Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 28, 2019 | Oct. 26, 2019 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Vitamin Shoppe, Inc. | |
Entity Central Index Key | 0001360530 | |
Current Fiscal Year End Date | --12-28 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 28, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,100,415 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 28, 2019 | Dec. 29, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 15,995 | $ 2,668 |
Inventories | 181,815 | 189,273 |
Prepaid expenses and other current assets | 23,601 | 27,921 |
Total current assets | 221,411 | 219,862 |
Right-of-use assets | 424,868 | |
Property and equipment, net of accumulated depreciation and amortization of $338,044 and $312,977 in 2019 and 2018, respectively | 112,755 | 123,002 |
Intangibles, net | 2,283 | 11,088 |
Deferred taxes | 35,695 | 31,659 |
Other long-term assets | 3,250 | 2,468 |
Total assets | 800,262 | 388,079 |
Current liabilities: | ||
Revolving credit facility | 0 | 0 |
Accounts payable | 38,203 | 39,789 |
Accrued expenses and other current liabilities | 56,337 | 65,508 |
Short-term lease liabilities | 96,756 | |
Short-term lease liabilities | 500 | |
Total current liabilities | 191,296 | 105,797 |
Long-term lease liabilities | 368,828 | |
Long-term lease liabilities | 934 | |
Convertible notes, net | 57,422 | 55,570 |
Deferred rent | 0 | 37,034 |
Other long-term liabilities | 308 | 403 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value; 250,000,000 shares authorized and no shares issued and outstanding at September 28, 2019 and December 29, 2018 | 0 | 0 |
Common stock, $0.01 par value; 400,000,000 shares authorized, 24,366,706 shares issued and 24,060,705 shares outstanding at September 28, 2019, and 24,234,651 shares issued and 23,974,031 shares outstanding at December 29, 2018 | 244 | 242 |
Additional paid-in capital | 86,990 | 85,853 |
Treasury stock, at cost; 306,001 shares at September 28, 2019 and 260,620 shares at December 29, 2018 | (7,625) | (7,314) |
Retained earnings | 102,799 | 109,560 |
Total stockholders’ equity | 182,408 | 188,341 |
Total liabilities and stockholders’ equity | $ 800,262 | $ 388,079 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 28, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation and amortization, property and equipment | $ 338,044 | $ 312,977 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 24,366,706 | 24,234,651 |
Common stock, shares outstanding (in shares) | 24,060,705 | 23,974,031 |
Treasury stock, shares (in shares) | 306,001 | 260,620 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Income Statement [Abstract] | ||||
Net sales | $ 253,133 | $ 276,636 | $ 807,341 | $ 865,703 |
Cost of goods sold | 172,565 | 189,945 | 541,687 | 591,665 |
Gross profit | 80,568 | 86,691 | 265,654 | 274,038 |
Selling, general and administrative expenses | 82,493 | 82,747 | 254,071 | 260,263 |
Impairment charges on fixed, intangible and right-of-use assets | 521 | 718 | 11,404 | 1,551 |
Income (loss) from operations | (2,446) | 3,226 | 179 | 12,224 |
Gain on extinguishment of debt | 0 | 0 | 0 | 16,229 |
Interest expense, net | 1,080 | 1,289 | 3,221 | 5,429 |
Income (loss) before provision (benefit) for income taxes | (3,526) | 1,937 | (3,042) | 23,024 |
Provision (benefit) for income taxes | (117) | 57 | 440 | 6,204 |
Net income (loss) from continuing operations | (3,409) | 1,880 | (3,482) | 16,820 |
Net loss from discontinued operations, net of tax | 0 | (3,626) | 0 | (15,245) |
Net income (loss) | $ (3,409) | $ (1,746) | $ (3,482) | $ 1,575 |
Weighted average common shares outstanding | ||||
Basic (in shares) | 23,716,403 | 23,545,842 | 23,646,617 | 23,477,982 |
Diluted (in shares) | 23,716,403 | 23,545,842 | 23,646,617 | 23,743,856 |
Net income (loss) from continuing operations per common share | ||||
Basic (in dollars per share) | $ (0.14) | $ 0.08 | $ (0.15) | $ 0.72 |
Diluted (in dollars per share) | (0.14) | 0.08 | (0.15) | 0.71 |
Net loss from discontinued operations per common share | ||||
Basic (in dollars per share) | 0 | (0.15) | 0 | (0.65) |
Diluted (in dollars per share) | 0 | (0.15) | 0 | (0.64) |
Net income (loss) per common share | ||||
Basic (in dollars per share) | (0.14) | (0.07) | (0.15) | 0.07 |
Diluted (in dollars per share) | $ (0.14) | $ (0.07) | $ (0.15) | $ 0.07 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings |
Beginning balance (in shares) at Dec. 30, 2017 | 24,220,509 | (198,561) | |||
Beginning balance at Dec. 30, 2017 | $ 195,367,000 | $ 242,000 | $ (7,010,000) | $ 88,823,000 | $ 113,312,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (3,859,000) | (3,859,000) | |||
Equity compensation | 875,000 | 875,000 | |||
Issuance of restricted shares (in shares) | 288,149 | ||||
Issuance of restricted shares | 0 | $ 3,000 | (3,000) | ||
Purchases of treasury stock (in shares) | (42,339) | ||||
Purchases of treasury stock | (185,000) | $ (185,000) | |||
Cancellation of restricted shares (in shares) | (5,492) | ||||
Cancellation of restricted shares | 0 | ||||
Issuance of shares under employee stock purchase plan (in shares) | 29,149 | ||||
Issuance of shares under employee stock purchase plan | 107,000 | 107,000 | |||
Repurchases of Convertible Notes | (5,849,000) | (5,849,000) | |||
Ending balance (in shares) at Mar. 31, 2018 | 24,532,315 | (240,900) | |||
Ending balance at Mar. 31, 2018 | 186,456,000 | $ 245,000 | $ (7,195,000) | 83,953,000 | 109,453,000 |
Beginning balance (in shares) at Dec. 30, 2017 | 24,220,509 | (198,561) | |||
Beginning balance at Dec. 30, 2017 | 195,367,000 | $ 242,000 | $ (7,010,000) | 88,823,000 | 113,312,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 1,575,000 | ||||
Ending balance (in shares) at Sep. 29, 2018 | 24,248,598 | (256,717) | |||
Ending balance at Sep. 29, 2018 | 192,725,000 | $ 242,000 | $ (7,285,000) | 84,881,000 | 114,887,000 |
Beginning balance (in shares) at Mar. 31, 2018 | 24,532,315 | (240,900) | |||
Beginning balance at Mar. 31, 2018 | 186,456,000 | $ 245,000 | $ (7,195,000) | 83,953,000 | 109,453,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 7,180,000 | 7,180,000 | |||
Equity compensation | 56,000 | 56,000 | |||
Issuance of restricted shares (in shares) | 17,539 | ||||
Issuance of restricted shares | 0 | ||||
Purchases of treasury stock (in shares) | (13,100) | ||||
Purchases of treasury stock | (59,000) | $ (59,000) | |||
Cancellation of restricted shares (in shares) | (276,344) | ||||
Cancellation of restricted shares | 0 | $ (3,000) | 3,000 | ||
Repurchases of Convertible Notes | (26,000) | (26,000) | |||
Ending balance (in shares) at Jun. 30, 2018 | 24,273,510 | (254,000) | |||
Ending balance at Jun. 30, 2018 | 193,607,000 | $ 243,000 | $ (7,254,000) | 83,985,000 | 116,633,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (1,746,000) | (1,746,000) | |||
Equity compensation | 809,000 | 809,000 | |||
Issuance of restricted shares (in shares) | 40,770 | ||||
Issuance of restricted shares | 0 | ||||
Purchases of treasury stock (in shares) | (2,717) | ||||
Purchases of treasury stock | (31,000) | $ (31,000) | |||
Cancellation of restricted shares (in shares) | (90,734) | ||||
Cancellation of restricted shares | 0 | $ (1,000) | 1,000 | ||
Issuance of shares under employee stock purchase plan (in shares) | 25,052 | ||||
Issuance of shares under employee stock purchase plan | 86,000 | 86,000 | |||
Ending balance (in shares) at Sep. 29, 2018 | 24,248,598 | (256,717) | |||
Ending balance at Sep. 29, 2018 | 192,725,000 | $ 242,000 | $ (7,285,000) | 84,881,000 | 114,887,000 |
Beginning balance (in shares) at Dec. 29, 2018 | 24,234,651 | (260,620) | |||
Beginning balance at Dec. 29, 2018 | 188,341,000 | $ 242,000 | $ (7,314,000) | 85,853,000 | 109,560,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 3,497,000 | 3,497,000 | |||
Equity compensation | 632,000 | 632,000 | |||
Issuance of shares (in shares) | 197,205 | ||||
Issuance of shares | 0 | $ 2,000 | (2,000) | ||
Purchases of treasury stock (in shares) | (41,347) | ||||
Purchases of treasury stock | (287,000) | $ (287,000) | |||
Cancellation of restricted shares (in shares) | (63,274) | ||||
Cancellation of restricted shares | 0 | $ (1,000) | 1,000 | ||
Issuance of shares under employee stock purchase plan (in shares) | 20,844 | ||||
Issuance of shares under employee stock purchase plan | 84,000 | 84,000 | |||
Ending balance (in shares) at Mar. 30, 2019 | 24,389,426 | (301,967) | |||
Ending balance at Mar. 30, 2019 | 188,988,000 | $ 244,000 | $ (7,602,000) | 86,568,000 | 109,778,000 |
Beginning balance (in shares) at Dec. 29, 2018 | 24,234,651 | (260,620) | |||
Beginning balance at Dec. 29, 2018 | 188,341,000 | $ 242,000 | $ (7,314,000) | 85,853,000 | 109,560,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | $ (3,482,000) | ||||
Purchases of treasury stock (in shares) | (45,381) | ||||
Purchases of treasury stock | $ (300,000) | ||||
Ending balance (in shares) at Sep. 28, 2019 | 24,366,706 | (306,001) | |||
Ending balance at Sep. 28, 2019 | 182,408,000 | $ 244,000 | $ (7,625,000) | 86,990,000 | 102,799,000 |
Beginning balance (in shares) at Mar. 30, 2019 | 24,389,426 | (301,967) | |||
Beginning balance at Mar. 30, 2019 | 188,988,000 | $ 244,000 | $ (7,602,000) | 86,568,000 | 109,778,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (3,570,000) | (3,570,000) | |||
Equity compensation | 314,000 | 314,000 | |||
Issuance of shares (in shares) | 60,140 | ||||
Issuance of shares | 0 | $ 1,000 | (1,000) | ||
Purchases of treasury stock (in shares) | (1,105) | ||||
Purchases of treasury stock | (5,000) | $ (5,000) | |||
Cancellation of restricted shares (in shares) | (148,073) | ||||
Cancellation of restricted shares | 0 | $ (1,000) | 1,000 | ||
Issuance of shares under employee stock purchase plan (in shares) | 34,207 | ||||
Issuance of shares under employee stock purchase plan | 150,000 | 150,000 | |||
Ending balance (in shares) at Jun. 29, 2019 | 24,335,700 | (303,072) | |||
Ending balance at Jun. 29, 2019 | 185,878,000 | $ 243,000 | $ (7,607,000) | 87,034,000 | 106,208,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (3,409,000) | (3,409,000) | |||
Equity compensation | (110,000) | (110,000) | |||
Issuance of shares (in shares) | 13,890 | ||||
Issuance of shares | 0 | $ 0 | 0 | ||
Purchases of treasury stock (in shares) | (2,929) | ||||
Purchases of treasury stock | (18,000) | $ (18,000) | |||
Cancellation of restricted shares (in shares) | (2,793) | ||||
Cancellation of restricted shares | 0 | $ 0 | 0 | ||
Issuance of shares under employee stock purchase plan (in shares) | 19,909 | ||||
Issuance of shares under employee stock purchase plan | 66,000 | 66,000 | |||
Ending balance (in shares) at Sep. 28, 2019 | 24,366,706 | (306,001) | |||
Ending balance at Sep. 28, 2019 | $ 182,408,000 | $ 244,000 | $ (7,625,000) | $ 86,990,000 | $ 102,799,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (3,482) | $ 1,575 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization of fixed assets, intangible assets and finance leases right-of-use assets | 30,708 | 32,002 |
Impairment charges on intangible assets | 9,000 | 8,174 |
Impairment charges on fixed assets | 994 | 9,591 |
Impairment charges on right-of-use assets | 1,410 | |
Loss on sale of FDC Vitamins, LLC | 0 | 203 |
Amortization of deferred financing fees | 329 | 485 |
Gain on extinguishment of debt | 0 | (16,229) |
Amortization of debt discount on convertible notes | 1,612 | 2,570 |
Deferred income taxes | (2,876) | 14,478 |
Deferred rent | 0 | (2,835) |
Non-cash portion of lease expense for operating leases | 69,692 | |
Equity compensation expense | 837 | 1,740 |
Tax benefits on exercises of equity awards | 438 | 743 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 0 | (1,458) |
Inventories | 7,458 | 33,925 |
Prepaid expenses and other current assets | 4,483 | (1,143) |
Other long-term assets | (1,039) | (35) |
Accounts payable | (1,428) | (3,994) |
Accrued expenses and other current liabilities | (10,032) | (2,147) |
Operating lease liabilities | (73,617) | |
Other long-term liabilities | (475) | (46) |
Net cash provided by operating activities | 34,012 | 77,599 |
Cash flows from investing activities: | ||
Capital expenditures | (19,447) | (24,655) |
Net proceeds on sale of FDC Vitamins, LLC | 0 | 14,847 |
Trademarks and other intangible assets | (469) | (250) |
Net cash used in investing activities | (19,916) | (10,058) |
Cash flows from financing activities: | ||
Borrowings under revolving credit facility | 10,000 | 125,000 |
Repayments of borrowings under revolving credit facility | (10,000) | (137,000) |
Purchases of convertible notes | 0 | (57,158) |
Bank overdraft | (386) | 1,881 |
Issuance of shares under employee stock purchase plan | 301 | 194 |
Purchases of treasury stock | (311) | (275) |
Other financing activities | (373) | (339) |
Net cash used in financing activities | (769) | (67,697) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 1 |
Net increase (decrease) in cash and cash equivalents | 13,327 | (155) |
Cash and cash equivalents beginning of period | 2,668 | 1,947 |
Cash and cash equivalents end of period | 15,995 | 1,792 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 969 | 2,219 |
Income taxes paid (refunded) | 350 | (10,729) |
Supplemental disclosures of non-cash investing activities: | ||
