,649 | |
Pension plan | Liability-matching securities - Collective investment trusts | Level 1 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Liability-matching securities - Collective investment trusts | Level 2 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 24,801 | 24,649 | |
Pension plan | Liability-matching securities - Collective investment trusts | Level 3 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Cash and cash equivalents | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 888 | 853 | |
Pension plan | Cash and cash equivalents | Level 1 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 888 | 853 | |
Pension plan | Cash and cash equivalents | Level 2 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | 0 | 0 | |
Pension plan | Cash and cash equivalents | Level 3 | |||
Asset allocation structure of the portfolio | |||
Fair value of plan assets by asset category | $ 0 | $ 0 |
Employee Benefits - Schedule_7
Employee Benefits - Schedule of Estimated Future Benefit Payments (Details) $ in Thousands | Dec. 29, 2018USD ($) |
Fiscal Year Ending | |
2020 | $ 6,352 |
2021 | 6,465 |
2022 | 6,518 |
2023 | 6,557 |
2024 | 6,539 |
Thereafter | $ 32,200 |
Employee Benefits - Schedule_8
Employee Benefits - Schedule of Multiemployer Pension Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Multiemployer Plans [Line Items] | ||
Multiemployer contributions for the period | $ 0.6 | $ 0.5 |
Multiemployer plans, employer contribution amount as a percentage of total contributions | 0.10% | |
Multi-employer pension withdrawal liability | $ 8.1 | 7.1 |
Central States, Southeast and Southwest Areas Pension Fund | ||
Multiemployer Plans [Line Items] | ||
Multiemployer contributions for the period | 0.3 | 0.4 |
Multiemployer plans, partial withdrawal | $ 0.6 | |
Multiemployer plans, employer contribution amount as a percentage of plan contributions | 5.00% | |
Multi-employer pension withdrawal liability | $ 51.1 | |
Other | ||
Multiemployer Plans [Line Items] | ||
Multiemployer contributions for the period | $ 0.3 | $ 0.1 |
Maximum | ||
Multiemployer Plans [Line Items] | ||
Multiemployer plans, warranty liability, payment period | 20 years | |
Maximum | Central States, Southeast and Southwest Areas Pension Fund | ||
Multiemployer Plans [Line Items] | ||
Multiemployer contributions for the period | $ 1 |
Employee Benefits - Defined Co
Employee Benefits - Defined Contribution Plans - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 28, 2019USD ($)defined_contribution_plan | Dec. 29, 2018USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||
Number of defined contribution plans | defined_contribution_plan | 2 | |
Hourly Savings Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined contribution plan, cost recognized | $ 0.7 | $ 0.6 |
Salaried Savings Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined contribution plan, cost recognized | $ 1.7 | $ 1.8 |
Share-Based Compensation - Nar
Share-Based Compensation - Narrative (Details) | 12 Months Ended | ||
Dec. 28, 2019USD ($)planshares | Dec. 29, 2018USD ($) | Dec. 30, 2017USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of stock compensation plans | plan | 3 | ||
Income tax benefits offset by a valuation allowance | $ | $ 700,000 | $ 3,900,000 | |
Excess tax benefits | $ | $ 0 | $ 1,500,000 | |
Long term equity incentive plan 2006 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares reserved for issuance | shares | 0 | ||
Long-term equity incentive plan 2016 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares reserved for issuance | shares | 810,200 | ||
Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards vesting period | 30 days | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock awards (in shares) | shares | 389,940 | ||
Total unrecognized compensation expense | $ | $ 7,500,000 | ||
Weighted average term for compensation expense to be recognized | 2 years 2 months 12 days | ||
Weighted average remaining contractual term | 2 years 2 months 12 days | ||
Restricted Stock Units (RSUs) | Board Of Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards vesting period | 1 year | ||
Restricted Stock Units (RSUs) | Director | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards vesting period | 10 years | ||
Restricted Stock Units (RSUs) | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards vesting period | 3 years | ||
Weighted average remaining contractual term | 3 years |
Share-Based Compensation - Cas
Share-Based Compensation - Cash-Settled SARs (Details) | 12 Months Ended | |
Dec. 28, 2019USD ($)trading_day$ / sharesshares | Dec. 29, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Cash-settled SARs payable | $ | $ 0 | |
Stock Appreciation Rights (SARs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards vesting period | 30 days | |