Liability for purchases of property and equipment | $ 4,930 | $ 1,829 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Vitamin Shoppe, Inc. (“ VSI ”), is incorporated in the State of Delaware, and through its wholly-owned subsidiary, Vitamin Shoppe Industries Inc. (“Subsidiary” or “Industries” together with VSI, the “Company”), is an omni-channel specialty retailer of nutritional products. Sales of both national brands and our own brands of vitamins, minerals, herbs, specialty supplements, sports nutrition and other health and wellness products (“VMS products”) are made through VSI-operated retail stores, the internet and mobile devices to customers located primarily in the United States. The consolidated financial statements as of September 28, 2019 and September 29, 2018 are unaudited. The consolidated balance sheet as of December 29, 2018 was derived from our audited financial statements. The Company currently operates through one business segment, retail, which includes Vitamin Shoppe and Super Supplements retail store formats and our e-commerce formats. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted pursuant to such rules and regulations. The interim financial statements reflect all adjustments, which are, in the opinion of management, necessary for a fair presentation in conformity with GAAP. The interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's annual report on Form 10-K for the fiscal year ended December 29, 2018 , as filed with the Securities and Exchange Commission on February 26, 2019 (the “Fiscal 2018 Form 10-K”). The results of operations for the interim periods should not be considered indicative of results to be expected for the full year. The Company's fiscal year ends on the last Saturday in December. As used herein, the term “Fiscal Year” or “Fiscal” refers to a 52-week period, ending on the last Saturday in December. The results for the three and nine months ended September 28, 2019 and September 29, 2018 are each based on 13-week and 39-week periods, respectively. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements, and revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company has reclassified its finance lease liabilities in its consolidated balance sheet as of December 29, 2018 to conform to current year presentation. Except as noted below, the Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements, issued but not yet effective, that may have a material impact on its results of operations, financial condition, or cash flows, based on current information. In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2016-13 ("ASU 2016-13"), Financial Instruments - Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments. ASU 2016-13 was issued by the FASB to replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be applied to credit loss estimates. ASU 2016-13 is effective for the Company for fiscal years beginning after December 15, 2019 and will be adopted using a modified-retrospective approach. The Company is evaluating ASU 2016-13 and currently expects this guidance will not have a material impact on its results of operations, financial condition, or cash flows, based on current information. |
Agreement and Plan of Merger
Agreement and Plan of Merger | 9 Months Ended |
Sep. 28, 2019 | |
Business Combinations [Abstract] | |
Agreement and Plan of Merger | Agreement and Plan of Merger On August 7, 2019, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Franchise Group, Inc. (formerly known as Liberty Tax, Inc.) (“Franchise Group”) and Valor Acquisition, LLC, a wholly owned subsidiary of Franchise Group (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of Franchise Group (the “Merger”). If the Merger is completed, the (i) stockholders of the Company will be entitled to receive $6.50 in cash (the “Per Share Price”), less any applicable withholding taxes, for each share of common stock of the Company owned by them, (ii) common stock of the Company will no longer be publicly traded and will be delisted from the New York Stock Exchange and (iii) common stock of the Company will be deregistered under the Securities Exchange Act of 1934, as amended, and the Company will no longer file periodic or current reports with the United States Securities and Exchange Commission. The Company expects that the Merger will close during the fourth quarter of 2019, subject to the approval of the Company’s stockholders and other customary closing conditions. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 28, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On May 7, 2018, the Company sold certain assets, including the Betancourt Nutrition® brand, and liabilities of FDC Vitamins, LLC d/b/a Nutri-Force Nutrition (“Nutri-Force”) to Arizona Nutritional Supplements, LLC (“ANS”). The parties also executed supply agreements in which the Company has agreed to purchase a total of $53.0 million annually of its private label products and Betancourt Nutrition® brand products from ANS through October 2023. The results of operations of Nutri-Force for the three and nine months ended September 29, 2018 are classified as discontinued operations in the consolidated statements of operations. Reconciliation of the Major Line Items Constituting Loss of Discontinued Operations to the After-Tax Loss of Discontinued Operations That Are Presented in the Statements of Operations Three Months Ended Nine Months Ended September 29, 2018 September 29, 2018 Major classes of line items constituting net loss on discontinued operations: Net sales (1) $ 761 $ 11,187 Cost of goods sold 2,417 9,756 Fixed assets impairment charges — 7,236 Gross loss (1,656 ) (5,805 ) Selling, general and administrative expenses 629 2,581 Intangible assets and fixed assets impairment charges — 8,978 Discontinued operations loss 40 203 Loss before provision (benefit) for income taxes (2,325 ) (17,567 ) Provision (benefit) for income taxes 1,301 (2,322 ) Net loss $ (3,626 ) $ (15,245 ) (1) Revenue related to a transition services agreement during the three and nine months ended September 29, 2018 was $0.8 million and $2.4 million , respectively. Cash Flow Disclosures for Discontinued Operations Three Months Ended Nine Months Ended September 29, 2018 September 29, 2018 Cash flows provided by (used in) operating activities $ 936 $ (14,180 ) Cash flows provided by (used in) investing activities $ (882 ) $ 14,752 Depreciation and amortization $ — $ 769 Capital expenditures $ — $ 94 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table discloses the carrying value of all intangible assets (in thousands): September 28, 2019 December 29, 2018 Gross Carrying Amount Accumulated Amortization Accumulated Impairment Charges Net Gross Carrying Amount Accumulated Amortization Accumulated Impairment Charges Net Intangible assets Goodwill $ 210,633 $ — $ 210,633 $ — $ 210,633 $ — $ 210,633 $ — Tradenames – Indefinite-lived (1) 68,405 — 68,405 — 68,405 — 59,405 9,000 Tradenames – Definite-lived 6,233 3,950 — 2,283 5,764 3,676 — 2,088 $ 285,271 $ 3,950 $ 279,038 $ 2,283 $ 284,802 $ 3,676 $ 270,038 $ 11,088 (1) During the second quarter of Fiscal 2019, the Company experienced a sustained reduction to its market capitalization. In addition, the Company revised its forecast for Fiscal 2019 and updated its long-range plan. Based on these factors, the Company concluded that an impairment trigger occurred and therefore an interim impairment test of the Vitamin Shoppe tradename was performed. The results of the interim impairment test indicated that the carrying value of the Vitamin Shoppe tradename exceeded its fair value. The Company recorded an impairment charge on the Vitamin Shoppe tradename of $9.0 million during the second quarter of Fiscal 2019, which represented the full remaining carrying value of this indefinite-lived tradename. For indefinite-lived tradenames, the Company utilizes the royalty relief method in its quantitative evaluations. Under the royalty relief method, a royalty rate is determined based on comparable licensing arrangements which is applied to the revenue projections for the applicable indefinite-lived tradename and the fair value is calculated using a discounted cash flow analysis. Cash flows are discounted using an internally derived weighted average cost of capital which reflects the costs of borrowing as well as the associated risk. These measures of fair value for indefinite-lived tradenames, and related inputs, are considered Level 3 measures under the fair value hierarchy. The useful lives of the Company’s definite-lived intangible assets are 10 years. The expected amortization expense on definite-lived intangible assets on the Company’s consolidated balance sheet at September 28, 2019 , is as follows (in thousands): Remainder of Fiscal 2019 $ 91 Fiscal 2020 381 Fiscal 2021 381 Fiscal 2022 378 Fiscal 2023 335 Thereafter 717 $ 2,283 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Sep. 28, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): September 28, 2019 December 29, 2018 Accrued salaries and related expenses $ 11,889 $ 24,048 Sales tax payable and related expenses 7,491 7,092 Deferred sales 4,024 5,455 Other accrued expenses 32,933 28,913 $ 56,337 $ 65,508 |
Credit Arrangements
Credit Arrangements | 9 Months Ended |
Sep. 28, 2019 | |
Debt Disclosure [Abstract] | |
Credit Arrangements | Credit Arrangements Convertible Senior Notes due 2020 On December 9, 2015, the Company issued $143.8 million of its 2.25% Convertible Senior Notes due 2020 (the “Convertible Notes”). The Convertible Notes are senior unsecured obligations of VSI. Interest on the Convertible Notes is payable on June 1 and December 1 of each year until their maturity date of December 1, 2020. The Company may not redeem the Convertible Notes prior to the maturity date. Prior to July 1, 2020, the remaining Convertible Notes will be convertible only under certain circumstances. The Convertible Notes are convertible at an initial conversion rate of 25.1625 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to a conversion price of approximately $39.74 . The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company is required to increase, in certain circumstances, the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event including customary conversion rate adjustments in connection with a “make-whole fundamental change” as defined. Upon conversion, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company allocated the principal amount of the Convertible Notes between its liability and equity components (see table below). The carrying amount of the liability component was determined by measuring the fair value of a similar debt instrument of similar credit quality and maturity that did not have the conversion feature. The carrying amount of the equity component, representing the embedded conversion option, was determined by deducting the fair value of the liability component from the principal amount of the Convertible Notes as a whole. The equity component was recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Convertible Notes over the carrying amount of the liability component was recorded as a debt discount, and is being amortized to interest expense using an effective interest rate of 3.8% over the term of the Convertible Notes. The Company allocated the total amount of transaction costs incurred to the liability and equity components using the same proportions as the proceeds from the Convertible Notes. Transaction costs attributable to the liability component were recorded as a direct deduction from the liability component of the Convertible Notes, and are being amortized to interest expense using the effective interest method through the maturity date. Transaction costs attributable to the equity component were netted with the equity component of the Convertible Notes in additional paid-in capital. During the nine month period ending September 29, 2018, the Company repurchased $75.3 million in aggregate principal amount of its Convertible Notes for an aggregate purchase price of $57.2 million , which includes accrued interest of $0.3 million . The gain on extinguishment of the repurchased Convertible Notes was $16.2 million . The Convertible Notes consist of the following components (in thousands): September 28, 2019 December 29, 2018 Liability component: Principal $ 60,439 $ 60,439 Conversion feature (17,115 ) (17,115 ) Liability portion of debt issuance costs (2,675 ) (2,675 ) Amortization 16,773 14,921 Net carrying amount $ 57,422 $ 55,570 Equity component: Conversion feature $ 18,862 $ 18,862 Equity portion of debt issuance costs (793 ) (793 ) Deferred taxes 941 941 Net carrying amount $ 19,010 $ 19,010 In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions for which it paid an aggregate $26.4 million . In addition, the Company sold warrants for which it received aggregate proceeds of $13.0 million . The convertible note hedge transactions are expected generally to reduce potential dilution of the Company’s common stock upon any conversion of notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes. However, the warrant transaction could separately have a dilutive effect to the extent that the market value per share of the Company’s common stock exceeds the applicable strike price of the warrant transactions, which is approximately $52.99 at inception. As these transactions meet certain accounting criteria, the convertible note hedge and warrant transactions are recorded in stockholders’ equity, are not accounted for as derivatives and are not remeasured each reporting period. The net proceeds from the Convertible Notes and related transactions of $125.7 million , net of commissions and offering costs of $4.6 million , were used to repurchase shares of the Company’s common stock under the Company’s share repurchase programs. Refer to Note 12., “Share Repurchase Programs” for additional information. In connection with the repurchases of Convertible Notes, the convertible note hedge transactions and the warrant transaction noted above were reduced in ratable proportion to the face amount of Convertible Notes that were repurchased. The net proceeds received by the Company from these transactions were de minimis. Revolving Credit Facility As of September 28, 2019 and December 29, 2018 , the Company had no borrowings outstanding on its Revolving Credit Facility (the “Revolving Credit Facility”). The Revolving Credit Facility has a maturity date of May 9, 2022, provided that the maturity date would be any day on or after September 2, 2020 only if the Company did not on any such day have enough liquidity to retire its Convertible Notes then outstanding, if any. Subject to the terms of the Revolving Credit Facility, the Company may borrow up to $90.0 million , with a Company option to increase the facility up to a total of $150.0 million . The availability under the Revolving Credit Facility is subject to a borrowing base calculated on the value of certain inventory as well as certain accounts receivable of the Company. The obligations thereunder are secured by a security interest in substantially all of the assets of the Company. Under the Revolving Credit Facility, VSI has guaranteed the Company’s obligations, and Industries and its wholly-owned subsidiaries have each guaranteed the obligations of the other respective entities. The Revolving Credit Facility provides for affirmative and negative covenants affecting the Company. The Revolving Credit Facility restricts, among other things, the Company’s ability to incur indebtedness, create or permit liens on the Company’s assets, declare or pay dividends and make certain other restricted payments, consolidate, merge or recapitalize, sell assets, make certain investments, loans or other advances, enter into transactions with affiliates, change our line of business, and restricts the types of hedging activities the Company can enter into. The largest amount borrowed during the nine months ended September 28, 2019 and September 29, 2018 was $10.0 million and $44.0 million , respectively. The unused available line of credit under the Revolving Credit Facility at September 28, 2019 was $85.5 million . Borrowings under the Revolving Credit Facility accrue interest, at the Company’s option, at the rate per annum based on an “alternative base rate” plus 0.00% , 0.125% or 0.25% or the adjusted Eurodollar rate plus 1.00% , 1.125% or 1.25% , in each case with the highest spread applicable in the event that the average excess collateral availability under the Revolving Credit Facility is less than 33% of the borrowing base availability under the Revolving Credit Facility, the second highest spread applicable in the event that the average excess collateral availability under the Revolving Credit Facility is less than 66% and greater than or equal to 33% of the borrowing base availability under the Revolving Credit Facility and the lowest spread applicable in the event that the average excess collateral availability under the Revolving Credit Facility is greater than or equal to 66% of the borrowing base availability under the Revolving Credit Facility. The weighted average interest rate for the Revolving Credit Facility during the nine months ended September 28, 2019 and September 29, 2018 was 3.86% and 2.92% , respectively. The commitment fee on the undrawn portion of the $90.0 million Revolving Credit Facility is 0.25% per annum. Interest expense, net for the three and nine months ended September 28, 2019 and September 29, 2018 consists of the following (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Amortization of debt discount on Convertible Notes $ 544 $ 594 $ 1,612 $ 2,570 Interest on Convertible Notes 340 390 1,020 1,738 Amortization of deferred financing fees 110 120 329 485 Interest / fees on the Revolving Credit Facility and other interest 86 185 260 636 Interest expense, net $ 1,080 $ 1,289 $ 3,221 $ 5,429 |
Leases
Leases | 9 Months Ended |
Sep. 28, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company’s lease contracts consist of real estate leases and non-real estate leases primarily related to equipment. The Company leases the property for all of its stores as well as its distribution centers and corporate offices. In addition, the Company leases the facilities for its discontinued manufacturing operations. As of September 28, 2019, all of the Company’s real estate leases are classified as operating leases. Generally, the initial term of leases for stores is ten years . These leases generally contain renewal options for periods ranging from one to ten years , a few of which are considered “reasonably certain” in the measurement of lease liabilities and the corresponding right-of-use assets due to significant capital expenditures related to those store locations. The Company is also required under these leases to pay costs such as real estate taxes and common area maintenance. Contingent rentals are paid based on a percentage of gross sales as defined by lease agreements. These costs and contingent rentals are not considered as lease payments in the measurement of lease liabilities and the corresponding right-of-use assets as they represent non-lease components or variable lease payments other than those that depend on an index or rate. The Company sub-leases a portion of its stores, as well as certain manufacturing facilities related to its discontinued operations. Non-real estate leases consist primarily of leases for equipment used in our distribution centers, corporate offices and for store connectivity. These leases, based on the underlying lease agreements, are classified as operating or finance leases. Adoption and Transition The Company has elected to adopt Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases (Topic 842) in accordance with Accounting Standards Update No. 2018-11 (“ASU 2018-11”), Leases (Topic 842) Targeted Improvements. Under the transition method included in ASU 2018-11, the Company initially applies ASU 2016-02 at the adoption date of December 30, 2018 (first day of Fiscal 2019) and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company’s reporting for the comparative periods presented in its financial statements will continue to be in accordance with previous GAAP (Topic 840, Leases). Under this transition method, the Company must provide the required Topic 840 disclosures for all periods that continue to be in accordance with Topic 840. On December 30, 2018, the Company recognized a cumulative-effect charge of $3.3 million net of tax to the opening balance of retained earnings which represents impairment charges to the right-of-use assets associated with stores whose fixed assets have been previously impaired, and whose lease liabilities were determined to be above fair market value. Transition of Operating Leases For existing operating leases under Topic 840, the transition to operating leases under Topic 842 was as follows: • Lease liability and right-of use asset are recognized at the later of the lease commencement date and the date of adoption of December 30, 2018. • The lease liability is measured as the present value of the remaining lease payments using the discount rate based on the Company's incremental borrowing rates as no interest rates are explicitly stated in the lease agreements. • The right-of-use asset is measured based on the value of the lease liability, adjusted for the following: • Additions to the amount of the lease liability include: • Prepaid rent • Unamortized initial direct costs • Favorable assets resulting from business combinations • Reductions to the amount of the lease liability include: • Accrued / deferred rent • Lease incentives • Impairment charges • Cease use liabilities, such as lease termination costs • Unfavorable liabilities resulting from business combinations • Write-off of any unamortized initial direct costs that are no longer initial direct costs under Topic 842 as an adjustment to equity. For leases which commenced prior to adoption, this write-off is not applicable as the Company has elected the package of practical expedients, as noted below. Transition of Finance Leases For existing capital leases under Topic 840, the transition to finance leases under Topic 842 was as follows: • Lease liability and right-of-use asset are recognized based on the carrying value of the existing asset and liability at the later of the lease commencement date and the date of adoption of December 30, 2018. • Include any unamortized initial direct costs that meet the Topic 842 initial direct costs definition; write-off any unamortized initial direct costs that are no longer initial direct costs under Topic 842 as an adjustment to equity. For existing leases, this write-off is not applicable as the Company has elected the package of practical expedients, as noted below. Practical Expedients The Company has elected to use the following practical expedients for the adoption of ASU 2016-02: • For leases that commenced before the effective date, (1) the Company need not reassess whether any expired or existing contracts are or contain leases, (2) the Company need not reassess the lease classification for any expired or existing leases and (3) the Company need not reassess initial direct costs for any existing leases. • To use hindsight in determining lease term and in assessing impairment of the Company’s right-of-use assets. • To not allocate the consideration in the contract between separate non-lease components and lease components. Significant Assumptions and Judgments Discount rate The discount rate is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the Company is required to use its incremental borrowing rate. The discount rate for a lease is determined based on the information available at the later of the adoption of ASU 2016-02 or at lease commencement. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The Company engaged outside valuation consultants for the determination of the incremental borrowing rates for its operating leases. Three Months Ended Nine Months Ended September 28, 2019 September 28, 2019 (in thousands) (in thousands) Lease cost Finance lease cost: Amortization of right-of-use assets $ 110 $ 349 Interest on lease liabilities 13 45 Operating lease cost 29,252 88,315 Variable lease cost 2,884 8,390 Sublease income (337 ) (879 ) Total lease cost $ 31,922 $ 96,220 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 13 $ 45 Operating cash flows from operating leases $ 30,628 $ 91,978 Financing cash flows from finance leases $ 126 $ 373 Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ — Right-of-use assets obtained in exchange for new operating lease liabilities $ 12,416 $ 40,435 As of September 28, 2019 Weighted-average remaining lease term, in years – finance leases 2.0 Weighted-average remaining lease term, in years – operating leases 5.1 Weighted-average discount rate – finance leases 4.7 % Weighted-average discount rate – operating leases 5.4 % As of September 28, 2019, the Company's right-of-use assets consist of the following (in thousands): Right-of-use assets - operating leases $ 423,987 Right-of-use assets - finance leases 881 Total right-of-use assets $ 424,868 As of September 28, 2019, the reconciliation of undiscounted cash flows to lease liabilities, by lease type, is as follows (in thousands): Operating Leases Finance Leases Undiscounted cash flows: Year 1 $ 118,458 $ 558 Year 2 107,318 502 Year 3 92,140 56 Year 4 74,340 — Year 5 53,768 — Beyond Year 5 97,060 — $ 543,084 $ 1,116 Present values $ 464,523 $ 1,061 Short-term lease liabilities $ 96,238 $ 518 Long-term lease liabilities 368,285 543 Total lease liabilities $ 464,523 $ 1,061 Difference between undiscounted cash flows and discounted cash flows $ 78,561 $ 55 Prior to the adoption of ASU 2016-02, as of December 29, 2018, the Company’s real estate lease commitments were as follows (in thousands): Fiscal year Total Operating Leases (1) 2019 $ 121,227 2020 108,993 2021 95,529 2022 80,274 2023 61,847 Thereafter 115,852 $ 583,722 (1) Store operating leases included in the above table do not include contingent rent based upon sales volume. Operating leases do not include common area maintenance costs or real estate taxes that are paid to the landlord during the year, which combined represented approximately 18.5% of our minimum lease obligations for Fiscal 2018. |