Trading day average (in days) | trading_day | 20 | |
Exercised (in dollars per share) | $ / shares | $ 7 | |
Cash-settled SARs (in shares) | shares | 27,385 | |
Cash-settled SARs forfeited (in shares) | shares | 20,615 | |
Allocated share-based compensation | $ | $ 0 | $ 13,200,000 |
Share-Based Compensation - Sch
Share-Based Compensation - Schedules of Award Activity (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Number of Awards | ||
Beginning outstanding balance (in shares) | 194,222 | |
Granted (in shares) | 389,940 | |
Vested (in shares) | (82,570) | |
Forfeited (in shares) | (11,443) | |
Ending outstanding balance (in shares) | 490,149 | 194,222 |
Weighted Average Fair Value | ||
Beginning outstanding balance (in dollars per share) | $ 33.29 | |
Granted (in dollars per share) | 19.96 | |
Vested (in dollars per share) | 22.92 | |
Forfeited (in dollars per share) | 32.26 | |
Ending outstanding balance (in dollars per share) | $ 24.45 | $ 33.29 |
Total fair value of vested stocks | $ 1.9 | $ 1.7 |
Share-Based Compensation - S_2
Share-Based Compensation - Schedule of Total Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 2,592 | $ 15,311 |
Restricted Stock and Restricted Stock Units | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 2,592 | 1,350 |
Performance Shares | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 0 | 788 |
Cash-settled Stock Appreciation Rights | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 0 | $ 13,173 |
Loss per Common Share - Schedul
Loss per Common Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (17,656) | $ (48,053) |
Basic weighted average shares outstanding | 9,355,000 | 9,230,000 |
Dilutive effect of share-based awards | 0 | 0 |
Diluted weighted average shares outstanding | 9,355,000 | 9,230,000 |
Basic loss per share (in dollars per share) | $ (1.89) | $ (5.21) |
Diluted loss per share (in dollars per share) | $ (1.89) | $ (5.21) |
Antidilutive securities excluded from computation of earnings per share (in shares) | 490,149 | 194,222 |
Loss per Common Share - Sched_2
Loss per Common Share - Schedule of Awards Excluded From Diluted Earnings Per Share (Details) - shares | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 490,149 | 194,222 |
Performance shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 58,818 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 490,149 | 135,404 |
Related Party Transactions (Det
Related Party Transactions (Details) - Lease of Facilities - Director $ in Millions | 12 Months Ended | |
Dec. 28, 2019USD ($)Facility | Dec. 29, 2018USD ($) | |
Related Party Transaction [Line Items] | ||
Rent and related amounts paid to LLC | $ 2.1 | $ 1.5 |
Vice Chairman | ||
Related Party Transaction [Line Items] | ||
Ownership percentage | 33.33% | |
Number of facilities owned | Facility | 6 | |
Rent and related amounts paid to LLC | $ 0.7 | $ 0.5 |
Lease Commitments - Narrative
Lease Commitments - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 28, 2020USD ($)property | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | Dec. 30, 2018USD ($) | |
Operating Leased Assets [Line Items] | ||||
Operating lease assets | $ 54,408 | |||
Operating lease liability | $ 54,408 | |||
Operating lease, renewal term | 5 years | |||
Finance lease, renewal term | 5 years | |||
Proceeds from financing transactions | $ 44,914 | $ 0 | ||
Bellingham, Massachusetts; Raleigh, North Carolina; Frederick, Maryland; and Lawrenceville, Georgia | ||||
Operating Leased Assets [Line Items] | ||||
Capital lease asset and obligations | $ 95,100 | |||
Deferred gain on sale-leaseback transactions | $ 83,900 | |||
Minimum | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, lease term | 1 year | |||
Finance lease, lease term | 1 year | |||
Maximum | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, lease term | 15 years | |||
Finance lease, lease term | 15 years | |||
ASU 2016-02 | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease assets | $ 57,500 | $ 57,500 | ||
Operating lease liability | $ 57,500 | $ 52,800 | ||
Real estate | Forecast | ||||
Operating Leased Assets [Line Items] | ||||
Number of properties | property | 14 | |||
Proceeds from financing transactions | $ 78,300 |
Lease Commitments - Lease Cost
Lease Commitments - Lease Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost: | $ 12,115 |
Amortization of right-of-use assets | 9,712 |
Interest on lease liabilities | 15,303 |
Total finance lease costs | $ 25,015 |
Lease Commitments - Supplement
Lease Commitments - Supplemental Cash Flow (Details) $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows from operating leases | $ 11,885 |
Operating cash flows from finance leases | 15,303 |