Leases | Leases The Company’s lease contracts consist of real estate leases and non-real estate leases primarily related to equipment. The Company leases the property for all of its stores as well as its distribution centers and corporate offices. In addition, the Company leases the facilities for its discontinued manufacturing operations. As of September 28, 2019, all of the Company’s real estate leases are classified as operating leases. Generally, the initial term of leases for stores is ten years . These leases generally contain renewal options for periods ranging from one to ten years , a few of which are considered “reasonably certain” in the measurement of lease liabilities and the corresponding right-of-use assets due to significant capital expenditures related to those store locations. The Company is also required under these leases to pay costs such as real estate taxes and common area maintenance. Contingent rentals are paid based on a percentage of gross sales as defined by lease agreements. These costs and contingent rentals are not considered as lease payments in the measurement of lease liabilities and the corresponding right-of-use assets as they represent non-lease components or variable lease payments other than those that depend on an index or rate. The Company sub-leases a portion of its stores, as well as certain manufacturing facilities related to its discontinued operations. Non-real estate leases consist primarily of leases for equipment used in our distribution centers, corporate offices and for store connectivity. These leases, based on the underlying lease agreements, are classified as operating or finance leases. Adoption and Transition The Company has elected to adopt Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases (Topic 842) in accordance with Accounting Standards Update No. 2018-11 (“ASU 2018-11”), Leases (Topic 842) Targeted Improvements. Under the transition method included in ASU 2018-11, the Company initially applies ASU 2016-02 at the adoption date of December 30, 2018 (first day of Fiscal 2019) and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company’s reporting for the comparative periods presented in its financial statements will continue to be in accordance with previous GAAP (Topic 840, Leases). Under this transition method, the Company must provide the required Topic 840 disclosures for all periods that continue to be in accordance with Topic 840. On December 30, 2018, the Company recognized a cumulative-effect charge of $3.3 million net of tax to the opening balance of retained earnings which represents impairment charges to the right-of-use assets associated with stores whose fixed assets have been previously impaired, and whose lease liabilities were determined to be above fair market value. Transition of Operating Leases For existing operating leases under Topic 840, the transition to operating leases under Topic 842 was as follows: • Lease liability and right-of use asset are recognized at the later of the lease commencement date and the date of adoption of December 30, 2018. • The lease liability is measured as the present value of the remaining lease payments using the discount rate based on the Company's incremental borrowing rates as no interest rates are explicitly stated in the lease agreements. • The right-of-use asset is measured based on the value of the lease liability, adjusted for the following: • Additions to the amount of the lease liability include: • Prepaid rent • Unamortized initial direct costs • Favorable assets resulting from business combinations • Reductions to the amount of the lease liability include: • Accrued / deferred rent • Lease incentives • Impairment charges • Cease use liabilities, such as lease termination costs • Unfavorable liabilities resulting from business combinations • Write-off of any unamortized initial direct costs that are no longer initial direct costs under Topic 842 as an adjustment to equity. For leases which commenced prior to adoption, this write-off is not applicable as the Company has elected the package of practical expedients, as noted below. Transition of Finance Leases For existing capital leases under Topic 840, the transition to finance leases under Topic 842 was as follows: • Lease liability and right-of-use asset are recognized based on the carrying value of the existing asset and liability at the later of the lease commencement date and the date of adoption of December 30, 2018. • Include any unamortized initial direct costs that meet the Topic 842 initial direct costs definition; write-off any unamortized initial direct costs that are no longer initial direct costs under Topic 842 as an adjustment to equity. For existing leases, this write-off is not applicable as the Company has elected the package of practical expedients, as noted below. Practical Expedients The Company has elected to use the following practical expedients for the adoption of ASU 2016-02: • For leases that commenced before the effective date, (1) the Company need not reassess whether any expired or existing contracts are or contain leases, (2) the Company need not reassess the lease classification for any expired or existing leases and (3) the Company need not reassess initial direct costs for any existing leases. • To use hindsight in determining lease term and in assessing impairment of the Company’s right-of-use assets. • To not allocate the consideration in the contract between separate non-lease components and lease components. Significant Assumptions and Judgments Discount rate The discount rate is the rate implicit in the lease unless that rate cannot be readily determined. In that case, the Company is required to use its incremental borrowing rate. The discount rate for a lease is determined based on the information available at the later of the adoption of ASU 2016-02 or at lease commencement. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The Company engaged outside valuation consultants for the determination of the incremental borrowing rates for its operating leases. Three Months Ended Nine Months Ended September 28, 2019 September 28, 2019 (in thousands) (in thousands) Lease cost Finance lease cost: Amortization of right-of-use assets $ 110 $ 349 Interest on lease liabilities 13 45 Operating lease cost 29,252 88,315 Variable lease cost 2,884 8,390 Sublease income (337 ) (879 ) Total lease cost $ 31,922 $ 96,220 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 13 $ 45 Operating cash flows from operating leases $ 30,628 $ 91,978 Financing cash flows from finance leases $ 126 $ 373 Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ — Right-of-use assets obtained in exchange for new operating lease liabilities $ 12,416 $ 40,435 As of September 28, 2019 Weighted-average remaining lease term, in years – finance leases 2.0 Weighted-average remaining lease term, in years – operating leases 5.1 Weighted-average discount rate – finance leases 4.7 % Weighted-average discount rate – operating leases 5.4 % As of September 28, 2019, the Company's right-of-use assets consist of the following (in thousands): Right-of-use assets - operating leases $ 423,987 Right-of-use assets - finance leases 881 Total right-of-use assets $ 424,868 As of September 28, 2019, the reconciliation of undiscounted cash flows to lease liabilities, by lease type, is as follows (in thousands): Operating Leases Finance Leases Undiscounted cash flows: Year 1 $ 118,458 $ 558 Year 2 107,318 502 Year 3 92,140 56 Year 4 74,340 — Year 5 53,768 — Beyond Year 5 97,060 — $ 543,084 $ 1,116 Present values $ 464,523 $ 1,061 Short-term lease liabilities $ 96,238 $ 518 Long-term lease liabilities 368,285 543 Total lease liabilities $ 464,523 $ 1,061 Difference between undiscounted cash flows and discounted cash flows $ 78,561 $ 55 Prior to the adoption of ASU 2016-02, as of December 29, 2018, the Company’s real estate lease commitments were as follows (in thousands): Fiscal year Total Operating Leases (1) 2019 $ 121,227 2020 108,993 2021 95,529 2022 80,274 2023 61,847 Thereafter 115,852 $ 583,722 (1) Store operating leases included in the above table do not include contingent rent based upon sales volume. Operating leases do not include common area maintenance costs or real estate taxes that are paid to the landlord during the year, which combined represented approximately 18.5% of our minimum lease obligations for Fiscal 2018. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company recognizes revenue from retail customers when merchandise is sold “at point of sale” in retail stores or upon delivery to a customer. Substantially all revenue from customers represents goods transferred at a point in time. Upon adoption, at the beginning of Fiscal 2018, the Company applied the modified retrospective method for the transition to FASB Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606). The modified retrospective method requires application of the new revenue standard beginning with the financial statements for the year in which the new revenue standard is first implemented. Under the modified retrospective method, an entity records a cumulative-effect adjustment on the opening balance sheet to retained earnings. The opening adjustment to retained earnings is determined on the basis of the impact of the new revenue standard's application on contracts that were not completed as of the date of initial application. The Company did not record an opening adjustment to retained earnings as the impact of the application of the new revenue standard was de minimis. Disaggregation of Revenue The Company disaggregates revenue from contracts with customers into two categories, sales fulfilled in stores and direct to consumer sales. The Company determines that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The following table contains net sales by fulfillment category (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Net sales: Sales fulfilled in stores $ 216,636 $ 240,642 $ 693,215 $ 752,933 Direct to consumer sales 36,497 35,994 114,126 112,770 Net sales $ 253,133 $ 276,636 $ 807,341 $ 865,703 The following table represents net sales by major product category (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Product Category Vitamins, Minerals, Herbs and Homeopathy $ 73,836 $ 80,825 $ 236,384 $ 253,626 Sports Nutrition 71,608 82,143 230,827 261,151 Specialty Supplements 69,087 72,019 215,151 223,427 Other 37,991 41,078 123,198 125,700 252,522 276,065 805,560 863,904 Delivery Revenue 611 571 1,781 1,799 Total net sales $ 253,133 $ 276,636 $ 807,341 $ 865,703 Delivery revenue represents shipping fees billed to customers which are included in net sales in the consolidated statements of operations. Contract Balances Receivables primarily consist of amounts due from debit and credit card processors, wholesale customers and amounts due from third-party e-commerce marketplaces. These receivables balances are included in prepaid expenses and other current assets in the consolidated balance sheets. For the periods presented, the Company does not have contract assets. A contract asset would exist when an entity has a contract with a customer for which revenue has been recognized but payment is contingent on a future event other than the passage of time (e.g., unbilled receivables). Contract liabilities primarily include deferred sales related to the loyalty program, a liability for future gift card redemptions and a liability for sales in transit. These liabilities are included in accrued expenses and other current liabilities in the consolidated balance sheets. The opening and closing balances of the Company’s receivables and contract liabilities are as follows (in thousands): Receivables Contract Liabilities Balances as of December 29, 2018 $ 8,211 $ 7,287 Increase / (Decrease) 771 (1,034 ) Balances as of March 30, 2019 8,982 6,253 Increase / (Decrease) 772 (1,113 ) Balances as of June 29, 2019 9,754 5,140 Increase / (Decrease) (1,145 ) 179 Balances as of September 28, 2019 $ 8,609 $ 5,319 Balances as of December 30, 2017 $ 10,937 $ 7,511 Increase 1,055 899 Balances as of March 31, 2018 11,992 8,410 Increase / (Decrease) (560 ) 1,013 Balances as of June 30, 2018 11,432 9,423 Decrease (515 ) (2,498 ) Balances as of September 29, 2018 $ 10,917 $ 6,925 The amounts of revenue recognized during the three month periods ended March 30, 2019 and March 31, 2018 that were included in the opening contract liability balances as of December 29, 2018 and December 30, 2017 were $6.0 million and $6.5 million , respectively. The amounts of revenue recognized during the three month periods ended June 29, 2019 and June 30, 2018 that were included in the opening contract liability balances as of March 30, 2019 and March 31, 2018 were $5.2 million and $6.4 million , respectively. The amounts of revenue recognized during the three month periods ended September 28, 2019 and September 29, 2018 that were included in the opening contract liability balances as of June 29, 2019 and June 30, 2018 were $3.5 million and $8.4 million , respectively. This revenue consists primarily of loyalty point redemptions, the delivery of sales in transit and gift card redemptions. Performance Obligations For retail sales, the performance obligation is the transfer of retail merchandise to the customer at the retail store or at the time of delivery to the customer. Variable consideration for retail sales is primarily related to our loyalty program. Under the loyalty program, sales are deferred at the time points are earned based on the value of points that are projected to be redeemed, which are based on historical redemption data and current trends. The Company records a liability in the period points are earned with a corresponding reduction of sales. Through the first fiscal quarter of Fiscal 2019, loyalty points were earned each calendar quarter and must have been redeemed within the subsequent calendar quarter or they expired. Enhancements to the loyalty program were rolled out in the second fiscal quarter of Fiscal 2019 and include providing Healthy Awards® members with flexibility when redeeming loyalty points. Under the enhanced loyalty program, Healthy Awards® members have the option to redeem loyalty points as they are earned or accumulate loyalty points over an extended period of time. The Company considers shipping and handling costs as fulfillment costs, and does not consider such activities as a separate performance obligation. When applicable, the Company is responsible for shipment and delivery of the merchandise, even when using a third-party shipping company. |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Sep. 28, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock Based Compensation | Stock Based Compensation Equity Incentive Plans – Through its 2018 Long-term Incentive Plan (the “2018 Plan”), the Company provides stock based compensation to certain directors, officers, consultants and employees of the Company. As of September 28, 2019 , there were 2,658,423 shares available to grant under the 2018 Plan which includes 240,900 shares currently held by the Company as treasury stock. During Fiscal 2018, the Company granted inducement awards to certain executives, which were granted outside of the 2018 Plan, but generally incorporate the terms and conditions of the 2018 Plan. These inducement awards consisted of 104,510 performance share units and 31,250 restricted share units. The following table summarizes restricted shares for the 2018 Plan as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Unvested at December 29, 2018 436,397 $ 11.70 Granted 226,539 $ 6.47 Vested (104,222 ) $ 21.17 Canceled/forfeited (214,140 ) $ 6.74 Unvested at September 28, 2019 344,574 $ 8.49 The total intrinsic value of restricted shares vested during the nine months ended September 28, 2019 and September 29, 2018 was $0.7 million and $0.7 million , respectively. The following table summarizes stock options for the 2018 Plan as of September 28, 2019 and changes during the nine month period then ended: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding at December 29, 2018 272,000 $ 17.13 Granted — $ — Exercised — $ — Canceled/forfeited (36,050 ) $ 30.17 Outstanding at September 28, 2019 235,950 $ 15.13 7.03 $ 261 Vested or expected to vest at September 28, 2019 225,677 $ 15.54 6.98 Vested and exercisable at September 28, 2019 133,222 $ 22.08 6.12 $ 87 No options were exercised during the nine months ended September 28, 2019 and September 29, 2018 . Stock options were no t granted during the nine months ended September 28, 2019. The weighted-average grant date fair value of stock options during the nine months ended September 29, 2018 was $1.76 . The fair value of each option grant was estimated on the date of grant using the Monte Carlo option-pricing model, because these awards contain a market condition based on the achievement of predetermined targets related to the share price of our common stock, with the following assumptions: Nine Months Ended September 29, 2018 Expected dividend yield 0.0 % Weighted average expected volatility 42.61 % Weighted average risk-free interest rate 2.54 % Expected holding period 6.02 years The following table summarizes performance share units for the 2018 Plan, as well as inducement awards, as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Performance Share Units Weighted Average Grant Date Fair Value Unvested at December 29, 2018 443,869 $ 10.64 Granted 372,504 $ 6.82 Vested (3,028 ) $ 30.26 Canceled/forfeited (171,252 ) $ 10.15 Unvested at September 28, 2019 642,093 $ 8.46 Performance share units granted during the nine months ended September 28, 2019 will vest on December 25, 2021 if the performance criteria are achieved. These performance share units can vest at a range of 0% to 300% based on the achievement of pre-established performance targets. The total intrinsic value of performance share units vested during the nine months ended September 28, 2019 was de minimis. The following table summarizes restricted share units for the 2018 Plan, as well as inducement awards, as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Weighted Unvested at December 29, 2018 89,340 $ 7.84 Granted 159,144 $ 3.77 Vested (58,090 ) $ 7.75 Canceled/forfeited — $ — Unvested at September 28, 2019 190,394 $ 4.46 The total intrinsic value of restricted share units vested during the nine months ended September 28, 2019 and September 29, 2018 was $0.4 million and $0.7 million , respectively. Compensation expense attributable to stock based compensation for the three and nine months ended September 28, 2019 was approximately $(0.1) million and $0.8 million , respectively, and for the three and nine months ended September 29, 2018 was approximately $0.8 million and $1.7 million , respectively. As of September 28, 2019 , the remaining unrecognized stock based compensation expense for non-vested stock options, restricted shares, performance share units and restricted share units to be expensed in future periods is $1.8 million , and the related weighted-average period over which it is expected to be recognized is 1.6 years. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates forfeitures based on its historical forfeiture rate since the inception of granting stock based awards. The estimated value of future forfeitures for stock options, restricted shares, performance share units and restricted share units as of September 28, 2019 is approximately $0.2 million . Treasury Stock – As part of the Company’s equity incentive plan, the Company makes required tax payments on behalf of employees as their equity awards vest. The Company withholds the number of vested shares having a value on the date of vesting equal to the minimum statutory tax obligation. The shares withheld are recorded as treasury shares. During the nine months ended September 28, 2019 , the Company purchased 45,381 shares in settlement of employees’ tax obligations for a total of $0.3 million . The Company accounts for treasury stock using the cost method. 240,900 treasury shares are available to grant under the Company’s equity incentive plan. |
Advertising Costs
Advertising Costs | 9 Months Ended |
Sep. 28, 2019 | |
Other Income and Expenses [Abstract] | |
Advertising Costs | Advertising Costs The costs of advertising for online marketing arrangements, direct mail, magazines and radio are expensed as incurred, or the first time the advertising takes place. Advertising expense was $6.4 million and $5.9 million for the three months ended September 28, 2019 and September 29, 2018 , respectively, and $21.6 million and $19.3 million for the nine months ended September 28, 2019 and September 29, 2018 , respectively. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 28, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share The Company’s basic net income (loss) per share excludes the dilutive effect of stock options, unvested restricted shares, unvested performance share units, unvested restricted share units and warrants. It is based upon the weighted average number of common shares outstanding during the period divided into net income (loss). Diluted net income (loss) per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock. Stock options, unvested restricted shares, unvested performance share units, unvested restricted share units and warrants are included as potential dilutive securities for the periods applicable, using the treasury stock method to the extent dilutive. The components of the calculation of basic net income (loss) per common share and diluted net income (loss) per common share are as follows (in thousands except share and per share data): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Numerator: Net income (loss) from continuing operations $ (3,409 ) $ 1,880 $ (3,482 ) $ 16,820 Net loss from discontinued operations — (3,626 ) — (15,245 ) Net income (loss) $ (3,409 ) $ (1,746 ) $ (3,482 ) $ 1,575 Denominator: Basic weighted average common shares outstanding 23,716,403 23,545,842 23,646,617 23,477,982 Effect of dilutive securities (a): Stock options — — — 20,807 Restricted shares — — — 137,697 Performance share units — — — 80,543 Restricted share units — — — 26,827 Diluted weighted average common shares outstanding 23,716,403 23,545,842 23,646,617 23,743,856 Basic net income (loss) from continuing operations per common share $ (0.14 ) $ 0.08 $ (0.15 ) $ 0.72 Diluted net income (loss) from continuing operations per common share $ (0.14 ) $ 0.08 $ (0.15 ) $ 0.71 Basic net loss from discontinued operations per common share $ — $ (0.15 ) $ — $ (0.65 ) Diluted net loss from discontinued operations per common share $ — $ (0.15 ) $ — $ (0.64 ) Basic net income (loss) per common share $ (0.14 ) $ (0.07 ) $ (0.15 ) $ 0.07 Diluted net income (loss) per common share $ (0.14 ) $ (0.07 ) $ (0.15 ) $ 0.07 (a) For the three and nine months ended September 28, 2019 and for the three months ended September 29, 2018, due to a loss for the period, no incremental shares are included because the effect would be anti-dilutive. Securities for the three months ended September 28, 2019 and September 29, 2018 in the amount of 507,116 shares and 43,482 shares, respectively, have been excluded from the above calculation as they were anti-dilutive. Securities for the nine months ended September 28, 2019 and September 29, 2018 in the amount of 574,197 shares and 664,916 shares, respectively, have been excluded from the above calculation as they were anti-dilutive. The Company has the intent and ability to settle the principal portion of its Convertible Notes in cash, and as such, has applied the treasury stock method, which has resulted in the underlying convertible shares, and related warrants, being anti-dilutive for the three and nine months ended September 28, 2019 and September 29, 2018 as the Company’s average stock price from the date of issuance of the Convertible Notes through September 28, 2019 was less than the conversion price as well as less than the strike price of the warrant transaction. Refer to Note 6., “Credit Arrangements” for additional information on the Convertible Notes. |
Share Repurchase Programs
Share Repurchase Programs | 9 Months Ended |
Sep. 28, 2019 | |
Equity [Abstract] | |
Share Repurchase Programs | Share Repurchase Programs Beginning in August 2014, the Company’s board of directors approved share repurchase programs that enable the Company to purchase up to an aggregate of $403.8 million of its shares of common stock and / or its Convertible Notes, from time to time. As of September 28, 2019 , 8,064,325 shares of common stock pursuant to these programs, and 83,311 Convertible Notes, have been repurchased for a total of $333.8 million . There is $70.0 million remaining in this program. On October 31, 2018, the Company's board of directors approved a two year extension of the remaining repurchase program. This repurchase program will expire on November 22, 2020. The repurchase programs do not obligate the Company to acquire any specific number of securities and may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of repurchasing securities, the availability of alternative investment opportunities, liquidity, restrictions under the Company's credit agreement, applicable law and other factors deemed appropriate. No shares of the Company were repurchased under these programs during the three and nine month periods ended September 28, 2019 and September 29, 2018 . During the nine month period ended September 29, 2018, the Company repurchased $75.3 million in aggregate principal amount of its Convertible Notes for an aggregate purchase price of $57.2 million , which includes accrued interest of $0.3 million . Refer to Note 6., “Credit Arrangements” for additional information. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 28, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings In addition to the lawsuits noted below, the Company is party to various lawsuits arising from time to time in the normal course of business, some of which are covered by insurance. Although the impact of the final resolution of these matters on the Company's financial condition, results of operations or cash flows is not known, management does not believe that the resolution of these lawsuits will have a material adverse effect on the financial condition, results of operations or liquidity of the Company. On September 30, 2019, a purported stockholder of the Company commenced a federal securities action in the United States District Court for the District of New Jersey against the Company and its directors, captioned Shiva Stein v. Vitamin Shoppe, Inc., et al. , No. 19 Civ. 18543 (D.N.J.). On October 1, 2019, a second purported Company stockholder commenced a putative securities class action in the United States District Court for the District of Delaware against the same defendants, captioned Jordan Rosenblatt v. Vitamin Shoppe, Inc., et al. , No. 19 Civ. 1848 (D. Del.). On October 25, 2019, a third purported stockholder of the Company commenced a federal securities action in the United States District Court for the District of New Jersey against the same defendants, captioned Kathleen S. Bell v. Vitamin Shoppe, Inc., et al. , No. 19 Civ. 19334 (D.N.J.). All three lawsuits were brought under Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, and challenge as allegedly materially false and misleading the disclosures the Company made in its September 30, 2019 preliminary proxy statement filed with the SEC in connection with the Merger. The complaints seek injunctive relief against the closing of the Merger pending additional disclosures, attorneys’ fees, and other relief. Other, similar lawsuits may follow. The defendants believe that the lawsuits are without merit. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 28, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value hierarchy requires the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets or liabilities. Level 1 provides the most reliable measure of fair value, while Level 3 generally requires significant management judgment. The three levels are defined as follows: • Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities. • Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets. • Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability. The Company’s financial instruments include cash, accounts receivable, accounts payable, contract liabilities and its Revolving Credit Facility. The Company believes that the recorded values of these financial instruments approximate their fair values due to their nature and respective durations. The Company's financial instruments also include its Convertible Notes (in thousands): September 28, 2019 December 29, 2018 Fair Value $ 60,179 $ 50,914 Carrying Value (1) 57,422 55,570 (1) Represents the net carrying amount of the liability component of the Convertible Notes. The fair value of the Convertible Notes was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including the trading price of the Company’s Convertible Notes, when available, the Company’s stock price and interest rates based on similar debt issued by parties with credit ratings similar to the Company (Level 1 or 2). Intangible assets, fixed assets and right-of-use assets are measured at fair value on a non-recurring basis, that is, the assets are subject to fair value adjustments in certain circumstances such as when there is evidence of impairment. These measures of fair value, and related inputs, are considered Level 3 measures under the fair value hierarchy. The Company recognized store impairment charges of $2.4 million during Fiscal 2019 on fixed assets and right-of-use assets related to six of its underperforming retail locations, which are still in use in the Company's operations. Impairment charges on the fixed assets of these retail locations represented the full net book value of the fixed assets of these retail locations. Impairment charges on the right-of-use assets of these retail locations were based on a market analysis of the fair value of the applicable real estate operating leases. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements, and revenue and expenses during the reporting period. Actual results could differ from those estimates. |