Financing cash flows from finance leases | 9,853 |
Operating leases | 775 |
Finance leases | $ 15,041 |
Lease Commitments - Suppleme_2
Lease Commitments - Supplemental Balance Sheet (Details) $ in Thousands | Dec. 28, 2019USD ($) |
Finance leases | |
Property and equipment | $ 156,770 |
Accumulated depreciation | (23,364) |
Property and equipment, net | $ 133,406 |
Weighted Average Remaining Lease Term (in years) | |
Operating leases | 11 years 8 months 15 days |
Finance leases | 17 years 10 months 24 days |
Weighted Average Discount Rate | |
Operating leases | 9.34% |
Finance leases | 10.33% |
Lease Commitments - Major Cate
Lease Commitments - Major Categories of Our Finance Leases (Details) $ in Thousands | Dec. 28, 2019USD ($) |
Operating Leased Assets [Line Items] | |
Total finance leases | $ 152,996 |
Equipment and vehicles | |
Operating Leased Assets [Line Items] | |
Total finance leases | 32,471 |
Real estate | |
Operating Leased Assets [Line Items] | |
Total finance leases | $ 120,525 |
Lease Commitments - Lease Matu
Lease Commitments - Lease Maturities (Details) $ in Thousands | Dec. 28, 2019USD ($) |
Operating leases | |
2020 | $ 11,348 |
2021 | 10,111 |
2022 | 8,048 |
2023 | 7,330 |
2024 | 6,413 |
Thereafter | 50,901 |
Total lease payments | 94,151 |
Less: imputed interest | (39,743) |
Total | 54,408 |
Finance leases | |
2020 | 20,291 |
2021 | 19,258 |
2022 | 18,350 |
2023 | 17,887 |
2024 | 17,324 |
Thereafter | 284,277 |
Total lease payments | 377,387 |
Less: imputed interest | (224,391) |
Total | 152,996 |
Real estate | |
Finance leases | |
2020 | 3,711 |
2021 | 3,794 |
2022 | 3,880 |
2023 | 3,967 |
2024 | 47,218 |
Total | $ 120,525 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 12 Months Ended |
Dec. 28, 2019employeeAgreement | |
Commitments and Contingencies Disclosure [Abstract] | |
Entity number of employees | 2,200 |
Percentages of employees represented by various labor unions | 20.00% |
Number of collective bargaining agreements up for renewal, next fiscal year | Agreement | 3 |
Number of employees covered | 30 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Other comprehensive income (loss), net of tax | $ 2,566 | $ (622) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Schedule of Change in Accumulated Balances for Each Component of Other Comprehensive Income (Details) - USD ($) | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ (14,663,000) | $ 35,002,000 |
Other comprehensive income (loss), net of tax | 2,566,000 | (622,000) |
Ending balance | (26,083,000) | (14,663,000) |
Foreign currency, net of tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 660,000 | 674,000 |
Other comprehensive income (loss), net of tax | 6,000 | (14,000) |
Ending balance | 666,000 | 660,000 |
Amortization of unrecognized pension gain (loss), net of tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (38,001,000) | (37,393,000) |
Other comprehensive income (loss), net of tax | 2,560,000 | (608,000) |
Ending balance | (35,441,000) | (38,001,000) |
Unrecognized actuarial gain (loss) | 3,500,000 | 800,000 |
Taxes | 900,000 | 200,000 |
Tax benefit | 700,000 | 0 |
Other, net of tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 212,000 | 212,000 |
Other comprehensive income (loss), net of tax | 0 | 0 |
Ending balance | 212,000 | 212,000 |
Total | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (37,129,000) | (36,507,000) |
Ending balance | $ (34,563,000) | $ (37,129,000) |
Subsequent Events (Details)
Subsequent Events (Details) | Feb. 28, 2020USD ($) | Jan. 31, 2020USD ($)property | Dec. 31, 2019USD ($)property | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) |
Subsequent Event [Line Items] | |||||
Proceeds from financing transactions | $ 44,914,000 | $ 0 | |||
Principal balance | $ 460,615,000 | $ 499,675,000 | |||
Finance lease, renewal term | 5 years | ||||
Line of Credit | Term Loan | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Principal balance | $ 77,400,000 | ||||
Maximum principal balance | 45,000,000 | ||||
Real estate | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Number of properties | property | 9 | 4 | |||
Proceeds from financing transactions | $ 7,500,000 | $ 34,100,000 | $ 27,200,000 | ||
Finance lease, renewal term | 5 years | ||||
Minimum | |||||
Subsequent Event [Line Items] | |||||
Finance lease, lease term | 1 year | ||||
Minimum | Real estate | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Finance lease, lease term | 15 years | ||||
Maximum | |||||
Subsequent Event [Line Items] | |||||
Finance lease, lease term | 15 years | ||||
Maximum | Real estate | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Finance lease, lease term | 18 years |
Uncategorized Items - bxc122820
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 1,291,000 |