New Accounting Pronouncements | Except as noted below, the Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements, issued but not yet effective, that may have a material impact on its results of operations, financial condition, or cash flows, based on current information. In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2016-13 ("ASU 2016-13"), Financial Instruments - Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments. ASU 2016-13 was issued by the FASB to replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to be applied to credit loss estimates. ASU 2016-13 is effective for the Company for fiscal years beginning after December 15, 2019 and will be adopted using a modified-retrospective approach. The Company is evaluating ASU 2016-13 and currently expects this guidance will not have a material impact on its results of operations, financial condition, or cash flows, based on current information. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Reconciliation of Statement of Operations and Cash Flow Disclosures | The results of operations of Nutri-Force for the three and nine months ended September 29, 2018 are classified as discontinued operations in the consolidated statements of operations. Reconciliation of the Major Line Items Constituting Loss of Discontinued Operations to the After-Tax Loss of Discontinued Operations That Are Presented in the Statements of Operations Three Months Ended Nine Months Ended September 29, 2018 September 29, 2018 Major classes of line items constituting net loss on discontinued operations: Net sales (1) $ 761 $ 11,187 Cost of goods sold 2,417 9,756 Fixed assets impairment charges — 7,236 Gross loss (1,656 ) (5,805 ) Selling, general and administrative expenses 629 2,581 Intangible assets and fixed assets impairment charges — 8,978 Discontinued operations loss 40 203 Loss before provision (benefit) for income taxes (2,325 ) (17,567 ) Provision (benefit) for income taxes 1,301 (2,322 ) Net loss $ (3,626 ) $ (15,245 ) (1) Revenue related to a transition services agreement during the three and nine months ended September 29, 2018 was $0.8 million and $2.4 million , respectively. Cash Flow Disclosures for Discontinued Operations Three Months Ended Nine Months Ended September 29, 2018 September 29, 2018 Cash flows provided by (used in) operating activities $ 936 $ (14,180 ) Cash flows provided by (used in) investing activities $ (882 ) $ 14,752 Depreciation and amortization $ — $ 769 Capital expenditures $ — $ 94 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets | The following table discloses the carrying value of all intangible assets (in thousands): September 28, 2019 December 29, 2018 Gross Carrying Amount Accumulated Amortization Accumulated Impairment Charges Net Gross Carrying Amount Accumulated Amortization Accumulated Impairment Charges Net Intangible assets Goodwill $ 210,633 $ — $ 210,633 $ — $ 210,633 $ — $ 210,633 $ — Tradenames – Indefinite-lived (1) 68,405 — 68,405 — 68,405 — 59,405 9,000 Tradenames – Definite-lived 6,233 3,950 — 2,283 5,764 3,676 — 2,088 $ 285,271 $ 3,950 $ 279,038 $ 2,283 $ 284,802 $ 3,676 $ 270,038 $ 11,088 (1) During the second quarter of Fiscal 2019, the Company experienced a sustained reduction to its market capitalization. In addition, the Company revised its forecast for Fiscal 2019 and updated its long-range plan. Based on these factors, the Company concluded that an impairment trigger occurred and therefore an interim impairment test of the Vitamin Shoppe tradename was performed. The results of the interim impairment test indicated that the carrying value of the Vitamin Shoppe tradename exceeded its fair value. The Company recorded an impairment charge on the Vitamin Shoppe tradename of $9.0 million during the second quarter of Fiscal 2019, which represented the full remaining carrying value of this indefinite-lived tradename. |
Expected Amortization Expense on Definite-Lived Intangible Assets | The expected amortization expense on definite-lived intangible assets on the Company’s consolidated balance sheet at September 28, 2019 , is as follows (in thousands): Remainder of Fiscal 2019 $ 91 Fiscal 2020 381 Fiscal 2021 381 Fiscal 2022 378 Fiscal 2023 335 Thereafter 717 $ 2,283 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Payables and Accruals [Abstract] | |
Components of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): September 28, 2019 December 29, 2018 Accrued salaries and related expenses $ 11,889 $ 24,048 Sales tax payable and related expenses 7,491 7,092 Deferred sales 4,024 5,455 Other accrued expenses 32,933 28,913 $ 56,337 $ 65,508 |
Credit Arrangements (Tables)
Credit Arrangements (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Debt Disclosure [Abstract] | |
Components of Convertible Notes | The Convertible Notes consist of the following components (in thousands): September 28, 2019 December 29, 2018 Liability component: Principal $ 60,439 $ 60,439 Conversion feature (17,115 ) (17,115 ) Liability portion of debt issuance costs (2,675 ) (2,675 ) Amortization 16,773 14,921 Net carrying amount $ 57,422 $ 55,570 Equity component: Conversion feature $ 18,862 $ 18,862 Equity portion of debt issuance costs (793 ) (793 ) Deferred taxes 941 941 Net carrying amount $ 19,010 $ 19,010 |
Components of Interest Expense, Net | Interest expense, net for the three and nine months ended September 28, 2019 and September 29, 2018 consists of the following (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Amortization of debt discount on Convertible Notes $ 544 $ 594 $ 1,612 $ 2,570 Interest on Convertible Notes 340 390 1,020 1,738 Amortization of deferred financing fees 110 120 329 485 Interest / fees on the Revolving Credit Facility and other interest 86 185 260 636 Interest expense, net $ 1,080 $ 1,289 $ 3,221 $ 5,429 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Leases [Abstract] | |
Schedule of Lease Cost and Other Information | Three Months Ended Nine Months Ended September 28, 2019 September 28, 2019 (in thousands) (in thousands) Lease cost Finance lease cost: Amortization of right-of-use assets $ 110 $ 349 Interest on lease liabilities 13 45 Operating lease cost 29,252 88,315 Variable lease cost 2,884 8,390 Sublease income (337 ) (879 ) Total lease cost $ 31,922 $ 96,220 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 13 $ 45 Operating cash flows from operating leases $ 30,628 $ 91,978 Financing cash flows from finance leases $ 126 $ 373 Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ — Right-of-use assets obtained in exchange for new operating lease liabilities $ 12,416 $ 40,435 As of September 28, 2019 Weighted-average remaining lease term, in years – finance leases 2.0 Weighted-average remaining lease term, in years – operating leases 5.1 Weighted-average discount rate – finance leases 4.7 % Weighted-average discount rate – operating leases 5.4 % |
Components of Right-of-Use Assets | As of September 28, 2019, the Company's right-of-use assets consist of the following (in thousands): Right-of-use assets - operating leases $ 423,987 Right-of-use assets - finance leases 881 Total right-of-use assets $ 424,868 |
Reconciliation of Undiscounted Cash Flows to Lease Liabilities for Operating Leases | As of September 28, 2019, the reconciliation of undiscounted cash flows to lease liabilities, by lease type, is as follows (in thousands): Operating Leases Finance Leases Undiscounted cash flows: Year 1 $ 118,458 $ 558 Year 2 107,318 502 Year 3 92,140 56 Year 4 74,340 — Year 5 53,768 — Beyond Year 5 97,060 — $ 543,084 $ 1,116 Present values $ 464,523 $ 1,061 Short-term lease liabilities $ 96,238 $ 518 Long-term lease liabilities 368,285 543 Total lease liabilities $ 464,523 $ 1,061 Difference between undiscounted cash flows and discounted cash flows $ 78,561 $ 55 |
Reconciliation of Undiscounted Cash Flows to Lease Liabilities for Finance Leases | As of September 28, 2019, the reconciliation of undiscounted cash flows to lease liabilities, by lease type, is as follows (in thousands): Operating Leases Finance Leases Undiscounted cash flows: Year 1 $ 118,458 $ 558 Year 2 107,318 502 Year 3 92,140 56 Year 4 74,340 — Year 5 53,768 — Beyond Year 5 97,060 — $ 543,084 $ 1,116 Present values $ 464,523 $ 1,061 Short-term lease liabilities $ 96,238 $ 518 Long-term lease liabilities 368,285 543 Total lease liabilities $ 464,523 $ 1,061 Difference between undiscounted cash flows and discounted cash flows $ 78,561 $ 55 |
Schedule of Real Estate Lease Commitments Prior to Adoption of ASU 2016-02 | Prior to the adoption of ASU 2016-02, as of December 29, 2018, the Company’s real estate lease commitments were as follows (in thousands): Fiscal year Total Operating Leases (1) 2019 $ 121,227 2020 108,993 2021 95,529 2022 80,274 2023 61,847 Thereafter 115,852 $ 583,722 (1) Store operating leases included in the above table do not include contingent rent based upon sales volume. Operating leases do not include common area maintenance costs or real estate taxes that are paid to the landlord during the year, which combined represented approximately 18.5% of our minimum lease obligations for Fiscal 2018. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table contains net sales by fulfillment category (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Net sales: Sales fulfilled in stores $ 216,636 $ 240,642 $ 693,215 $ 752,933 Direct to consumer sales 36,497 35,994 114,126 112,770 Net sales $ 253,133 $ 276,636 $ 807,341 $ 865,703 The following table represents net sales by major product category (in thousands): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Product Category Vitamins, Minerals, Herbs and Homeopathy $ 73,836 $ 80,825 $ 236,384 $ 253,626 Sports Nutrition 71,608 82,143 230,827 261,151 Specialty Supplements 69,087 72,019 215,151 223,427 Other 37,991 41,078 123,198 125,700 252,522 276,065 805,560 863,904 Delivery Revenue 611 571 1,781 1,799 Total net sales $ 253,133 $ 276,636 $ 807,341 $ 865,703 |
Schedule of Opening and Closing Balances of Receivables and Contract Liabilities | The opening and closing balances of the Company’s receivables and contract liabilities are as follows (in thousands): Receivables Contract Liabilities Balances as of December 29, 2018 $ 8,211 $ 7,287 Increase / (Decrease) 771 (1,034 ) Balances as of March 30, 2019 8,982 6,253 Increase / (Decrease) 772 (1,113 ) Balances as of June 29, 2019 9,754 5,140 Increase / (Decrease) (1,145 ) 179 Balances as of September 28, 2019 $ 8,609 $ 5,319 Balances as of December 30, 2017 $ 10,937 $ 7,511 Increase 1,055 899 Balances as of March 31, 2018 11,992 8,410 Increase / (Decrease) (560 ) 1,013 Balances as of June 30, 2018 11,432 9,423 Decrease (515 ) (2,498 ) Balances as of September 29, 2018 $ 10,917 $ 6,925 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock Options | The following table summarizes stock options for the 2018 Plan as of September 28, 2019 and changes during the nine month period then ended: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding at December 29, 2018 272,000 $ 17.13 Granted — $ — Exercised — $ — Canceled/forfeited (36,050 ) $ 30.17 Outstanding at September 28, 2019 235,950 $ 15.13 7.03 $ 261 Vested or expected to vest at September 28, 2019 225,677 $ 15.54 6.98 Vested and exercisable at September 28, 2019 133,222 $ 22.08 6.12 $ 87 |
Summary of Fair Value Option Grant Using Monte Carlo Option-Pricing Model | The fair value of each option grant was estimated on the date of grant using the Monte Carlo option-pricing model, because these awards contain a market condition based on the achievement of predetermined targets related to the share price of our common stock, with the following assumptions: Nine Months Ended September 29, 2018 Expected dividend yield 0.0 % Weighted average expected volatility 42.61 % Weighted average risk-free interest rate 2.54 % Expected holding period 6.02 years |
Summary of Performance Share Units | The following table summarizes performance share units for the 2018 Plan, as well as inducement awards, as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Performance Share Units Weighted Average Grant Date Fair Value Unvested at December 29, 2018 443,869 $ 10.64 Granted 372,504 $ 6.82 Vested (3,028 ) $ 30.26 Canceled/forfeited (171,252 ) $ 10.15 Unvested at September 28, 2019 642,093 $ 8.46 |
Restricted shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Shares and Restricted Share Units | The following table summarizes restricted shares for the 2018 Plan as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Unvested at December 29, 2018 436,397 $ 11.70 Granted 226,539 $ 6.47 Vested (104,222 ) $ 21.17 Canceled/forfeited (214,140 ) $ 6.74 Unvested at September 28, 2019 344,574 $ 8.49 |
Restricted share units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Shares and Restricted Share Units | The following table summarizes restricted share units for the 2018 Plan, as well as inducement awards, as of September 28, 2019 and changes during the nine month period then ended: Number of Unvested Weighted Unvested at December 29, 2018 89,340 $ 7.84 Granted 159,144 $ 3.77 Vested (58,090 ) $ 7.75 Canceled/forfeited — $ — Unvested at September 28, 2019 190,394 $ 4.46 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Income (Loss) Per Common Share | The components of the calculation of basic net income (loss) per common share and diluted net income (loss) per common share are as follows (in thousands except share and per share data): Three Months Ended Nine Months Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Numerator: Net income (loss) from continuing operations $ (3,409 ) $ 1,880 $ (3,482 ) $ 16,820 Net loss from discontinued operations — (3,626 ) — (15,245 ) Net income (loss) $ (3,409 ) $ (1,746 ) $ (3,482 ) $ 1,575 Denominator: Basic weighted average common shares outstanding 23,716,403 23,545,842 23,646,617 23,477,982 Effect of dilutive securities (a): Stock options — — — 20,807 Restricted shares — — — 137,697 Performance share units — — — 80,543 Restricted share units — — — 26,827 Diluted weighted average common shares outstanding 23,716,403 23,545,842 23,646,617 23,743,856 Basic net income (loss) from continuing operations per common share $ (0.14 ) $ 0.08 $ (0.15 ) $ 0.72 Diluted net income (loss) from continuing operations per common share $ (0.14 ) $ 0.08 $ (0.15 ) $ 0.71 Basic net loss from discontinued operations per common share $ — $ (0.15 ) $ — $ (0.65 ) Diluted net loss from discontinued operations per common share $ — $ (0.15 ) $ — $ (0.64 ) Basic net income (loss) per common share $ (0.14 ) $ (0.07 ) $ (0.15 ) $ 0.07 Diluted net income (loss) per common share $ (0.14 ) $ (0.07 ) $ (0.15 ) $ 0.07 (a) For the three and nine months ended September 28, 2019 and for the three months ended September 29, 2018, due to a loss for the period, no incremental shares are included because the effect would be anti-dilutive. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 28, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Convertible Notes | The Company's financial instruments also include its Convertible Notes (in thousands): September 28, 2019 December 29, 2018 Fair Value $ 60,179 $ 50,914 Carrying Value (1) 57,422 55,570 (1) Represents the net carrying amount of the liability component of the Convertible Notes. |
Basis of Presentation (Details)
Basis of Presentation (Details) | 9 Months Ended |
Sep. 28, 2019segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of business segments company currently operates through | 1 |
Agreement and Plan of Merger (D
Agreement and Plan of Merger (Details) | Aug. 07, 2019$ / shares |
The Merger | |
Business Acquisition [Line Items] | |
Per Share Price entitled to stockholders of the Company for each share of common stock owned (in dollars per share) | $ 6.50 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) $ in Millions | May 07, 2018USD ($) |
Betancourt Nutrition and Nutri-Force | Discontinued Operations, Held-for-sale or Disposed of by Sale | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Supply agreements, amount agreed to purchase annually | $ 53 |
Discontinued Operations - Recon
Discontinued Operations - Reconciliation of Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Major classes of line items constituting net loss on discontinued operations: | ||||
Net loss | $ 0 | $ (3,626) | $ 0 | $ (15,245) |
Nutri-Force | Held for sale | ||||
Major classes of line items constituting net loss on discontinued operations: | ||||
Net sales | 761 | 11,187 | ||
Cost of goods sold | 2,417 | 9,756 | ||
Fixed assets impairment charges | 0 | 7,236 | ||
Gross loss | (1,656) | (5,805) | ||
Selling, general and administrative expenses | 629 | 2,581 | ||
Intangible assets and fixed assets impairment charges | 0 | 8,978 | ||
Discontinued operations loss | 40 | 203 | ||
Loss before provision (benefit) for income taxes | (2,325) | (17,567) | ||
Provision (benefit) for income taxes | 1,301 | (2,322) | ||
Net loss | (3,626) | (15,245) | ||
Nutri-Force | Held for sale | Transition Services Agreement | ||||
Major classes of line items constituting net loss on discontinued operations: | ||||
Net sales | $ 800 | $ 2,400 |
Discontinued Operations - Cash
Discontinued Operations - Cash Flow Disclosures for Discontinued Operations (Details) - Nutri-Force - Held for sale - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 29, 2018 | Sep. 29, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash flows provided by (used in) operating activities | $ 936 | $ (14,180) |
Cash flows provided by (used in) investing activities | (882) | 14,752 |
Depreciation and amortization | 0 | 769 |
Capital expenditures | $ 0 | $ 94 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 29, 2019 | Sep. 28, 2019 | Dec. 29, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill, Gross Carrying Amount | $ 210,633 | $ 210,633 | |
Goodwill, Accumulated Impairment Charges | 210,633 | 210,633 | |
Goodwill, Net | 0 | 0 | |
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, Accumulated Amortization | 3,950 | 3,676 | |
Intangible assets, Definite-lived, Net | 2,283 | ||
Goodwill and Intangible Assets, Gross Carrying Amount | 285,271 | 284,802 | |
Goodwill and Intangible Assets, Accumulated Impairment Charges | 279,038 | 270,038 | |
Goodwill and Intangible Assets, Net | 2,283 | 11,088 | |
Tradenames | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets, Indefinite-lived, Gross Carrying Amount | 68,405 | 68,405 | |
Intangible assets, Indefinite-lived, Accumulated Impairment Charges | 68,405 | 59,405 | |
Intangible assets, Indefinite-lived, Net | 0 | 9,000 | |
Impairment charge on indefinite-lived intangible asset | $ 9,000 | ||
Tradenames | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, Definite-lived, Gross Carrying Amount | 6,233 | 5,764 | |
Intangible assets, Accumulated Amortization | 3,950 | 3,676 | |
Intangible assets, Definite-lived, Accumulated Impairment Charges | 0 | 0 | |
Intangible assets, Definite-lived, Net | $ 2,283 | $ 2,088 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) | 9 Months Ended |
Sep. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Useful lives of definite-lived intangible assets, years | 10 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Expected Amortization Expense on Definite-Lived Intangible Assets (Detail) $ in Thousands | Sep. 28, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of Fiscal 2019 | $ 91 |
Fiscal 2020 | 381 |
Fiscal 2021 | 381 |
Fiscal 2022 | 378 |
Fiscal 2023 | 335 |
Thereafter | 717 |
Intangible assets, Definite-lived, Net | $ 2,283 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Sep. 28, 2019 | Dec. 29, 2018 |
Payables and Accruals [Abstract] | ||
Accrued salaries and related expenses | $ 11,889 | $ 24,048 |
Sales tax payable and related expenses | 7,491 | 7,092 |
Deferred sales | 4,024 | 5,455 |
Other accrued expenses | 32,933 | 28,913 |
Accrued expenses and other current liabilities | $ 56,337 | $ 65,508 |
Credit Arrangements - Additiona
Credit Arrangements - Additional Information (Detail) - USD ($) | Dec. 09, 2015 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Dec. 29, 2018 |
Debt Instrument [Line Items] | ||||||
Gain on extinguishment of repurchased debt | $ 0 | $ 0 | $ 0 | $ 16,229,000 | ||
Outstanding debt | 0 | 0 | $ 0 | |||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding debt | 0 | 0 | 0 | |||
Revolving credit facility, current borrowing capacity | 90,000,000 | 90,000,000 | ||||
Revolving credit facility, maximum borrowing capacity | 150,000,000 | 150,000,000 | ||||
Largest amount borrowed under revolving Credit facility | 10,000,000 | $ 44,000,000 | 10,000,000 | $ 44,000,000 | ||
Revolving credit facility, unused available line of credit | $ 85,500,000 | $ 85,500,000 | ||||
Weighted average interest rate | 3.86% | 2.92% | 3.86% | 2.92% | ||
Percentage of annual commitment fee on undrawn portion of revolving credit facility | 0.25% | |||||
Revolving Credit Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of borrowing base availability, threshold | 33.00% | |||||
Revolving Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of borrowing base availability, threshold | 66.00% | |||||
Revolving Credit Facility | Alternative Base Rate | Greater Than or Equal To 66% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 0.00% | |||||
Revolving Credit Facility | Alternative Base Rate | Between 33% and 66% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 0.125% | |||||
Revolving Credit Facility | Alternative Base Rate | Less Than 33% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 0.25% | |||||
Revolving Credit Facility | Adjusted Eurodollar Rate | Greater Than or Equal To 66% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 1.00% | |||||
Revolving Credit Facility | Adjusted Eurodollar Rate | Between 33% and 66% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 1.125% | |||||
Revolving Credit Facility | Adjusted Eurodollar Rate | Less Than 33% of Borrowing Base Availability | ||||||
Debt Instrument [Line Items] | ||||||
Variable interest rate, basis spread | 1.25% | |||||
Convertible Senior Notes Due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Debt issued | $ 143,800,000 | $ 60,439,000 | $ 60,439,000 | $ 60,439,000 | ||
Debt instrument, interest rate | 2.25% | |||||
Debt converted into shares of common stock (in shares) | 25.1625 | |||||
Debt instrument, conversion price | $ 1,000 | |||||
Stock, conversion price per share (in dollars per share) | $ 39.74 | |||||
Debt instrument, effective interest rate on debt discount | 3.80% | |||||
Aggregate principal amount of debt repurchased | $ 75,300,000 | $ 75,300,000 | ||||
Aggregate purchase price | 57,200,000 | 57,200,000 | ||||
Accrued interest | $ 300,000 | 300,000 | ||||
Gain on extinguishment of repurchased debt | $ 16,200,000 | |||||
Convertible note hedge transactions amount paid | $ 26,400,000 | |||||
Proceeds from sale of warrants | $ 13,000,000 | |||||
Strike price of warrant (in dollars per share) | $ 52.99 | |||||
Net proceeds from convertible notes and related transactions | $ 125,700,000 | |||||
Commissions and offering costs | $ 4,600,000 |
Credit Arrangements - Component
Credit Arrangements - Components of Convertible Notes (Details) - USD ($) | Sep. 28, 2019 | Dec. 29, 2018 | Dec. 09, 2015 |
Liability component: | |||
Net carrying amount | $ 57,422,000 | $ 55,570,000 | |
Convertible Notes | |||
Liability component: | |||
Principal | 60,439,000 | 60,439,000 | $ 143,800,000 |
Conversion feature | (17,115,000) | (17,115,000) | |
Liability portion of debt issuance costs | (2,675,000) | (2,675,000) | |
Amortization | 16,773,000 | 14,921,000 | |
Net carrying amount | 57,422,000 | 55,570,000 | |
Equity component: | |||
Conversion feature | 18,862,000 | 18,862,000 | |
Equity portion of debt issuance costs | (793,000) | (793,000) | |
Deferred taxes | 941,000 | 941,000 | |
Net carrying amount | $ 19,010,000 | $ 19,010,000 |
Credit Arrangements - Interest
Credit Arrangements - Interest Expense, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Debt Instrument [Line Items] | ||||
Amortization of debt discount on Convertible Notes | $ 1,612 | $ 2,570 | ||
Amortization of deferred financing fees | $ 110 | $ 120 | 329 | 485 |
Interest expense, net | 1,080 | 1,289 | 3,221 | 5,429 |
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Interest / fees on convertible notes, revolving credit facility, and other interest | 86 | 185 | 260 | 636 |
Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt discount on Convertible Notes | 544 | 594 | 1,612 | 2,570 |
Interest / fees on convertible notes, revolving credit facility, and other interest | $ 340 | $ 390 | $ 1,020 | $ 1,738 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | Sep. 28, 2019 | Jan. 01, 2019 | Dec. 30, 2018 |
Lessee, Lease, Description [Line Items] | |||
Initial term of leases for stores | 10 years | ||
Cumulative-effect charge | $ 3,279 | ||
Retained Earnings | |||
Lessee, Lease, Description [Line Items] | |||
Cumulative-effect charge | $ 3,279 | ||
Accounting Standards Update 2016-02 | Retained Earnings | |||
Lessee, Lease, Description [Line Items] | |||
Cumulative-effect charge | $ 3,300 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Renewal options of leases for stores, period | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Renewal options of leases for stores, period | 10 years |
Leases - Lease Cost and Other I
Leases - Lease Cost and Other Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 28, 2019USD ($) | Sep. 28, 2019USD ($) | |
Finance lease cost: | ||
Amortization of right-of-use assets | $ 110 | $ 349 |
Interest on lease liabilities | 13 | 45 |
Operating lease cost | 29,252 | 88,315 |
Variable lease cost | 2,884 | 8,390 |
Sublease income | (337) | (879) |
Total lease cost | 31,922 | 96,220 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from finance leases | 13 | 45 |
Operating cash flows from operating leases | 30,628 | 91,978 |
Financing cash flows from finance leases | 126 | 373 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 0 | 0 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 12,416 | $ 40,435 |
Weighted-average remaining lease term, in years – finance leases | 2 years | 2 years |
Weighted-average remaining lease term, in years – operating leases | 5 years 1 month 6 days | 5 years 1 month 6 days |
Weighted-average discount rate – finance leases | 4.70% | 4.70% |
Weighted-average discount rate – operating leases | 5.40% | 5.40% |
Leases - Right-of-Use Assets (D
Leases - Right-of-Use Assets (Details) $ in Thousands | Sep. 28, 2019USD ($) |
Leases [Abstract] | |
Right-of-use assets - operating leases | $ 423,987 |
Right-of-use assets - finance leases | 881 |
Total right-of-use assets | $ 424,868 |
Leases - Reconciliation of Undi
Leases - Reconciliation of Undiscounted Cash Flows to Lease Liabilities (Details) $ in Thousands | Sep. 28, 2019USD ($) |
Operating Leases | |
Year 1 | $ 118,458 |
Year 2 | 107,318 |
Year 3 | 92,140 |
Year 4 | 74,340 |
Year 5 | 53,768 |
Beyond Year 5 | 97,060 |
Total undiscounted cash flows | 543,084 |
Short-term lease liabilities | 96,238 |
Long-term lease liabilities | 368,285 |
Total lease liabilities | 464,523 |
Difference between undiscounted cash flows and discounted cash flows | 78,561 |
Finance Leases | |
Year 1 | 558 |
Year 2 | 502 |
Year 3 | 56 |
Year 4 | 0 |
Year 5 | 0 |
Beyond Year 5 | 0 |
Total undiscounted cash flows | 1,116 |
Short-term lease liabilities | 518 |
Long-term lease liabilities | 543 |
Total lease liabilities | 1,061 |
Difference between undiscounted cash flows and discounted cash flows | $ 55 |
Leases - Real Estate Lease Comm
Leases - Real Estate Lease Commitments Prior to Adoption of ASU 2016-02 (Details) $ in Thousands | Dec. 29, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 121,227 |
2020 | 108,993 |
2021 | 95,529 |
2022 | 80,274 |
2023 | 61,847 |
Thereafter | 115,852 |
Total Operating Leases | $ 583,722 |
Percentage of minimum lease obligation | 18.50% |
Revenue Recognition - Net Sale
Revenue Recognition - Net Sales by Fulfillment Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 253,133 | $ 276,636 | $ 807,341 | $ 865,703 |
Sales fulfilled in stores | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 216,636 | 240,642 | 693,215 | 752,933 |
Direct to consumer sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 36,497 | $ 35,994 | $ 114,126 | $ 112,770 |
Revenue Recognition - Net Sales
Revenue Recognition - Net Sales by Major Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 253,133 | $ 276,636 | $ 807,341 | $ 865,703 |
Product Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 252,522 | 276,065 | 805,560 | 863,904 |
Vitamins, Minerals, Herbs and Homeopathy | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 73,836 | 80,825 | 236,384 | 253,626 |
Sports Nutrition | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 71,608 | 82,143 | 230,827 | 261,151 |
Specialty Supplements | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 69,087 | 72,019 | 215,151 | 223,427 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 37,991 | 41,078 | 123,198 | 125,700 |
Delivery Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 611 | $ 571 | $ 1,781 | $ 1,799 |
Revenue Recognition - Receivab
Revenue Recognition - Receivables and Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | |
Receivables | ||||||
Balances at beginning of period | $ 9,754 | $ 8,982 | $ 8,211 | $ 11,432 | $ 11,992 | $ 10,937 |
Increase / (Decrease) | (1,145) | 772 | 771 | (515) | (560) | 1,055 |
Balances at end of period | 8,609 | 9,754 | 8,982 | 10,917 | 11,432 | 11,992 |
Contract Liabilities | ||||||
Balances at beginning of period | 5,140 | 6,253 | 7,287 | 9,423 | 8,410 | 7,511 |
Increase / (Decrease) | 179 | (1,113) | (1,034) | (2,498) | 1,013 | 899 |
Balances at end of period | 5,319 | 5,140 | 6,253 | 6,925 | 9,423 | 8,410 |
Amounts of revenue recognized that were included in opening contract liability balances | $ 3,500 | $ 5,200 | $ 6,000 | $ 8,400 | $ 6,400 | $ 6,500 |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Dec. 29, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Treasury stock (in shares) | 306,001 | 306,001 | 260,620 | ||||||
Options exercised (in shares) | 0 | 0 | |||||||
Options granted (in shares) | 0 | ||||||||
Weighted-average grant date fair value for stock options (in dollars per share) | $ 1.76 | $ 1.76 | |||||||
Compensation expense attributable to stock based compensation | $ (100) | $ 800 | $ 800 | $ 1,700 | |||||
Remaining unrecognized stock based compensation expense for non-vested stock options, restricted shares, performance share units and restricted shares units to be expensed in future periods | 1,800 | $ 1,800 | |||||||
Weighted-average recognition period | 1 year 7 months 6 days | ||||||||
Estimated value of future forfeitures | 200 | $ 200 | |||||||
Treasury stock purchased in settlement of employees' tax obligations (in shares) | 45,381 | ||||||||
Treasury stock purchased in settlement of employees' tax obligations, value | $ 18 | $ 5 | $ 287 | $ 31 | $ 59 | $ 185 | $ 300 | ||
Treasury Shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares available to grant (in shares) | 240,900 | 240,900 | |||||||
Treasury stock purchased in settlement of employees' tax obligations (in shares) | 2,929 | 1,105 | 41,347 | 2,717 | 13,100 | 42,339 | |||
Treasury stock purchased in settlement of employees' tax obligations, value | $ 18 | $ 5 | $ 287 | $ 31 | $ 59 | $ 185 | |||
Performance share units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Awards granted (in shares) | 372,504 | ||||||||
Performance share units | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting percentage | 0.00% | ||||||||
Performance share units | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting percentage | 300.00% | ||||||||
Restricted share units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Awards granted (in shares) | 159,144 | ||||||||
Intrinsic value of shares vested | $ 400 | 700 | |||||||
Restricted shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Awards granted (in shares) | 226,539 | ||||||||
Intrinsic value of shares vested | $ 700 | $ 700 | |||||||
2018 Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares available to grant (in shares) | 2,658,423 | 2,658,423 | |||||||
Treasury stock (in shares) | 240,900 | 240,900 | |||||||
Inducement Awards | Performance share units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Awards granted (in shares) | 104,510 | ||||||||
Inducement Awards | Restricted share units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Awards granted (in shares) | 31,250 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Restricted Shares, Performance Share Units, and Restricted Share Units (Detail) | 9 Months Ended |
Sep. 28, 2019$ / sharesshares | |
Restricted shares | |
Number of Unvested Shares | |
Unvested at beginning of period (in shares) | shares | 436,397 |
Granted (in shares) | shares | 226,539 |
Vested (in shares) | shares | (104,222) |
Canceled/forfeited (in shares) | shares | (214,140) |
Unvested at end of period (in shares) | shares | 344,574 |
Weighted Average Grant Date Fair Value | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 11.70 |
Granted (in dollars per share) | $ / shares | 6.47 |
Vested (in dollars per share) | $ / shares | 21.17 |
Canceled/forfeited (in dollars per share) | $ / shares | 6.74 |
Unvested at end of period (in dollars per share) | $ / shares | $ 8.49 |
Performance share units | |
Number of Unvested Shares | |
Unvested at beginning of period (in shares) | shares | 443,869 |
Granted (in shares) | shares | 372,504 |
Vested (in shares) | shares | (3,028) |
Canceled/forfeited (in shares) | shares | (171,252) |
Unvested at end of period (in shares) | shares | 642,093 |
Weighted Average Grant Date Fair Value | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 10.64 |
Granted (in dollars per share) | $ / shares | 6.82 |
Vested (in dollars per share) | $ / shares | 30.26 |
Canceled/forfeited (in dollars per share) | $ / shares | 10.15 |
Unvested at end of period (in dollars per share) | $ / shares | $ 8.46 |
Restricted share units | |
Number of Unvested Shares | |
Unvested at beginning of period (in shares) | shares | 89,340 |
Granted (in shares) | shares | 159,144 |
Vested (in shares) | shares | (58,090) |
Canceled/forfeited (in shares) | shares | 0 |
Unvested at end of period (in shares) | shares | 190,394 |
Weighted Average Grant Date Fair Value | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 7.84 |
Granted (in dollars per share) | $ / shares | 3.77 |
Vested (in dollars per share) | $ / shares | 7.75 |
Canceled/forfeited (in dollars per share) | $ / shares | 0 |
Unvested at end of period (in dollars per share) | $ / shares | $ 4.46 |
Stock Based Compensation - Su_2
Stock Based Compensation - Summary of Stock Options (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 28, 2019 | Sep. 29, 2018 | |
Number of Options | ||
Outstanding at beginning of period (in shares) | 272,000 | |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | 0 |
Canceled/forfeited (in shares) | (36,050) | |
Outstanding at end of period (in shares) | 235,950 | |
Vested or expected to vest (in shares) | 225,677 | |
Vested and exercisable (in shares) | 133,222 | |
Weighted Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 17.13 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Canceled/forfeited (in dollars per share) | 30.17 | |
Outstanding at end of period (in dollars per share) | 15.13 | |
Vested or expected to vest (in dollars per share) | 15.54 | |
Vested and exercisable (in dollars per share) | $ 22.08 | |
Outstanding, Weighted Average Remaining Contractual Life (years) | 7 years 11 days | |
Vested or expected to vest, Weighted Average Remaining Contractual Life (years) | 6 years 11 months 23 days | |
Vested and exercisable, Weighted Average Remaining Contractual Life (years) | 6 years 1 month 13 days | |
Outstanding, Aggregate Intrinsic Value | $ 261 | |
Vested and exercisable, Aggregate Intrinsic Value | $ 87 |
Stock Based Compensation - Su_3
Stock Based Compensation - Summary of Fair Value Option Grant Using Monte Carlo Option-Pricing Model (Detail) | 9 Months Ended |
Sep. 29, 2018 | |
Share-based Payment Arrangement [Abstract] | |
Expected dividend yield | 0.00% |
Weighted average expected volatility | 42.61% |
Weighted average risk-free interest rate | 2.54% |
Expected holding period | 6 years 7 days |
Advertising Costs - Additional
Advertising Costs - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Other Income and Expenses [Abstract] | ||||
Advertising expense | $ 6.4 | $ 5.9 | $ 21.6 | $ 19.3 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Calculation of Basic and Diluted Net Income (Loss) Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Numerator: | ||||||||
Net income (loss) from continuing operations | $ (3,409) | $ 1,880 | $ (3,482) | $ 16,820 | ||||
Net loss from discontinued operations | 0 | (3,626) | 0 | (15,245) | ||||
Net income (loss) | $ (3,409) | $ (3,570) | $ 3,497 | $ (1,746) | $ 7,180 | $ (3,859) | $ (3,482) | $ 1,575 |
Denominator: | ||||||||
Basic weighted average common shares outstanding (in shares) | 23,716,403 | 23,545,842 | 23,646,617 | 23,477,982 | ||||
Effect of dilutive securities: | ||||||||
Diluted weighted average common shares outstanding (in shares) | 23,716,403 | 23,545,842 | 23,646,617 | 23,743,856 | ||||
Basic net income (loss) from continuing operations per common share (in dollars per share) | $ (0.14) | $ 0.08 | $ (0.15) | $ 0.72 | ||||
Diluted net income (loss) from continuing operations per common share (in dollars per share) | (0.14) | 0.08 | (0.15) | 0.71 | ||||
Basic net loss from discontinued operations per common share (in dollars per share) | 0 | (0.15) | 0 | (0.65) | ||||
Diluted net loss from discontinued operations per common share (in dollars per share) | 0 | (0.15) | 0 | (0.64) | ||||
Basic net income (loss) per common share (in dollars per share) | (0.14) | (0.07) | (0.15) | 0.07 | ||||
Diluted net income (loss) per common share (in dollars per share) | $ (0.14) | $ (0.07) | $ (0.15) | $ 0.07 | ||||
Stock options | ||||||||
Effect of dilutive securities: | ||||||||
Effect of dilutive securities (in shares) | 0 | 0 | 0 | 20,807 | ||||
Restricted shares | ||||||||
Effect of dilutive securities: | ||||||||
Effect of dilutive securities (in shares) | 0 | 0 | 0 | 137,697 | ||||
Performance share units | ||||||||
Effect of dilutive securities: | ||||||||
Effect of dilutive securities (in shares) | 0 | 0 | 0 | 80,543 | ||||
Restricted share units | ||||||||
Effect of dilutive securities: | ||||||||
Effect of dilutive securities (in shares) | 0 | 0 | 0 | 26,827 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 507,116 | 43,482 | 574,197 | 664,916 |
Share Repurchase Programs - Add
Share Repurchase Programs - Additional Information (Detail) - USD ($) | Oct. 31, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Sep. 29, 2018 | Sep. 28, 2019 | Aug. 31, 2014 |
Class of Stock [Line Items] | |||||||
Amount authorized to be repurchased under share repurchase programs | $ 403,800,000 | ||||||
Total shares repurchased, value | $ 333,800,000 | $ 333,800,000 | $ 333,800,000 | ||||
Amount remaining in program | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | ||||
Approved extension of remaining repurchase program | 2 years | ||||||
Shares repurchased during period (in shares) | 0 | 0 | 0 | 0 | |||
Convertible Notes | |||||||
Class of Stock [Line Items] | |||||||
Aggregate principal amount of debt repurchased | $ 75,300,000 | $ 75,300,000 | |||||
Aggregate purchase price | 57,200,000 | 57,200,000 | |||||
Accrued interest | $ 300,000 | $ 300,000 | |||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Number of shares repurchased (in shares) | 8,064,325 | ||||||
Convertible Notes | |||||||
Class of Stock [Line Items] | |||||||
Number of shares repurchased (in shares) | 83,311 |
Legal Proceedings (Details)
Legal Proceedings (Details) | 1 Months Ended |
Oct. 25, 2019lawsuit | |
Subsequent Event | |
Loss Contingencies [Line Items] | |
Number of lawsuits | 3 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Fair Value of Convertible Notes (Details) - Convertible Notes - USD ($) $ in Thousands | Sep. 28, 2019 | Dec. 29, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $ 60,179 | $ 50,914 |
Carrying Value | $ 57,422 | $ 55,570 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 28, 2019USD ($)retail_location | |
Fair Value Disclosures [Abstract] | |
Store impairment charges recognized | $ | $ 2.4 |
Number of underperforming retail locations | retail_location | 6 |